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NGEx Minerals — Interim / Quarterly Report 2020
Nov 25, 2020
47817_rns_2020-11-25_6ede3b63-6538-4546-8d04-2c5c02c9cd54.pdf
Interim / Quarterly Report
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NGEx Minerals Ltd. Condensed Interim Consolidated Statements of Financial Position (Expressed in Canadian Dollars) (Unaudited)
| September 30, | December 31, | ||
|---|---|---|---|
| Note | 2020 | 2019 | |
| ASSETS | |||
| Current assets: | |||
| Cash | $ 1,813,575 | $ 5,559,454 | |
| Receivables and other assets | 437,815 | 479,886 | |
| 2,251,390 | 6,039,340 | ||
| Non-current assets: | |||
| Equipment | 29,173 | 35,106 | |
| Mineral properties | 5 | 3,910,696 | 4,765,205 |
| 3,939,869 | 4,800,311 | ||
| TOTAL ASSETS | 6,191,259 | 10,839,651 | |
| LIABILITIES | |||
| Current liabilities: | |||
| Trade payables and accrued liabilities | 636,990 | 718,065 | |
| Non-current liabilities: | |||
| Due to exploration partner | 6 | 317,163 | 309,481 |
| TOTAL LIABILITIES | 954,153 | 1,027,546 | |
| SHAREHOLDERS’ EQUITY | |||
| Share capital | 7 | 43,053,810 | 43,053,810 |
| Contributed surplus | 710,355 | 419,228 | |
| Deficit | (36,484,064) | (31,893,537) | |
| Accumulated other comprehensive loss | (2,042,995) | (1,767,396) | |
| TOTAL SHAREHOLDERS’ EQUITY | 5,237,106 | 9,812,105 | |
| TOTAL LIABILITIES AND | |||
| SHAREHOLDERS’ EQUITY | $6,191,259 | $10,839,651 | |
| Nature of Operations and Liquidity Risk (Note 1) | |||
| Commitments (Note 13) | |||
| COVID-19 Impact and Response (Note 14) |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
On behalf of the Board:
/s/William A. Rand /s/Wojtek A. Wodzicki Director Director
NGEx Minerals Ltd. Condensed Interim Consolidated Statements of Comprehensive Loss (Expressed in Canadian Dollars) (Unaudited)
| Expressed in Canadian Dollars) Unaudited) |
|||||
|---|---|---|---|---|---|
| Three months ended | Nine months ended | ||||
| September 30, | September 30, | ||||
| Note | 2020 | 2019 | 2020 | 2019 | |
| Expenses | |||||
| Exploration and project investigation | 9 | $ 390,357 | $ 603,928 | $ 2,740,928 | $ 2,758,510 |
| Write down of mineral property | |||||
| interest | 5 | 827,343 | - | 827,343 | - |
| General and administration: | |||||
| Salaries and benefits | 184,105 | 117,361 | 526,099 | 344,472 | |
| Share-based compensation | 8c | 66,845 | 257,832 | 238,733 | 344,895 |
| Management fees | 32,625 | 3,453 | 97,875 | 24,173 | |
| Professional fees | 142,259 | 40,549 | 221,655 | 166,282 | |
| Travel | - | 1,672 | 6,912 | 14,705 | |
| Promotion and public relations | 4,857 | 6,315 | 34,297 | 28,856 | |
| Office and general | 35,397 | 53,542 | 91,407 | 85,792 | |
| Operating loss | 1,683,788 | 1,084,652 | 4,785,249 | 3,767,685 | |
| Other expenses (income) | |||||
| Financing costs | 6,479 | 6,649 | 19,834 | 6,649 | |
| Foreign exchange gain | (6,921) | (41,700) | (4,316) | (41,756) | |
| Net monetary loss (gain) | 4 | (5,602) | 24,553 | 11,986 | 25,518 |
| Other expenses | - | - | 24,656 | - | |
| Gain on use of marketable securities, | |||||
| net | 12 | - | - | (246,882) | - |
| Net loss | 1,677,744 | 1,074,154 | 4,590,527 | 3,758,096 | |
| Other comprehensive loss | |||||
| Items that may be reclassified | |||||
| subsequently to net loss: | |||||
| Foreign currency translation | |||||
| adjustment | (94,869) | 255,266 | 133,068 | 373,246 | |
| Impact of hyperinflation | 4 | 69,646 | 174,895 | 142,531 | 131,038 |
| Comprehensive loss | $1,652,521 | $1,504,315 | $4,866,126 | $4,262,380 | |
| Basic and diluted loss per common | |||||
| share | $ 0.01 | $ 0.01 | $ 0.04 | $ 0.03 | |
| Weighted average common shares | |||||
| outstanding | 124,793,652 | 124,793,652 | 124,793,652 | 124,793,652 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
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NGEx Minerals Ltd. Condensed Interim Consolidated Statements of Cash Flows (Expressed in Canadian Dollars) (Unaudited)
| Expressed in Canadian Dollars) Unaudited) |
|||||
|---|---|---|---|---|---|
| Nine | months ended | ||||
| September 30, | |||||
| Note | 2020 | 2019 | |||
| Cash flows used in operating activities | |||||
| Net loss for the period | $ | (4,590,527) | $ | (3,758,096) | |
| Items not involving cash: | |||||
| Depreciation | 5,583 | 1,781 | |||
| Write down of mineral property interest | 5 | 827,343 | - | ||
| Share-based compensation | 8c | 291,127 | 430,656 | ||
| Finance costs | 19,834 | 6,649 | |||
| Foreign exchange loss | 7,682 | 3,623 | |||
| Net monetary loss | 44,790 | 68,392 | |||
| Net changes in working capital items: | |||||
| Receivables and other | 14,075 | (134,295) | |||
| Trade payables and accrued liabilities | (10,455) | 116,295 | |||
| (3,390,548) | (3,264,995) | ||||
| Cash flows from (for) financing activities | |||||
| Cash received pursuant to the Josemaria | |||||
| Arrangement | 7,300,000 | ||||
| Funding received from Josemaria for operations | - | 3,547,819 | |||
| Payments made on behalf of exploration partner | (19,834) | (6,649) | |||
| (19,834) | 10,841,170 | ||||
| Cash flows used in investing activities | |||||
| Mineral properties and related expenditures | 5 | (133,558) | (735,664) | ||
| (133,558) | (735,664) | ||||
| Effect of exchange rate change on cash | (201,939) | (166,095) | |||
| Increase (decrease) in cash during the period | (3,745,879) | 6,674,416 | |||
| Cash, beginning of period | $ | 5,559,454 | $ | 255,759 | |
| Cash, end of period | $ | 1,813,575 | $ | 6,930,175 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
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NGEx Minerals Ltd. Condensed Interim Consolidated Statements of Changes in Equity (Expressed in Canadian Dollars) (Unaudited)
| Accumulated | Accumulated | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Other | Total | ||||||||||
| Number of | Contributed | Other Capital | Comprehensive | Shareholders’ | |||||||
| Note | Shares | Share Capital | Surplus | Reserves | Deficit | Loss | Equity | ||||
| Balance, January 1, 2019 | - | $ - | $ | - | $ 114,010,097 | $ (108,186,386) | $ (1,209,849) | $ 4,613,862 | |||
| Funding and expenses paid by | |||||||||||
| Josemaria | - | - | - | 3,549,600 | - | - | 3,549,600 | ||||
| Share-based compensation | - | - | 314,420 | 116,236 | - | - | 430,656 | ||||
| Net cash received and liabilities | |||||||||||
| assumed pursuant to the Josemaria | |||||||||||
| Arrangement | - | - | - | 6,977,645 | - | - | 6,977,645 | ||||
| Shares issued pursuant to the | |||||||||||
| Josemaria Arrangement | 124,793,652 | 43,053,810 | - | (43,053,810) | - | - | - | ||||
| Adjustment for shares issued pursuant | |||||||||||
| to with the Josemaria Arrangement | - | - | - | (81,599,768) | 81,599,768 | - | - | ||||
| Net loss and other comprehensive loss | - | - | - | (3,758,096) | (504,284) | (4,262,380) | |||||
| Balance, September 30, 2019 | 124,793,652 | $ 43,053,810 | $ 314,420 | $ | - | $ (30,344,714) | $ | (1,714,133) | $ 11,309,383 | ||
| Balance, January 1, 2020 | 124,793,652 | $ 43,053,810 | $ 419,228 | $ | - | $ (31,893,537) | $ | (1,767,396) | $ 9,812,105 | ||
| Share-based compensation | 8c | - | - | 291,127 | - | - | - | 291,127 | |||
| Net loss and other comprehensive loss | - | - | - | (4,590,527) | (275,599) | (4,866,126) | |||||
| Balance, September 30, 2020 | 124,793,652 | $ 43,053,810 | $ 710,355 | $ | - | $ (36,484,064) | $ | (2,042,995) | $ 5,237,106 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
1. NATURE OF OPERATIONS AND LIQUIDITY RISK
NGEx Minerals Ltd. (the “Company” or “NGEx Minerals”) was incorporated on February 21, 2019 under the laws of the Canada Business Corporations Act in connection with a plan of arrangement to reorganize Josemaria Resources Inc. (“Josemaria”), which was completed on July 17, 2019 (the “Josemaria Arrangement”). Detailed disclosure pertaining to the Josemaria Arrangement is available in the Company’s audited consolidated financial statements for the year ended December 31, 2019.
The Company’s principal business activities are the acquisition, exploration and development of mineral properties located in South America. The Company’s registered office is located at Suite 2000, 885 West Georgia Street, Vancouver, British Columbia, V6C 3E8, Canada. The Company’s common shares trade on the TSX Venture Exchange (the "TSXV") under the symbol "NGEX".
While these condensed interim consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes that it will be able to meet its existing obligations and commitments and fund ongoing operations in the normal course of business for at least twelve months from September 30, 2020, the Company anticipates the need for further funding to support ongoing operations and advancement of its South American exploration projects, as appropriate. The Company is currently evaluating potential additional sources of financing. Historically, including the period prior to the completion of the Josemaria Arrangement, capital requirements have been primarily funded through equity financing, joint ventures, disposition of mineral properties and investments, and the use of short-term credit facilities extended by its major shareholders, such as Zebra Holdings and Investments S.à.r.l. (“Zebra”) and Lorito Holdings S.à.r.l. (“Lorito”). Zebra and Lorito are companies controlled by a trust settled by the late Adolf H. Lundin. Zebra and Lorito report their respective security holdings in the Company as joint actors, as the term is defined by Canadian securities regulations, and are related parties by virtue of their combined shareholding in the Company in excess of 20%.
While management is confident that additional sources of funding will be secured to fund both required and planned discretionary expenditures for at least twelve months from September 30, 2020, factors that could affect the availability of financing include the progress and results of ongoing exploration at the Company’s mineral properties, the state of international debt and equity markets (see Note 14), and investor perceptions and expectations of the global copper, gold, and/or silver markets. There can be no assurance that such financing will be available in the amount required at any time or for any period or, if available, that it can be obtained on terms satisfactory to the Company. If necessary, the Company may explore opportunities to revise the due dates of its liabilities, negotiate deferrals on upcoming lump sum payments with respect to the Company’s mineral properties, and/or settle its liabilities through the issuance of the common shares and other equity instruments. Based on the actual deployment of the Company’s current working capital and the amount of funding raised, if any, the Company’s planned initiatives and other work programs may be postponed, or otherwise revised, as necessary.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
2. BASIS OF PRESENTATION
These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), applicable to the preparation of interim financial statements, including IAS 34, Interim Financing Reporting. Accordingly, certain disclosures included in the annual financial statements prepared in accordance with IFRS have been condensed or omitted, and these condensed interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2019. In preparation of these condensed interim consolidated financial statements, the Company has consistently applied the same accounting policies as disclosed in Note 3 to the audited consolidated financial statements for the year ended December 31, 2019.
In addition, certain comparative information as presented in these condensed interim consolidated financial statements have been prepared on a continuity of interest basis of accounting, which requires that prior to the July 17, 2019, the assets, liabilities, results of operations and cash flows of NGEx Minerals be on a ‘carve-out’ basis from the consolidated financial statements and accounting records of Josemaria, in accordance with the financial reporting framework specified in subsection 3.11(6) of National Instrument 52-107, Acceptable Accounting Principles and Auditing Standards, for carve-out financial statements. As the carve-out entity did not operate as a separate legal entity, the financial position, results of operations and cash flows do not necessarily reflect the financial position, results of operations and cash flows had the carve-out entity operated as an independent entity during the comparative period presented.
These condensed interim consolidated financial statements were authorized for issuance by the Board of Directors of the Company on November 25, 2020.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
In preparation of these condensed interim consolidated financial statements, the Company has consistently applied the same accounting policies as disclosed in Note 3 to the audited consolidated financial statements for the year ended December 31, 2019. In addition thereto, the Company has identified the following, which became a significant accounting policy during the nine months ended September 30, 2020:
Financial instruments
(i) Recognition
The Company measures and classifies its financial assets based on its business model for managing its financial assets and the contractual cash flow characteristics of those financial assets. Financial assets are classified into three measurement categories on initial recognition: those measured at fair value through profit and loss, those measured at fair value through other comprehensive income (“OCI”) and those measured at amortized cost.
Financial assets and liabilities at amortized costs are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost loss any impairment.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
Investments in equity instruments and marketable securities, which are acquired with the intention of a near term sale, are considered financial instruments that are held for trading in accordance with IFRS 9, Financial Instruments. Accordingly, all changes in the fair value of the instruments, between acquisition and disposition, are recognized through profit or loss.
(ii) De-recognition
The Company derecognizes financial assets when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risk and rewards of ownership to another entity. A financial liability is derecognized when the obligation under the liability is discharged, canceled or expired. Gains and losses on de-recognition of financial assets and liabilities are generally recognized in the consolidated statements of net losses.
4. HYPERINFLATION
Argentina was designated a hyper-inflationary economy as of July 1, 2018 for accounting purposes.
Accordingly, the application of hyperinflation accounting has been applied to the Company’s Argentine subsidiaries’ non-monetary assets and liabilities, shareholders’ equity and comprehensive loss items from the transaction date when they were first recognized into the current purchasing power, which reflects a price index current at the end of the reporting period before being included in the consolidated financial statements. To measure the impact of inflation on its financial position and results, the Company has elected to use the Wholesale Price Index (Indice de Precios Mayoristas or ”IPIM”) for periods up to December 31, 2016, and the Retail Price Index (Indice de Precios al Consumidor or “IPC”) thereafter. These price indices have been recommended by the Government Board of the Argentine Federation of Professional Councils of Economic Sciences.
As the consolidated financial statements of the Company have been previously presented in Canadian dollars, a stable currency, the comparative period amounts do not require restatement.
The Company recognized losses of $69,646 and $142,531, respectively, for the three and nine months ended September 30, 2020 (2019: $174,895 and $131,038, respectively) in relation to the impact of hyperinflation within other comprehensive income, which is primarily the result of devaluation of the Argentine Peso relative to the Canadian dollar during the respective periods.
As a result of changes in the IPC and changes to the Company’s net monetary position, the Company recognized a net monetary gain of $5,602 for the three months ended September 30, 2020 (2019: loss of $24,553), and a net monetary loss of $11,986 for the nine months ended September 30, 2020 (2019: $25,518), to adjust transactions recorded during the period into a measuring unit current as of September 30, 2020.
The level of the IPC at September 30, 2020 was 346.6 (December 31, 2019: 283.4), which represents an increase of approximately 22% over the IPC at December 31, 2019, and an approximate 9% increase over the average level of the IPC during the nine months ended September 30, 2020.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
5. MINERAL PROPERTIES
| Los Helados | Nacimientos | ||
|---|---|---|---|
| Project | Properties | Total | |
| January 1, 2019 | $ 4,040,164 | $ 494,826 | $ 4,534,990 |
| Additions | 328,774 | 406,890 | 735,664 |
| Effect of foreign currency | |||
| translation | (444,564) | - | (444,564) |
| Adjustments for impacts of | |||
| hyperinflation | - | (60,885) | (60,885) |
| December 31, 2019 | $ 3,924,374 | $ 840,831 | $ 4,765,205 |
| Additions | 133,558 | - | 133,558 |
| Write down | (827,343) | (827,343) | |
| Effect of foreign currency | |||
| translation | (147,236) | - | (147,236) |
| Adjustments for impacts of | |||
| hyperinflation | - | (13,488) | (13,488) |
| September 30, 2020 | $ 3,910,696 | $- | $ 3,910,696 |
Los Helados Project
The Company’s primary mineral property assets are the Los Helados Properties and the La Rioja Properties (together, the “Los Helados Project”), which are comprised of adjacent mineral titles in Region III, Chile, and the San Juan Province in Argentina.
The Company is the majority partner and operator of the Los Helados Project, which is subject to a Joint Exploration Agreement (“JEA”) with its exploration partner, Nippon Caserones Resources Co. Ltd. (“NCR”). NCR became the Company’s partner on April 1, 2020 when Pan Pacific Copper Co. Ltd. transferred its interest in the Los Helados Project to NCR, a subsidiary of JX Nippon Mining and Metals Corporation, a Tokyo-based mining and smelting company that also owns the Caserones Mine, located approximately 12 km from the Los Helados Properties.
The Company holds an approximate 64% interest in the underlying Los Helados Properties, which are located in Region III, Chile, and a 60% interest in the La Rioja Properties, located in the adjacent San Juan Province in Argentina.
The Company has been funding and accounting for 100% of the expenditures related to the Los Helados Project following the election by NCR pursuant to the JEA not to fund its share of expenditures since September 1, 2015. The sole funding of expenditures at the Los Helados Project has resulted in dilution of NCR’s interest, and corresponding increases to the Company’s interest, resulting in the amounts noted in the preceding paragraph.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
Nacimientos Properties
On May 3, 2017, the Company signed an option agreement whereby it could acquire a 100% interest in the Nacimientos Properties located in the San Juan Province, Argentina by making option payments totaling US$1.65 million in cash over a four-year period ending May 15, 2021 (the “Earn-in Date”). In order to acquire a 100% interest, the Company was also required to fund at least US$2.5 million in expenditures on the Nacimientos Properties on or before the Earn-in Date.
In August 2020, the Company elected to opt out of the earn-in at the Nacimientos properties, by allowing an August 16, 2020 deadline lapse without making the scheduled US$400,000 option payment. Accordingly, the Company has written off all capitalized costs related to Nacimientos on August 16, 2020.
Valle Ancho Properties
On August 29, 2019, the Company entered into an option agreement with the Province of Catamarca, Argentina to earn a 100% interest in the Valle Ancho, Interceptor, Filo del las Vicunas properties (collectively, the “Valle Ancho Properties”), located in Catamarca , Argentina, by making US$8.2 million in expenditures on the Valle Ancho Properties over a two-year period. In August 2020, the option period for Valle Ancho was extended from August 2021 to December 2022.
6. DUE TO EXPLORATION PARTNER
Pursuant to the Josemaria Arrangement, the Company assumed from Josemaria an obligation to fund a partner’s share of exploration expenditures related to the La Rioja Properties (the “Obligation”). In accordance with the terms of the JEA between the Company and the partner, NCR, the Company has elected to settle the Obligation through funding NCR’s share of exploration expenditures, which remained US$3.4 million as at September 30, 2020, and has no defined timeline for settlement.
The Company considered the estimated timeframe required to expend the remaining US$3.4 million on behalf of NCR at the La Rioja Properties and has presented the remaining obligation as a non-current liability, discounted to its present value at an annual effective rate of 8%.
7. SHARE CAPITAL
The Company has authorized an unlimited number of voting common shares without par value.
8. SHARE OPTIONS
a) Share option plan
The Company has a share option plan adopted by the Board of Directors on May 7, 2019, which reserves an aggregate of 10% of the issued and outstanding shares of the Company for issuance upon the exercise of options granted. The granting, vesting and terms of the share options are at the discretion of the Board of Directors.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
b) Share option outstanding
Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:
| prices are as follows: | ||
|---|---|---|
| Number of | Weighted | |
| shares issuable | average | |
| pursuant to | exercise price | |
| share options | per share | |
| Balance at January 1, 2019 | - | $ - |
| Options pursuant to Josemaria Arrangement | 3,305,000 | 0.81 |
| Options granted | 3,445,000 | 0.48 |
| Expired | (92,500) | 0.86 |
| Balance at December 31, 2019 | 6,657,500 | $ 0.64 |
| Expired | (1,182,500) | 0.89 |
| September 30, 2020 | 5,475,000 | $ 0.58 |
The following table details the share options outstanding and exercisable as at September 30, 2020:
| Exercise prices $0.475 $0.68 $0.85 |
Outstanding options Options outstanding Weighted average remaining contractual life (Years) Weighted average exercise price 3,445,000 3.91 $0.475 1,077,500 3.32 $0.68 952,500 0.32 $0.85 5,475,000 3.17 $0.58 |
Exercisable options |
|---|---|---|
| Options exercisable Weighted average remaining contractual life (Years) Weighted average exercise price |
||
| 2,296,668 3.91 $0.475 1,077,500 3.32 $0.68 952,500 0.32 $0.85 4,326,668 2.97 $0.61 |
c) Share-based compensation
| Three | months ended | Nine | months ended | |
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2020 | 2019 |
2020 | 2019 |
|
| Exploration and project investigation | 14,669 | 56,588 |
52,394 | 85,761 |
| General and administration | 66,845 | 257,832 |
238,733 | 344,895 |
| 81,514 | 314,420 |
291,127 | 430,656 |
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
9. EXPLORATION AND PROJECT INVESTIGATION
Due to the geographic location of the Company’s main mineral property interests, the Company’s business activities generally fluctuate with the seasons, with increased exploration activities during the summer months in South America. As a result, a general recurring trend is the increase in exploration expenditures, and therefore net losses, for the fourth quarter and first quarter of a fiscal year, relative to the second and third quarters.
The Company expensed the following exploration and project investigation costs for the three and nine months ended September 30, 2020 and 2019:
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
| Three months ended September 30, |
Los Helados Project Nacimientos Properties Valle Ancho Other Total |
|---|---|
| 2020 2019 |
Land holding and access costs 7,188 2,649 - 8,779 18,616 Fuel, camp costs and field supplies 14,310 1,907 2,804 - 19,021 Roadwork, travel and transport 7,134 - 688 - 7,822 Consultants, geochemistry and geophysics 17,418 - 8,745 31,904 58,067 Environmental and community relations 35,111 - 3,973 - 39,084 VAT and other taxes 9,632 1,976 17,162 2,446 31,216 Office, field and administrative salaries, overhead and other administrative costs 57,145 8,656 131,120 4,941 201,862 Share-based compensation 5,711 467 7,203 1,288 14,669 |
| Total 153,649 15,655 171,695 49,358 390,357 |
|
| Land holding and access costs - 3,658 6,288 3,297 13,243 Fuel, camp costs and field supplies 13,362 4,983 17 - 18,362 Roadwork, travel and transport 8,632 - 6,592 - 15,224 Consultants, geochemistry and geophysics - 1,499 - - 1,499 Environmental and community relations 158,562 1,601 6,070 - 166,233 VAT and other taxes 18,779 7,630 15,863 - 42,272 Office, field and administrative salaries, overhead and other administrative costs 171,060 43,170 76,277 - 290,507 Share-based compensation 42,536 7,289 6,626 137 56,588 Total 412,931 69,830 117,733 3,434 603,928 |
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
| Nine months ended September 30, |
Los Helados Project Nacimientos Properties Valle Ancho Other Total |
|---|---|
| 2020 2019 |
Land holding and access costs 682,791 5,946 9,481 25,609 723,827 Fuel, camp costs and field supplies 37,295 12,360 117,229 44 166,928 Roadwork, travel and transport 25,452 3,023 143,479 34 171,988 Engineering and conceptual studies 26,517 - - - 26,517 Consultants, geochemistry and geophysics 26,275 - 387,025 115,089 528,389 Environmental and community relations 54,237 - 31,192 - 85,429 VAT and other taxes 23,722 10,647 211,096 8,308 253,773 Office, field and administrative salaries, overhead and other administrative costs 162,028 36,913 523,219 9,523 731,683 Share-based compensation 20,234 1,343 27,726 3,091 52,394 |
| Total 1,058,551 70,232 1,450,447 161,698 2,740,928 |
|
| Land holding and access costs 802,436 10,011 6,288 29,582 848,317 Fuel, camp costs and field supplies 45,332 40,750 17 248 86,347 Roadwork, travel and transport 57,115 76,540 6,592 14,030 154,277 Consultants, geochemistry and geophysics - 3,893 - - 3,893 Environmental and community relations 484,799 1,968 6,070 4,224 497,061 VAT and other taxes 58,778 51,057 15,863 19,439 145,137 Office, field and administrative salaries, overhead and other administrative costs 591,239 166,014 76,277 104,187 937,717 Share-based compensation 65,448 11,238 6,626 2,449 85,761 Total 2,105,147 361,471 117,733 174,159 2,758,510 |
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
10. RELATED PARTY TRANSACTIONS
Under the normal course of operations, the Company may undertake transactions or hold balances with related parties. Namely, the Company engages with Josemaria and Filo Mining Corp. (“Filo Mining”), related parties by way of directors, officers and shareholders in common, and MOAR Consulting Inc. (“MOAR”), an exploration consulting firm, of which a director of the Company is the president and proprietor.
a) Related party services
The Company has a cost sharing arrangement with Josemaria and Filo Mining. Under the terms of this arrangement, the Company provides management, technical, administrative and/or financial services (collectively, “Management Services”) to Josemaria and Filo Mining, and vice versa. In addition, the Company engages MOAR, to provide exploration consultation. These transactions were incurred in the normal course of operations, and are summarized as follows:
| Three months ended | Three months ended | Nine months ended | Nine months ended | |
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2020 | 2019 | 2020 | 2019 | |
| Management Services to Josemaria | 35,688 | 49,866 | 123,975 | 154,274 |
| Management Services to Filo Mining | 72,599 | 202,697 | 329,941 | 347,442 |
| Management Services from Josemaria | (29,837) | (80,506) | (123,434) | (80,506) |
| Management Services from Filo Mining | (94,582) | (102,163) | (339,951) | (282,670) |
| Exploration Consultation from MOAR | (10,000) | - | (88,750) | - |
b) Related party balances
The amounts due from (to) related parties, and the components of the consolidated statements of financial position in which they are included, are as follows:
| September 30, | December 31, | ||
|---|---|---|---|
| Related Party | 2020 | 2019 | |
| Receivables and other assets | Josemaria | 9,348 | 16,848 |
| Receivables and other assets | Filo Mining | 20,307 | 57,490 |
| Accounts payable and accrued liabilities | Josemaria | (8,833) | (102,675) |
| Accounts payable and accrued liabilities | Filo Mining | (77,641) | (64,222) |
| Accounts payable and accrued liabilities | MOAR | (11,300) | (17,656) |
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
c) Key management compensation
The Company’s key management personnel have the authority and responsibility for overseeing, planning, directing and controlling its activities and consist of the Board of Directors and members of the executive management team. Total compensation expense for key management personnel, and the composition thereof, is as follows:
| Three | months ended | Nine | months ended | |
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2020 | 2019 |
2020 | 2019 |
|
| Salaries and other payments | 108,833 | 29,172 |
316,833 | 186,324 |
| Short-term employee benefits | 3,645 | 1,382 |
11,894 | 5,051 |
| Directors fees | 20,500 | 24,106 |
61,500 | 40,038 |
| Stock-based compensation | 63,887 | 246,423 |
228,169 | 322,710 |
| 196,865 | 301,083 |
618,396 | 554,123 |
11. SEGMENTED INFORMATION
The Company is principally engaged in the acquisition, exploration and development of mineral properties in South America. The information regarding mineral properties and exploration and project investigation costs presented in Notes 5 and 9, respectively, represent the manner in which management reviews its business performance. Materially all of the Company’s mineral properties and exploration and project investigation costs relate to South America, particularly Chile and Argentina. Materially all of the Company’s administrative costs are incurred by the Canadian parent, where materially all of the Company’s cash is held in the normal course of business until it is required to be deployed to the Company’s South American subsidiaries in support of ongoing and planned work programs.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
The following are summaries of the Company’s current and non-current assets, current liabilities, and net losses by segment:
| As at Los Helados Nacimientos & Valle Ancho Corporate Total |
As at Los Helados Nacimientos & Valle Ancho Corporate Total |
|---|---|
| September 30, Current assets 261,585 496,139 1,493,666 2,251,390 2020 Equipment - 29,173 - 29,173 Mineral properties 3,910,696 - - 3,910,696 Total assets 4,172,281 525,312 1,493,666 6,191,259 Current liabilities 97,261 251,830 287,899 636,990 Due to exploration partner - - 317,163 317,163 Total liabilities 97,261 251,830 605,062 954,153 |
|
| Total assets 4,172,281 525,312 1,493,666 6,191,259 Current liabilities 97,261 251,830 287,899 636,990 Due to exploration partner - - 317,163 317,163 |
|
| Total liabilities 97,261 251,830 605,062 954,153 |
|
| December 31, 2019 |
Current assets 219,069 663,209 5,157,062 6,039,340 Equipment - 35,106 - 35,106 Mineral properties 3,924,374 840,831 - 4,765,205 |
| Total assets 4,143,443 1,539,146 5,157,062 10,839,651 Current liabilities 112,396 359,599 246,070 718,065 Due to exploration partner - - 309,481 309,481 |
|
| Total liabilities 112,396 359,599 555,551 1,027,546 |
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NGEx Minerals Ltd.
Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
| Three months ended September 30, Los Helados Nacimientos & Valle Ancho Corporate Other Total |
Three months ended September 30, Los Helados Nacimientos & Valle Ancho Corporate Other Total |
|---|---|
| 2020 2019 |
Exploration and project investigation 153,649 187,350 - 49,358 390,357 Write down of mineral property interest - 827,343 - - 827,343 General and administration and other items 22,627 1,212 436,205 - 460,044 |
| Net loss 176,276 1,015,905 436,205 49,358 1,677,744 |
|
| Exploration and project investigation 412,931 187,563 - 3,434 603,928 General and administration and other items 8,477 34,531 427,218 - 470,226 |
|
| Net loss 421,408 222,094 427,218 3,434 1,074,154 |
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NGEx Minerals Ltd.
Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
| Nine months ended September 30, Los Helados Nacimientos & Valle Ancho Corporate Other Total |
Nine months ended September 30, Los Helados Nacimientos & Valle Ancho Corporate Other Total |
|---|---|
| 2020 2019 |
Exploration and project investigation 1,058,551 1,520,679 - 161,698 2,740,928 Write down of mineral property interest - 827,343 - - 827,343 General and administration and other items 62,703 (197,374) 1,156,927 - 1,022,256 |
| Net loss 1,121,254 2,150,648 1,156,927 161,698 4,590,527 |
|
| Exploration and project investigation 2,105,147 479,204 - 174,159 2,758,510 General and administration and other items 68,100 44,906 886,580 - 999,586 |
|
| Net loss 2,173,247 524,110 886,580 174,159 3,758,096 |
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
12. USE OF MARKETABLE SECURITIES
From time to time, the Company may acquire and transfer marketable securities to facilitate intragroup funding transfers between its Canadian parent and its Argentine operating subsidiary.
The Company does not acquire marketable securities or engage in these transactions for speculative purposes. In this regard, under this strategy, the Company generally uses marketable securities of large and well established companies, with high trading volumes and low volatility. Nonetheless, as the process to acquire, transfer and ultimately sell the marketable securities occurs over approximately three to five business days, some fluctuations are unavoidable.
The Company did not utilize this mechanism for intragroup funding for the three months ended September 30, 2020 and accordingly, no net gain has been recognized in the period (2019: $nil). However, as a result of having utilized this mechanism for intragroup funding for the nine months ended September 30, 2020, the Company realized a net gain of $246,882 (2019: $nil), which was comprised of a favorable foreign currency impact of $192,213 (2019: $nil) and an incidental trading gain of $54,669 (2019: $nil).
13. COMMITMENTS
The Company has a contractual agreement with the owners of the surface rights covering the Los Helados Properties, which give the Company access over these surface rights for exploration, development, and mining through to closure of any mining operation, in exchange for certain payments which are linked to project activities and certain development milestones. The agreement provides for minimum annual payments of US$0.5 million which cover basic access to the property and minimal surface disturbance such as road maintenance. The annual payments would be adjusted up to US$0.8 million if activities include increased surface disturbance such as construction of new drill pads or new roads. The payments will increase to US$1.0 million in 2023 and 2024 and to US$1.5 million from 2025 onwards. The Company may terminate the agreement at any time. If such termination occurs after January 1, 2021, the Company will be obliged to make a one-time termination payment equal to the amount of the most recent annual payment, which is currently US$0.5 million.
On September 30, 2020, the next payment pursuant to the surface rights agreement is US$0.5 million, scheduled in January 2021. This payment is at the discretion of the Company, and foregoing this payment, or otherwise terminating the agreement, is not currently subject to any termination penalties.
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NGEx Minerals Ltd. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2020 and 2019 (Expressed in Canadian Dollars, unless otherwise stated) (Unaudited)
14. COVID-19 IMPACT AND RESPONSE
On March 11, 2020, the World Health Organization officially declared the global outbreak of the novel coronavirus, COVID-19, a pandemic. The impacts of COVID-19 on global commerce and financial markets to date have been broad and significant.
The Company continues to respond to the COVID-19 pandemic within the framework of internal protocols, and local and national health authority requirements and recommendations. The health and safety of the Company’s employees, contractors, visitors, and stakeholders remain NGEx Minerals’ top priority. Since March 2020, the Company has implemented travel restrictions, surveillance, monitoring and response plans to reduce the risk of COVID-19 exposure and outbreak.
Any tightening/retightening of COVID-19-related travel restrictions or new developments in local or national health protocols, particularly in Chile and Argentina, would likely impact the activities of the Company and result in a reduction to cash expenditures and exploration costs in the forthcoming six months. As of the date of these condensed interim consolidated financial statements, the Company cannot be certain of the impact of the COVID-19 pandemic on its financial position, results of operations and cash flows for the year ending December 31, 2020 and beyond.
In addition, the Company’s longer term business plans remain dependent on its ability to obtain additional financing through global financial markets. It is anticipated that should the COVID-19 pandemic and/or the general depression of financial markets persist in the longer term, the Company’s ability to access financing on favorable terms may be negatively impacted.
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