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Radisson Mining Resources Inc. Interim / Quarterly Report 2020

Nov 27, 2020

42871_rns_2020-11-27_eaf1bb2c-71c5-494a-9661-05d8e4907801.pdf

Interim / Quarterly Report

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CONDENSED UNAUDITED INTERIM FINANCIAL STATEMENTS FOR THE NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2020

Management has compiled the condensed unaudited interim financial statements of Radisson Mining Resources Inc. consisting of the Condensed Interim Statement of Financial Position as at September 30, 2020 and the Condensed Interim Statements of net loss, Comprehensive Loss, Changes in equity and Cash Flows for the nine-month period ended September 30, 2020.

CORPORATE INFORMATION

Business Place

700, Dallaire Avenue Rouyn-Noranda, Quebec, J9X 4V9 Web Site: www.radissonmining.com

Transfer Agent

Computershare Trust Company of Canada 1500, Robert-Bourassa Boulevard, 7[th] Floor Montreal, Quebec, H3A 3S8 Telephone : (514) 982-7888 Fax : (514) 982-7635

Listing

TSX Venture Exchange Ticker Symbol : RDS

RADISSON MINING RESOURCES INC.

Condensed interim statements of financial position

**Condensed interimstatements of financial position **
September 30, 2020 December 31, 2019
(unaudited) (audited)
$ $
Assets
Current :
Cash and cash equivalents (Note 3) 6,933,108
8,511,616
Investments available-for-sale (Note 3) -
175,050
Government taxes and mining taxes receivable 371,279
596,032
Other accounts receivable 1,190
1,190
Prepaid expenses 116,616 86,440
7,422,193
9,370,328
Non current :
Property, plant and equipment (Note 4) 34,434
16,326
Exploration and evaluation assets (Note 5) 20,917,370
16,057,681
28,373,997
25,444,335
Liabilities
Current :
Accounts payable and accrued liabilities 1,124,674
669,625
Non current :
Deferred income and mining taxes 1,162,632
1,162,632
Other liability related to flow-through shares (Note 6) 634,201
1,871,873
2,921,507
3,704,130
Equity :
Capital stock (Note 7) 50,037,149
46,950,694
Equity settled reserve 4,902,152
4,485,867
Warrants (Note 7) 414,409
560,902
Deficit (29,901,220) (30,257,258)
25,452,490
21,740,205
28,373,997
25,444,335

Totals may not add up due to rounding.

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

The condensed interim financial statements have been approved and authorized for publication by the Board of Directors on November 24, 2020.

(s) Mario Bouchard

Mario Bouchard CEO

(s) Denis Lachance

Denis Lachance Interim CFO

Radisson Mining Resources Inc.

2

RADISSON MINING RESOURCES INC.

Condensed interim statements of net loss

Condensed interim statements of net loss
For the three-month periods For the nine-month periods
ended September 30 ended September 30
(unaudited) 2020 2019 2020 2019
$ $ $ $
Revenues :
Interest 2,322
10,145

47,676

16,219
Investments available for sale 353,417
-
353,417
-
355,739
10,145

401,094

16,219
Administration costs :
Salaries and employee benefits 36,803
28,371

124,186

78,638
Stock-based compensation and payments 14,200
6,660

405,710

154,870
Experts and subcontractors 90,680
30,200

267,603

116,826
Professional fees 42,154
5,219

83,560

50,210
Travelling and promotion 24,329
31,435

75,480

126,740
Information to shareholders 7,688
19,828

28,226

46,578
Listing and registration fees 1,528
11,235

54,776

45,726
Office supplies 10,224
10,667

37,038

32,544
Insurance, taxes and licenses 6,567
4,092

15,724

11,022
Interest and bank charges 494
162

4,439

516
Income Tax Part XII.6 -
-

681

1,180
Telecommunications 200
1,053

11,002

3,513
Depreciation of property, and equipment 2,657
980

6,945

2,866
Maintenance of a mining site 2,141
2,943

5,921

5,323
Realized loss (gain) on investments 168,321
-

175,050
Unrealized loss (gain) on investments 171,056
(9,450)
- (30,100)
579,043
143,395

1,296,341

646,452
Loss before income and deferred taxes (223,304) (133,250) (895,248) (630,233)
Income and deferred taxes 638,658
40,661

1,251,286

207,911
Net Loss 415,354
(92,589)
356,038 (422,322)
Basic and dilutednetloss pershare 0.002
(0.001)
0.002
(0.003)
Weighted average number of shares outstanding 193,376,831
140,701,387

193,376,831

140,701,387

Totals may not add up due to rounding. The accompanying notes are an integral part of the interim financial statements.

Radisson Mining Resources Inc.

3

RADISSON MINING RESOURCES INC.

Condensed interim statements of changes in equity

For the nine-month period ended September 30, 2020

Accumulated
(unaudited) Capital stock Equity settled
reserve


Deficit
Warrants other
comprehensive
income
Total equity
$ $
$
$ $ $
Balance as at December 31, 2019 46,950,694
4,485,867

(30,257,258)
560,902
-
21,740,205
Net loss for the period -
-

356,038

-

-

356,038
Share issue 2,500,000
-

-

-

-

2,500,000
-
Premium on flow-through shares (64,994) -
-

-

-

(64,994)
Stock-based compensation and payments -
405,710

-

-

-

405,710
Share issuance cost (153,372) -
-

-

-

(153,372)
Options exercised 376,219
(69,319)

-

-

-

306,900
Warrants exercised 428,603
-

-

(66,600)
-
362,003
Warrants expired - 79,893
-
(79,893) - -
Balance as at September 30, 2020 50,037,149
4,902,152
(29,901,220) 414,409
-

25,452,490

Totals may not add up due to rounding.

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

Radisson Mining Resources Inc.

4

RADISSON MINING RESOURCES INC.

Condensed interim statements of changes in equity

For the nine-month period ended September 30, 2019

(unaudited)
Accumulated
other
Equity settled comprehensive
Capital stock reserve Deficit Warrants income Total equity
$ $ $ $ $ $
Balance as at December 31, 2018 39,171,199 4,142,416 (29,760,133) 221,638 - 13,775,120
Net loss for the period - - (452,421) - - (452,421)
Shares issuance 6,000,000 - - - - 6,000,000
Premium on Flow-through shares (687,433) - - - - (687,433)
Stock-based compensation and payments - 154,870 - - - 154,870
Share issuance cost (403,606) - - 46,512 - (357,094)
Options exercised 5,000 - - - - 5,000
Warrants expired - 129,745 - (129,745) - -
Warrants granted (402,220) - - 402,220 - -
Balance as at September 30, 2019 43,682,940 4,427,031 (30,212,554) 540,625 - 18,438,042

Totals may not add up due to rounding.

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

Radisson Mining Resources Inc.

5

RADISSON MINING RESOURCES INC.

Condensed interim statements of cash flows

For the three-month periods For the three-month periods For the nine-month periods For the nine-month periods
ended September 30, 2020 ended September 30, 2020
(unaudited) 2020 2019
2020
2019
$ $
$
$
OPERATING ACTIVITIES:
Net loss 415,354
(102,039)

356,038

(452,421)
Items not affecting cash:
Depreciation of property, plant and equipment 2,657
980

6,945

2,866
Stock-based compensation and payments 14,200
6,660

405,710

154,870
Income taxes and deferred taxes (690,038) (40,661)
(1,302,666)
(207,911)
Loss (gain) on sale of investments 121,449
-

175,050

-
Unrealized loss (gain) on sale of investments 171,056
-

-

-
Net change in non-cash working capital items (Note 10) 580,219
328,854

649,627

94,281
Cash flow from operating activities 614,898
193,794

290,705

(269,958)
INVESTING ACTIVITIES:
Acquisition of properties (575,837) (470)
(626,092)
(1,368)
Increaseinevaluationand explorationassets (Note 5) (2,009,228) (779,924) (4,258,650) (1,420,763)
Cash flow from investing activities (2,585,064) (780,394) (4,884,743) (1,422,131)
FINANCING ACTIVITIES:
Capital stock issuance, options and warrants exercise 3,061,903
6,000,000

3,168,902

6,005,000
Share issuance cost (141,335) (356,594)
(153,372)
(357,094)
Cash flow from financing activities 2,920,568
5,643,406

3,015,530

5,647,906
INCREASE (LOSS) IN CASH AND CASH EQUIVALENTS 950,402
5,056,806

(1,578,508)
3,817,460
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 5,982,706
264,912

8,511,616

1,504,258
CASH AND CASH EQUIVALENTS, END OF PERIOD 6,933,108
5,321,718

6,933,108

5,231,718

Additional Information – Cash flows (note 10)

Totals may not add up due to rounding.

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

Radisson Mining Resources Inc.

6

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

1. Description of the business and going concern

The Corporation, incorporated under the Canada Business Corporations Act, is in the process of exploring mining properties and has not yet determined whether these properties contain ore reserves that are economically recoverable.

The Corporation’s head office is located on 700 Dallaire avenue, 2[nd] floor in Rouyn-Noranda, Province of Quebec, Canada, J9X 4V9. Its common shares are listed on TSX Venture Exchange under the symbol RDS.

Since its constitution, the Corporation has recorded an important accumulated deficit. Management periodically seeks additional forms of financing through the issuance of shares and the exercise of share purchase options and warrants to continue its operations, and in spite of the obtention in the past, there is no guarantee of success for the future. If the management is unable to obtain new funding, the Corporation may be unable to continue its operations, and amounts realized for assets may be less than amounts reflected in these financial statements.

Besides the usual needs for working capital, the Corporation must obtain the funds permitting to fulfill its obligations and existing commitments for prospecting and evaluation programs and reserved amounts following flow-through financings. As at September 30, 2020, the Corporation had a positive working capital of $6,297,250 (2019, $4,580,915), which includes funds reserved for evaluation and exploration for $4,291,568 (2019, $2,126,076). The Corporation believes that these existing funds will be sufficient to meet the obligations of the Corporation until December 31, 2021.

These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and payments of liabilities in the normal course of operations and do not reflect the adjustments to the carrying value of assets and liabilities, to recorded revenues and expenses and to the classification of items in the statements of financial position that would be necessary if the going concern assumption would not be appropriate. These adjustments could be material.

The board of directors approved the condensed interim financial statements for the period ending September 30, 2020 on November 24, 2020.

2. Basis of preparation and changes to accounting policies

These condensed interim financial statements have been prepared by management in accordance with international financial reporting standards (« IFRS ») and with IAS 34, Interim Financial Reporting. They do not include all information required by IFRS in the production of annual financial statements.

These condensed interim financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2019 and the interim condensed financial statements for the trimester ended September 30, 2019. The accounting policies are presented in the audited financial statements for the year ended December 31, 2019 and have not been modified since.

The preparation of interim financial statements in accordance with IAS 34 uses critical accounting estimates. It also requires management to exercise judgment in applying accounting policies used by the Corporation.

3. Cash, cash equivalents, Investments and Funds reserved for evaluation and exploration

As at September 30, 2020 and December 31 2019, the cash and cash equivalents included in the treasury includes a banking account bearing no interest and flexible guaranteed interest certificate redeemable at any time bearing different interest rates.

September 30, 2020 December 31, 2019
$ $
Treasury 3,141,676 8,511,616
Guaranteed investment certificate at 1.25%, fully redeemable 3,791,432 -
Minus: Funds reserved for evaluation and exploration (4,291,568) (6,238,104)
Cash and cash equivalents 2,641,540 2,273,512

Radisson Mining Resources Inc.

7

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

3. Cash, cash equivalents, Investments and Funds reserved for evaluation and exploration (continued)

September 30, 2020 December 31, 2019
$ $
Investments available-for-sale
184,600 shares of Wallbridge Mining Ltd. public company (0 as at September 30, 2020) - 124,800
150,000 shares of Galway Metals inc. public company (0 as at September 30, 2020) - 50,250
- 175,050

4. Property, plant and equipment

Property, plant and equipment
September 30,2020 December 31,2019
Cost Accumulated
depreciation
Net book value Net book value
$ $ $ $
Equipment 36,475 17,872 18,603 20,309
Computer Equipment 41,606 25,776 15,830 9,582
78,081 43,647 34,434 29,891

5. Exploration and evaluation assets

Mining properties :
Balance as at
December 31, 2019
Increase
Tax credit Balance as at
September 30,
2020
$ $ $ $
O’Brien
180,522
101,039
- 281,561
New Alger
-
500,000
- 500,000
Douay
-
-
- -
180,522
601,039
- 781,561
Exploration and evaluation costs:
O’Brien
15,713,519
4,253,456
- 19,966,975
New Alger
-
5,195
- 5,195
Douay
163,640
-
- 163,640
15,877,159
4,258,650
- 20,135,809
Exploration and evaluation assets,total
16,057,681
4,859,690
- 20,917,370

Statements of exploration and evaluation

For the three-month periods
September 30
ended For the nine-month periods ended
September 30
For the nine-month periods ended
September 30
For the nine-month periods ended
September 30
2020 2019 2020 2019
$ $
Drilling 1,364,264 454,062
2,537,670
540,758
Salaries 94,860 90,706
319,596
381,772
Consultants and subcontractors 310,665 224,649
764,980
469,004
Assays 108,636 -
276,950
-
General exploration expenditures 130,801 10,507
359,453
29,229
Increase in exploration and evaluation
expenses
2,009,228 779,924
4,258,650
1,420,763
Balance, at beginning 18,126,582 14,237,970
15,877,159
13,597,131
Balance,ending 20,135,809 15,017,894
20,135,809
15,017,894

Radisson Mining Resources Inc.

8

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

6. Other liability related to flow-through shares issuance

September 30, September 30,
2020 2019
$ $
Balance as at December 31, 2019 1,871,873 167,250 Balance as at December 31, 2018
Decrease for expenses incurred (1,302,666) (253,364) Decrease for expenses incurred
Increase of the period 64,994 732,886 Increse of the period
Balance as at September 30,2020 634,201 646,772 Balance as at September 30, 2019

7. Capital stock

Authorized:

Unlimited number of class A shares, voting and participating, no par value

Unlimited number of class B shares which may be issued in series, cumulative or non-cumulative dividend at the prime rate of the Bank of Canada at the beginning of the year plus a percentage between 1% and 5%, non-participating, non-voting, redeemable at the option of the Corporation for an amount equal to the price paid plus any dividend declared and unpaid, no par value.

Changes in Corporation class A shares were as follows:

September30,2020 ClassAshares Amount
$
Issued and paid:
Balance as at December 31, 2019 189,645,570 46,950,694
Warrants1 1,800,016 362,003
Options1 2,034,074 306,900
Paid in cash 16,762,655 1,452,531
Flow-through shares2 4,274,775 1,482,475
Financing fees3 - (153,372)
Balance as at September 30,2020 214,517,090 50,401,230
1Value is presented at the exercise value

2Value of Flow-through shares is presented at market value net of premium at closing amounting to $64,994.

3Financing fees are related to a private placement closed on December, 31st 2019 and a private placement closed on July 9th, 2020.

September 30,2019 Class A shares Amount
$
Issued and paid:
Balance as at December 31, 2018 137,029,250 39,171,199
Options exercised 50,000 5,000
Paid in cash1 20,626,666 2,691,780
Flow-through shares2 14,487,284 2,218,567
Financing fees3 - (357,094)
Balance as at September 30, 2019 172,193,200 43,729,452

1 Value of shares paid in cash is presented net of fair value of warrants amounting to $402,220.

2 Value of Flow-through shares is presented at market value net of premium at closing amounting to $687,433.

3 Financing fees are presented net of fair value of brokers warrants amounting to $46,512.

Radisson Mining Resources Inc.

9

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

7. Capital stock (continued)

Class A stock options:

An aggregate number of 18 million class A shares has been reserved under the stock option plan for potential issuance. The exercise price of each option is the market price of the Corporation’s stock at the date of grant of options and the maximum term of a new option is 5 years. Unless otherwise determined by the Board of Directors, options granted under the plan vest immediately.

A summary of the situation as at September 30, 2020 is presented below:

Options Number Weighted average
exercise price
Outstanding as at December 31, 2019 8,900,000 $0.139
Exercised (2,034,074) $0.150
Vested 700,000 $0.184
Granted 2,725,000 $0.255
Outstanding as at September 30, 2020 10,290,926 $0.170
Options exercisable as at September 30, 2020 10,290,926 $0.170

The following table summarizes the information relating to the stock options as at September 30, 2020:

Number of options
outstanding
Exercise price Weighted average
remaining life
Number of options exercisable
$ (years)
300,000 0.10 3.07
300,000
250,000 0.11 3.44
250,000
840,000 0.11 1.78
840,000
770,000 0.17 1.67
770,000
200,000 0.12 2.85
200,000
1,300,000 0.13 2.68
1,300,000
2,225,000 0.14 3.70
2,225,000
605,000 0.14 0.73
605,000
250,000 0.15 1.90
250,000
50,000 0.17 4.58
50,000
700,000 0.20 4.09
700,000
2,675,000 0.26 4.70
2,675,000
125,926 0.27 4.92
125,926
10,290,926 0.17 3.31
10,290,926

The following table presents the weighted average fair value at grant date and the weighted average assumptions used to determine the stock-based compensation expense using the Black-Scholes option pricing model:

Three monthperiod ended 30-Sep-20
Expected volatility 49.30%
Share price at date of grant $0.200
Risk-free interest rate 1.40%
Expected dividend rate 0.00%
Estimated duration (years) 5
Weighted average fair value atgrant date $0.071

Radisson Mining Resources Inc.

10

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

7. Capital stock (continued)

Warrants:

A summary of the situation as at September 30, 2020 is presented below:


Number
Weighted average
exercise price
Outstanding as at December 31, 2019
15,075,998
Exercised
(1,800,016)
Expired
(2,663,095)
$0.200
$0.201
$0.170
Outstanding as at September 30, 2020
10,612,887
$0.214
Warrants exercisable as at September 30,2020
10,612,887
$0.214

The following table summarizes the information relating to the warrants as at September 30, 2020:

Outstanding Exercise price Expiration date
$
10,105,945 0.210 August 2021
154,558 0.255 June 2021
352,384 0.297 June 2021
10,612,887

The following table presents the weighted average fair value at grant date and the weighted average assumptions used to determine the share-based compensation expense using the Black & Scholes option pricing model:

Nine-month period ended
September 30, 2020
Warrants value $469,009
Expected volatility 66%
Risk-free interest rate 1.37%
Expected dividend rate 0%
Estimated duration (year) 2.0
Weighted average fair value atgrant date $0.039

8. Information on Related Parties

Related Party transactions

During the nine-month period ended September 30, 2020, the Corporation incurred the following transactions with key management and officers of the Corporation, companies owned by directors and with a related party of the president and chief executive officer.

Office rental
Office expenses
Experts and subcontractors included in exploration expenses
Nine-month periods ended
September 30, 2020
September 30, 2019
$ $
24,030
23,610
5,191
3,446
14,425
27,858
43,646
54,914

Radisson Mining Resources Inc.

11

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

8. Information on Related Parties (continued)

Related Party transactions (continued)

The remuneration paid or payable to key management (president, vice-president and chief of financial operations, financial manager and directors) was as follows:

Nine-month periods ended Nine-month periods ended
September 30, 2020 September 30, 2019
$ $
Salaries and employee benefits 122,785 78,638
Experts and subcontractors included in exploration expenses - 1,695
Experts and subcontractors 247,550 92,870
Meeting attendance fee 14,500 -
Stock-based compensation 325,350 141,550
710,185 314,753

The above transactions are measured at the consideration established and agreed by the related parties.

9. Basic and diluted net loss per share

Nine-month periods ended
September 30, 2020
September 30, 2019
Gain (Net loss) for the period 356,038
(422,322)
Weighted average number of shares 193,376,831
140,701,387
Gain (Net loss) per share 0.002
(0.001)

10. Complementary information related to cash flows

Nine-month periods ended
September 30, 2020 September 30, 2019
$ $
Net change in non-cash working capital items :
Debtors
Government taxes receivable & mining income taxes 224,753 25,248
Prepaid expenses (30,176) (13,750)
Accounts payable and accrued liabilities 455,049 (246,069)
649,626 (229,312)
Non-cash investing activities :
Deferred evaluation and exploration expenditures included in account
payables and accrued liabilities
764,646 147,197

Radisson Mining Resources Inc.

12

RADISSON MINING RESOURCES INC. Notes to the interim condensed financial statements September 30, 2020

11. Subsequent Events

On October 3, 2020, the Corporation acquired, by way of a private placement, 24,000,000 shares of Renforth resources Inc for $1,800,000.

On October 19, 2020, the Corporation announced that it had entered into an agreement with Eight Capital as co-lead agent and sole bookrunner, on behalf of a syndicate of agents co-led by Eight Capital, Infor Financial Inc. and BMO Capital Markets as co-lead Agents (together the “Agents”) pursuant to which the Corporation has launched a proposed private placement (the “Offering”) for aggregate gross proceeds for $6,000,000 in any combination of: (i) units of the Corporation (the Hard Units ) at a price of $0.34 per Hard Unit, and the remaining balance from the sale of Class A shares of the Corporation that qualify as “flow-through Class A shares”: (ii) Quebec flow-through Class A shares of the Corporation (the “Quebec FT Shares”), at a price of $0.50 per Quebec FT Share, and (ii) Charity flow-through units (the Charity FT Units ) at a price of $0.60 per Charity FT Unit(together with the Quebec FT Shares, the FT Shares ). On the same day, the private placement was upsized to $11,000,000.

On November 12, 2020, the Corporation closed the Offering, including the exercise in full of the agents’ over-allotment option, for aggregate gross proceeds of $13,172,034. The Offering consisted of the issuance of (i) 17,647,100 units of the Corporation (the Hard Units ) at a price of $0.34 per Hard Unit, (ii) 1,880,000 Quebec flow-through Class A shares of the Corporation (the “Quebec FT Shares”), at a price of $0.50 per Quebec FT Share, and (iii) 10,386,700 charity flow-through units (the Charity FT Units ) at a price of $0.60 per Charity FT Unit.

Radisson Mining Resources Inc.

13