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Sable Resources Interim / Quarterly Report 2023

May 30, 2023

44331_rns_2023-05-29_62e70a5a-03c5-4eec-881b-df54096e222b.pdf

Interim / Quarterly Report

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Condensed Interim Consolidated Financial Statements As at and for the three months ended March 31, 2023 and 2022

NOTICE OF NO AUDITOR REVIEW OF 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 interim consolidated 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 standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by the entity's auditor.

Condensed Interim Consolidated Statements of Financial Position

(Expressed in Canadian Dollars)

March 31, December 31
Note 2022 2022
Assets
Current Assets
Cash and cash equivalents 5 $14,793,924 $17,152,362
Receivables 7,15 17,990 21,981
Prepaid expenses and deposits 198,201 125,803
15,010,115 17,300,146
Equipment and right of use asset 8 371,664 391,597
Mineral property interests 9 5,325,180 5,107,566
$20,706,959 $22,799,309
Liabilities
Current Liabilities
Payables and accruals 10,15 $1,811,716 $1,004,072
Current portion of lease liability 11 30,476 30,238
1,842,192 1,034,310
Lease liability 11 50,324 58,038
Deferred exploration recovery 18 10,934,508 8,100,924
12,827,024 9,193,272
Shareholders' equity
Issued capital 12 55,125,701 55,113,701
Accumulated other comprehensive loss (3,459,379) (2,931,184)
Contributed surplus 12 4,939,530 4,939,530
Deficit (48,725,917) (43,516,010)
7,879,935 13,606,037
$20,706,959 $22,799,309

Nature of operations (Note 1)

APPROVED ON BEHALF OF THE BOARD:

Signed: "Thomas Obradovich" Signed: "Andres Tinajero" Thomas Obradovich Director

Andres Tinajero Director

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

Condensed Interim Consolidated Statements of Net Loss and Comprehensive Loss

(Expressed in Canadian Dollars)

Three month period ended March 31, Note 2023 2022
Property related expenses
Exploration expenditures 15 $5,946,553 $6,603,526
General and administrative expenses 15 455,260 485,951
Property evaluation and investigation 14,360 -
Share-based expense 12 - 2,925
6,416,173 7,092,402
Other expenses (income)
Write-down of mineral property acquisition costs 9 169,075 -
Provision for value-added tax receivable 7 437,765 730,914
Interest income (318,514) (192,258)
Foreign exchange 121,743 68,793
Gain on use of marketable securities 16 (1,616,335) (3,902,249)
Net loss $5,209,907 $3,797,602
Items that may be reclassified subsequently
to profit and loss:
Change in fair value of investments 6 - 80,034
Foreign currency translation adjustment 528,195 220,455
Other comprehensive loss 528,195 300,489
Net comprehensive loss $5,738,102 $4,098,091
Loss per share
Basic and diluted $(0.02) $(0.02)
Weighted average number of common shares outstanding 283,826,177 267,620,536

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

Condensed Interim Consolidated Statements of Changes in Shareholders' Equity

(Expressed in Canadian Dollars)

Note Number ofshares Issued Capital AccumulatedOtherComprehensiveLoss ContributedSurplus AccumulatedDeficit Total
Balance, December 31, 2021 277,098,232 $53,067,068 $(949,959) $4,849,305 $(31,605,922) $25,360,492
Net Loss - - - - (3,797,602) (3,797,602)
Other comprehensive loss - - (300,489) - - (300,489)
Share-based expense 12,15 - - - 2,925 - 2,925
Balance, March 31, 2022 277,098,232 $53,067,068 $(1,250,448) $4,852,230 $(35,403,524) $21,265,326
Net Loss - - - - (8,112,486) (8,112,486)
Other comprehensive loss - - (1,680,736) - - (1,680,736)
Shares issued in acquisition of claims 9,12 400,000 88,000 - - - 88,000
Exercise of options 12 1,900,000 507,300 - (222,300) - 285,000
Exercise of warrants 12 6,966,666 1,451,333 - - - 1,451,333
Share-based expense 12,15 - - - 309,600 - 309,600
Balance, December 31, 2022 286,364,898 $55,113,701 $(2,931,184) $4,939,530 $(43,516,010) $13,606,037
Net loss - - - - (5,209,907) (5,209,907)
Other comprehensive loss - - (528,195) - - (528,195)
Shares issued in acquisition of claims 9,12 200,000 12,000 - - - 12,000
Balance, March 31, 2023 286,564,898 $55,125,701 $(3,459,379) $4,939,530 $(48,725,917) $7,879,935

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

Condensed Interim Consolidated Statements of Cash Flows

(Expressed in Canadian Dollars)

For the three month period ended March 31, Note 2023 2022
Operating Activities
Net loss $(5,209,907) $(3,797,602)
Items not involving cash:
Amortization 8 25,513 21,548
Share-based expense 12,15 - 2,925
Provision for value-added tax receivable 7 437,765 730,914
(4,746,629) (3,042,215)
Changes in non-cash working capital
Receivables (433,774) (727,652)
Prepaid expenses and deposits (72,398) (55,956)
Payables and accruals 807,644 1,202,639
Total cash flows used in operating activities (4,445,157) (2,623,184)
Financing Activities
Principle payments on lease liability 11 (7,476) (7,242)
Total cash flows used in financing activities (7,476) (7,242)
Investing Activities
Acquisition of mineral claims 9 (378,924) (387,376)
Proceeds from deferred exploration recovery 18 2,833,584 2,781,504
Proceeds from sale of marketable securities 6 - 974,675
Total cash flows from investing activities 2,454,660 3,368,803
Effect of foreign exchange on cash (360,465) (151,349)
(Decrease) increase in cash and cash equivalents (2,358,438) 587,028
Cash and cash equivalents, beginning of period 17,152,362 22,751,313
Cash and cash equivalents, end of period $14,793,924 $23,338,341

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

SABLE RESOURCES LTD. Condensed Interim Notes to the Consolidated Financial Statements For the three month period ended March 31, 2023 and 2022

(Expressed in Canadian Dollars)

1. NATURE OF OPERATIONS

Sable Resources Ltd. ("Sable" or the "Company") is incorporated under the Business Corporation Act (British Columbia). The Company is engaged in the acquisition, exploration and development of mineral resource properties in Argentina and Mexico. The address of the Company's corporate office and principal place of business is Suite 900, 999 West Hastings Street, Vancouver, British Columbia, V6C 2W2. The Company's shares are listed on the TSX Venture Exchange ("TSXV") and on the OTC Venture Market ("OTCQB") under the symbols SAE and SBLRF, respectively.

The Company has not yet determined whether any of its properties contain mineral deposits that are economically recoverable. The recoverability of any amounts shown as mineral property interests is dependent upon the existence of economically recoverable mineral reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of its properties, and future profitable production or proceeds from the disposition of its properties. There is no assurance that the Company'sfunding initiatives will continue to be successful. The underlying value of the mineral properties is dependent upon the existence and economic recovery of mineral reserves and is subject to, but not limited to, the risks and challenges identified above. Changes in future conditions could require material write-downs of the carrying value of mineral property interests.

These condensed interim consolidated financial statements were approved and authorized for issue by the Company's Board of Directors on May 29, 2023.

2. BASIS OF PRESENTATION

a) Statement of Compliance

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"). These condensed interim consolidated financial statements represent the Company's presentation of its results and financial position under IFRS. These accounting policies are based on the IFRS standards and International Financial Reporting Interpretations Committee ("IFRIC") interpretations that the Company expects to be applicable at that time. The policies set out below were consistently applied to all presented unless otherwise noted.

b) Basis of Measurement

These condensed interim consolidated financial statements were prepared on an accrual basis, are based on historical costs except for financial instruments measured at fair value and are presented in Canadian dollars, which is the functional currency of the Company's Canadian entity. The functional currency of the Company's foreign subsidiaries is US dollars.

(Expressed in Canadian Dollars)

2. BASIS OF PRESENTATION (continued)

c) Subsidiaries

Subsidiaries are all corporations over which the Company has control. Control is achieved when the Company has power over the investee, is exposed or has right to variable returns from its involvement with the investee and has the ability to use its power to affect its returns.

Subsidiaries are fully consolidated from the date on which control is acquired by the Company. They are deconsolidated from the date that control by the Company ceases.

These condensed interim consolidated financial statements for the three month period ended March 31, 2023 and 2022 include the financial position, financial performance and cash flows of the Company and its subsidiaries detailed below:

Functional
Name Location Ownership Status Currency
Sable Resources Ltd. Canada Parent Consolidated CAD
Exploraciones Sable, S.de R.L. de C.V. Mexico 100% Consolidated USD
Exploraciones Tres Cordilleras, S.A. de C.V. Mexico 100% Consolidated USD
Exploraciones Catalinas, S.A. de C.V. Mexico 100% Consolidated USD
Exploraciones Vientos de Sur, S.A. de C.V. Mexico 100% Consolidated USD
Sable Argentina S.A. Argentina 100% Consolidated USD
Olivares S.A.(note 18) Argentina 100% Consolidated USD

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

These unaudited condensed interim consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements for the year ended December 31, 2022. The Company's significant accounting policies are presented under Note 3 in the audited consolidated financial statements as at

and for the year ended December 31, 2022 and have been consistently applied in the preparation of these unaudited condensed interim consolidated financial statements.

4. CRITICAL ACCOUNTING ESTIMATES, JUDGMENTS AND UNCERTAINTIES

The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on the historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

In preparing these unaudited condensed interim consolidated financial statements, the significant judgements and estimates made by management in applying the Company's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the audited consolidated financial statements as at and for the year ended December 31, 2022.

SABLE RESOURCES LTD. Condensed Interim Notes to the Consolidated Financial Statements For the three month period ended March 31, 2023 and 2022

(Expressed in Canadian Dollars)

5. CASH AND CASH EQUIVALENTS

Cash and cash equivalents consist of cash on deposit with major Canadian, Argentinian and Mexican banks in general interest-bearing accounts totaling $14,793,924 (December 31, 2022 - $17,152,362).

Cash and cash equivalents include:

  • $40,000 (December 31, 2022 $40,000) one-year cashable guaranteed investment certificate (GIC) held with the Royal Bank of Canada with an interest rate of 0.5% and maturing on July 1, 2023.
  • $5,000,000 (December 31, 2022 $5,000,000) 180-day cashable GIC held with the Royal Bank of Canada with an interest rate of 5.05% and maturing on May 2, 2023.

6. INVESTMENTS

The Company's investments consisted of common shares held in a Canadian publicly traded company.

During the three month period ended March 31, 2022, the Company sold a total of 1,406,278 common shares of Magna Gold Corp. ("Magna") for net proceeds of $974,675 which resulted in a net loss on sale of $80,034.

7. RECEIVABLES

March31, December 31,
2023 2022
Goods and services tax $17,990 $21,981
Value added tax 4,037,467 3,599,703
Less: Provision for value added tax (4,037,467) (3,599,703)
$17,990 $21,981

The VAT receivables includes $3,908,461 (December 31, 2022 - $3,484,878) due from the Argentinian tax authorities, and $129,006 (December 31, 2022 - $114,825) due from the Mexican tax authorities.

During the year ended December 31, 2022, the Company received approval from the local regulators in Argentina confirming that the Company is entitled to apply for a refund of VAT paid subsequent to the approval date being $1,384,881 (December 31, 2022 - $555,865). However, the Company has deemed the collection of these funds to be uncertain. As such, as of March 31, 2023, the Company wrote down this amount, which is included with the write down of amounts incurred prior to receipt of this approval ($2,523,580) due to uncertainty of collection. As at March 31, 2023, the Company has recorded a provision for the entire VAT receivable incurred in Mexico given the Company's history of collection and the uncertainty that the properties in Mexico will enter into production in the future.

For the three month period ended March 31, 2023, a provision for VAT of $437,765 (March 31, 2022 - $730,914) has been recognized in the consolidated statement of net loss and comprehensive loss.

8. EQUIPMENT AND RIGHT OF USE ASSET

Right-of-Use
Equipment Asset Total
Cost
Balance at March31, 2022 $276,091 $187,599 $463,690
Additions 139,132 - 139,132
Disposals (84,314) - (84,314)
Currency translation adjustment 39,411 - 39,411
Balance at December 31, 2022 370,320 187,599 557,919
Currency translation adjustment 7,213 - 7,213
Balance at March31, 2023 $377,533 $187,599 $565,132
Accumulated amortization
Balance at March31, 2022 $31,636 $84,179 $115,815
Amortization 37,356 21,646 59,002
Disposals (12,647) - (12,647)
Currency translation adjustment 4,152 - 4,152
Balance at December 31, 2022 60,497 105,825 166,322
Amortization 18,298 7,215 25,513
Currency translation adjustment 1,633 - 1,633
Balance at March31, 2023 $80,428 $113,040 $193,468
Net book value at:
December 31, 2022 $391,597
March31, 2023 $371,664

(Expressed in Canadian Dollars)

9. MINERAL PROPERTY INTERESTS

Bluejoint, Don Julio, El Fierro, La Poncha,
Mexico Argentina Argentina Argentina Total
Balance at December 31, 2021 $3,421,629 $488,085 $ 231,953 $ 26,608 $ 4,168,275
Cost of acquisition - 250,528 345,372 54,176 650,076
Currency translation adjustment 233,722 39,734 13,942 1,817 289,215
Balance at December 31, 2022 3,655,351 778,347 591,267 82,601 5,107,566
Cost of acquisition - 282,660 - 108,264 390,924
Write downof acquisition costs - - (165,908) - (165,908)
Currency translation adjustment (2,969) (631) (3,735) (67) (7,402)
Balance at March31, 2023 $3,652,382 $1,060,376 $ 421,624 $ 190,798 $ 5,325,180

Argentina

On December 6, 2017, the Company entered into an agreement to acquire up to a 100% interest in the Don Julio and Don Julio Regional Project (collectively, "Don Julio") located in San Juan Province, Argentina, subject to a 2% net smelter royalty, of which one half may be purchased by the Company for US$2,500,000 anytime after 12 months from which commercial production has been declared for any part of Don Julio. This was subsequently amended on June 1, 2020, whereby the remaining 1% net smelter royalty can be purchased by the Company for US$5,000,000.

On March 31, 2023, the Company issued 200,000 common shares and made payment of US$200,000 ($270,660 or US$200,000 equivalent was paid and 200,000 common shares valued at $12,000).

On March 31, 2023, the Company completed its purchase of a 50% interest in the Don Julio Project through the cumulative issuance of 1,200,000 common shares and payments of $810,888 or US$600,000 since entering into the agreement in 2017.

To earn an additional 10% for 60% ownership in Don Julio; issue 500,000 common shares and make a payment of US$600,000 prior to the sixth anniversary of the permit date;

To earn an additional 10% for 70% ownership in Don Julio; issue 800,000 common shares, make payment of US$900,000, and complete an additional US$1,500,000 of exploration work prior to the seventh anniversary of the permit date; and

To earn an additional 30% for 100% ownership in Don Julio; issue 1,000,000 common shares, make payment of US$1,900,000, and complete an additional US$1,500,000 of exploration work prior to the eighth anniversary of the permit date.

a) Don Julio and Don Julio Regional Project

9. MINERAL PROPERTY INTERESTS (continued)

b) El Fierro Project

On February 25, 2020, the Company entered into option agreements to acquire 100% interest in the El Fierro Project ("El Fierro") located in San Juan Province, Argentina. To earn 100% interest in El Fierro, the Company must:

  • Make payment of US$30,000 on the signing of the agreement ($40,365 or US$30,000 equivalent paid during the year ended December 31, 2020);
  • Make payment of US$70,000 prior to March 1, 2021 ($88,291 or US$70,000 equivalent paid during the year ended December 31, 2021);
  • Make payment of US$150,000 prior to March 1, 2022 ($205,605 or US$150,000 equivalent paid during the year ended December 31, 2022);
  • Make payment of US$100,000 prior to March 1, 2023 (delayed at the request of the land owner);
  • Make payment of US$150,000 prior to March 1, 2024;
  • Make payment of US$150,000 prior to March 1, 2025; and
  • Make payment of US$560,000 prior to March 1, 2026.

During the three month period ended March 31, 2023, the Company terminated one of the option agreements at the El Fierro project. The Company wrote off $165,908 of acquisition costs relating to this option agreement.

On September 17, 2020, the Company entered into option agreements to acquire 100% interest in the Laspina Project ("Laspina") located next to El Fierro in San Juan Province, Argentina, and is considered part of the El Fierro project. To earn 100% interest in Laspina, the Company must:

  • Make payment of US$8,000 on the signing of the agreement ($10,818 or US$8,000 equivalent paid during year ended December 31, 2020);
  • Make payment of US$13,000 prior to September 17, 2021 ($15,189 or US$13,000 equivalent paid during the year ended December 31, 2021);
  • Make payment of US$25,000 prior to September 17, 2022 ($34,268 or US$25,000 equivalent paid during the year ended December 31, 2022); and
  • Make payment of US$35,000 prior to September 17, 2023.

On October 1, 2020, the Company entered into option agreements to acquire 100% interest in the El Fierrazo project ("El Fierrazo") located next to El Fierro in San Juan Province, Argentina, and is considered part of the El Fierro Project. To earn 51% interest in El Fierrazo, the Company must:

  • Make payment of US$20,000 on the signing of the agreement ($26,266 or US$20,000 equivalent paid during year ended December 31, 2020);
  • Make payment of US$40,000 prior to October 1, 2021 ($51,025 or US$40,000 equivalent paid during the year ended December 31, 2021);
  • Make payment of US$80,000 prior to October 1, 2022 ($109,656 or US$80,000 equivalent paid during the year ended December 31, 2022);
  • Make payment of US$100,000 prior to October 1, 2023; and
  • Make payment of US$400,000 prior to October 1, 2024.

(Expressed in Canadian Dollars)

9. MINERAL PROPERTY INTERESTS (continued)

To earn additional interest in El Fierrazo up to 100%, the Company must make payment of US$900,000 before October 1, 2026. There is a 1.5% net smelter royalty on El Fierrazo, which may be purchased by the Company for US$1,500,000.

c) La Poncha Project

On July 17, 2020, the Company entered into a Letter of Intent ("LOI") to acquire a 100% interest in the La Poncha project ("La Poncha") located in San Juan Province, Argentina. On March 15, 2021, the Company exercised its right under the letter of intent to enter into an option agreement for La Poncha. To earn 100% interest in La Poncha, the Company must:

  • Make payment of US$20,000 on the signing of the option agreement ($26,608 or US$20,000 equivalent paid during the year ended December 31, 2021);
  • Make payment of US$40,000 and complete US$100,000 in exploration work prior to March 15, 2022 ($54,828 or US$40,000 equivalent paid during the year ended December 31, 2022);
  • Make payment of US$80,000 and complete an additional US$200,000 in exploration work prior to March 15, 2023 ($108,264 or US$80,000 equivalent paid during the three month period ended March 31, 2023);
  • Make payment of US$150,000 and complete an additional US$500,000 in exploration work prior to March 15, 2024; and
  • Make payment of US$1,210,000 and complete an additional US$800,000 in exploration work prior to March 15, 2025.

There is a 1% net smelter royalty on La Poncha, which may be purchased by the Company for US$1,000,000.

Mexico

a) BlueJoint Mineral Applications and Titles

On January 29, 2018, the Company acquired five mineral applications and one mineral title in Mexico in connection with the acquisition of BlueJoint. These applications and titles contain exploration targets consistent to the Company's exploration methodology. The mineral applications and titles are subject to a 1% net smelter royalty, which may be purchased by the Company for US$3,000,000.

The Company has identified two projects within this land package: Vinata and El Escarpe.

(Expressed in Canadian Dollars)

10. PAYABLES AND ACCRUALS

March31, December 31,
2023 2022
Trade payables $1,004,978 $353,445
Accruals and other 806,738 650,627
$1,811,716 $1,004,072

11. LEASE LIABILITY

The Company's lease liability relates to its lease for the office premises. The lease comprises only fixed payments over the lease term.

March31, December 31,
2023 2022
Opening balance $88,276 $117,551
Repayments (7,476) (29,275)
Ending balance 80,800 88,276
Less current portion (30,476) (30,238)
Non-current obligation $50,324 $58,038
1 year $32,651 $32,651
2-3 years 51,698 59,861
4-5 years - -
Future interest expense on lease obligations (3,549) (4,236)
$80,800 $88,276

During the three month period ended March 31, 2023, the Company recognized $686 (March 31, 2022 - $921) in interest expense on its lease liability. During the three month period ended March 31, 2023, the Company expensed $1,028,672 (March 31, 2022 - $1,199,204) related to leases that did not meet the definition of a contractual lease and $1,947 (March 31, 2022 - $1,633) for leases of low-value assets. The incremental borrowing rate applied to the lease liability was 3.24%.

12. ISSUED CAPITAL AND CONTRIBUTED SURPLUS

a) Issued Capital

The Company is authorized to issue an unlimited number of common shares.

During the three month period ended March 31, 2023:

• On March 31, 2023, the Company issued 200,000 common shares at a price of $0.06 per common share, the fair value of the common shares on grant date, for a gross value of $12,000 in connection with the Don Julio Project (Note 9).

During the year ended December 31, 2022:

  • On April 1, 2022, the Company issued 400,000 common shares at a price of $0.22 per common share, the fair value of the common shares on grant date, for a gross value of $88,000 in connection with the Don Julio Project (Note 9).
  • b) Stock Options

The Board of Directors of the Company adopted a stock option plan (the "Plan") whereby the aggregate number of common shares reserved for issuance under the Plan, including common shares reserved for issuance under any other share compensation arrangement granted or made available by the Company from time to time, may not exceed 10% of the Company's issued and outstanding common shares. The Plan is administered by the Board of Directors and grants made pursuant to the Plan must at all times comply with regulatory policies. The option exercise price is decided by the Board of Directors but may not be less than the discounted market price of the Company's shares in accordance with regulatory requirements.

Weighted
Number of stock average
options exercise price
Balance at December 31, 2021 19,250,000 $0.20
Options issued 5,235,000 0.10
Options exercised (1,900,000) (0.15)
Options cancelled (100,000) (0.25)
Options expired (700,000) (0.17)
Balance at December 31, 2022 21,785,000 $0.18
Options expired (2,375,000) (0.25)
Balance at March31, 2023 19,410,000 $0.17

12. ISSUED CAPITAL AND CONTRIBUTED SURPLUS (continued)

b) Stock Options (continued)

During the year ended December 31, 2022:

• On February 24, 2022, the Company granted an aggregate of 75,000 options to purchase common shares of the Company exercisable at a price of $0.17 per common share for a period of one year to certain consultants.

The fair value of the 75,000 options was estimated at $2,925 using the Black Sholes pricing model with the following assumptions: dividend yield 0%, risk free interest 1.25%; volatility 64% and an expected life of one year.

• On November 28, 2022, the Company granted an aggregate of 5,160,000 options to purchase common shares of the Company exercisable at a price of $0.10 per common share for a period of five years to certain directors, officers, and consultants.

The fair value of the 5,160,000 options was estimated at $309,600 using the Black Sholes pricing model with the following assumptions: dividend yield 0%, risk free interest 4.33%; volatility 74% and an expected life of five years.

Weighted
average
Number of Number of Weighted number of
options stock options average years to
Expiry date outstanding vested exercise price expiry
October 26, 2023 800,000 800,000 0.30 0.57
February 26, 2024 450,000 450,000 0.25 0.91
June 26, 2024 2,150,000 2,150,000 0.15 1.24
March 11, 2025 1,300,000 1,300,000 0.10 1.95
May 13, 2025 1,350,000 1,350,000 0.10 2.12
October 1, 2025 4,050,000 4,050,000 0.20 2.51
October 7, 2026 4,150,000 4,150,000 0.25 3.52
November 28, 2027 5,160,000 5,160,000 0.10 4.67
Balance at March31, 2023 19,410,000 19,410,000 $0.17 2.98

As at March 31, 2023, the following stock options were outstanding and exercisable:

As at March 31, 2023, there were no RSUs issued or outstanding.

12. ISSUED CAPITAL AND CONTRIBUTED SURPLUS (continued)

c) Share purchase warrants

Share purchase warrants enable the holders to acquire common shares of the Company upon exercise. Continuity of share purchase warrants issued and outstanding:

Weighted
Numberof average
warrants exercise price
Balance at December 31, 2021 42,283,820 $0.20
Share warrants exercised (6,966,666) (0.21)
Share warrants expired (3,892,662) (0.21)
Balance at December 31, 2022 31,424,492 $0.20
Balance at March31, 2023 31,424,492 $0.20

As at March 31, 2023, the following share purchase warrants outstanding and exercisable:

Weighted
average
Number of Weighted number of
warrants average exercise years to
Expiry date outstanding price expiry
June 15, 2023 1,249,998 0.30 0.21
September 10, 2023 30,174,494 0.20 0.45
Balance at March31, 2023 31,424,492 $0.20 0.44

13. FINANCIAL INSTRUMENTS

Financial assets and liabilities as at March 31, 2023 and December 31, 2022 are as follows:

Assets at fairvalue throughothercomprehensive Amortized Other financial
income cost liabilities Total
As at March31, 2023Cash and cash equivalentsPayables and accrualsLease liabilityDeferred exploration recovery $---10,934,508 $14,793,924--- $-1,811,71680,800- $14,793,9241,811,71680,80010,934,508
As at December 31, 2022Cash and cash equivalentsPayables and accrualsLease liabilityDeferred exploration recovery $---8,100,924 $17,152,362--- $-1,004,07288,276- $17,152,3621,004,07288,2768,100,924

The Company classifies its financial instruments carried at fair value according to a three level hierarchy that reflects the significance of the inputs used in making the fair value measurements. The three levels of fair value hierarchy are as follows:

  • Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities;
  • Level 2 Inputs other than quoted prices that are observable for assets and liabilities, either directly or indirectly; and
  • Level 3 Inputs for assets or liabilities that are not based on observable market data.

The carrying value of cash and cash equivalents, payables and accruals, and lease liabilities approximate fair value because of the limited terms of these instruments.

14. SEGMENTED INFORMATION

The Company considers itself to operate in a single operating segment, being resource exploration and development. It holds mineral interests in Argentina and Mexico.

Period ended March 31, 2023 Canada Mexico Argentina Total
Exploration expenditures $- $73,368 $5,873,185 $5,946,553
General and administrative expenses 328,391 4,730 122,139 455,260
Property evaluation and investigation - - 14,360 14,360
As at March 31, 2023
Total assets $13,943,851 $3,652,657 $3,110,451 $20,706,959
Total liabilities 372,677 310 12,454,037 12,827,024
Period ended March 31, 2022 Canada Mexico Argentina Total
Exploration expenditures $- $76,628 $6,526,898 $6,603,526
General and administrative expenses 364,201 3,402 118,348 485,951
As at December 31, 2022
Total assets $15,339,239 $3,694,430 $3,765,640 $22,799,309
Total liabilities 556,250 - 8,637,022 9,193,272

15. RELATED PARTY TRANSACTIONS

The following is a summary of the Company's related party transactions during the three month periods ended March 31, 2023 and 2022:

  • The Company incurred exploration costs in the amount of $nil (March 31, 2022 $10,628) paid to Talisker Exploration Services Ltd., a private company with shared directors and officers.
  • The Company incurred general and administrative expenses in the amount of $2,700 (March 31, 2022 $3,156) paid to JDS Energy & Mining Inc., a private company with a shared director.
  • The Company was remunerated for shared general and administrative costs of $nil (March 31, 2022 $7,541) by Talisker Resources Ltd., a public company with shared directors and officers.

Compensation of key management personnel of the Company

In accordance with IAS 24, key management personnel, including companies controlled by them, are those persons having authority and responsibility for planning, directing and controlling the activities of the Company directly or indirectly, including any directors (executive and non-executive) of the Company.

The remuneration of directors and key executives is determined by the compensation committee.

15. RELATED PARTY TRANSACTIONS (continued)

The remuneration of directors and other members of key management personnel during the three month periods ended March 31, 2023 and 2022 were as follows:

2023 2022
Salaries and director fees $$222,856 241,171

As at March 31, 2023, an amount of $4,375 (December 31, 2022 - $199,662) due to key management personnel, was included in payables and accruals. This amount is unsecured, non-interest bearing and without fixed terms of repayment.

16. USE OF MARKETABLE SECURITIES

From time to time, the Company may acquire and transfer marketable securities to facilitate intragroup funding transfers between the Canadian parent and its Argentine operating subsidiaries.

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 several days, some fluctuations are unavoidable.

As the marketable securities are acquired with the intention of a near term sale, they are considered financial instruments that are held for trading, all changes in the fair value of the instruments, between acquisition and disposition, are recognized through profit or loss. The Company conducts such transactions on an intra-period basis and does not hold the equity instruments at period end.

As a result of having utilized this mechanism for intragroup funding for the three month period ended March 31, 2023, the Company realized a net favourable foreign currency impact gain of $1,616,335 (March 31, 2022: $3,902,249). This gain includes a net favourable foreign currency impact gain of $1,201,256 (March 31, 2022: $2,398,402) realized from payments in kind received from South32 (note 18).

17. CAPITAL MANAGEMENT

The Company's capital management objectives are to raise the necessary equity financing to fund its exploration projects and mining activities and to manage the equity funds raised to best optimize its exploration programs in the interests of its shareholders and other stakeholders at an acceptable risk.

In the management of capital, the Company includes shareholders' equity and cash and cash equivalents in the definition of capital.

The Company manages its capital structure and adjusts it in the light of changes in economic conditions and the risk characteristics of its underlying assets. To maintain or adjust the capital structure, the Company may raise additional equity funds and acquire new exploration properties as circumstances dictate.

18. DEFERRED EXPLORATION RECOVERY

On January 28, 2021, the Company and its wholly-owned subsidiary Olivares signed an earn-in agreement with South32 (the "EIA"), to jointly explore the Don Julio Project.

Earn-in Agreement

The EIA grants South32 the right to acquire 65% of the shares of Olivares by providing US$8.5 million in exploration funding over a period of five years (the "EIA Period") and assuming responsibility for paying 100% of the cash option payments due to the underlying owners of the Project during the EIA Period. At South32's election, the EIA Period can be extended by one year to a total period of six years in consideration for South32 providing an additional US$1.5 million in exploration funding. The Company will operate all exploration programs during the EIA Period and will receive a 7.5% operator fee on all qualifying exploration expenditures. Pursuant to the terms of the EIA, to maintain the option to acquire a 100% interest in the Project in good standing, the Company retains the obligation to issue shares to the underlying owners. In the event that South32 terminates the EIA, and Olivares subsequently recovers or obtains any VAT, Sable must pay to South32 an amount equal to the amount of such recovered VAT.

On February 24, 2023, the Company signed an addendum to the EIA whereby 35% of any excess contributions above US$8.5 million over five years or US$10 million over six years made by South32 during the EIA period can be used as a credit by South32 for their portion of the first approved program and budget of the Joint Venture Period. The credit has a maximum value of US$1.75 million.

During the three month period ended March 31, 2023, Olivares received payments of $2,833,584 or US$2,098,694 equivalent (March 31, 2022: $2,781,504 or US$2,135,755 equivalent). Included in these payments were $1,572,486 or US$1,161,964 that were received in kind through the use of marketable securities (note 16). These marketable securities were converted into cash upon receipt.

As at March 31, 2023, South32 invested a total of $10,934,508 or US$8,079,885 equivalent (December 31, 2022: $8,100,924 or US$5,981,190 equivalent). These payments have been deferred as a liability and represent a portion of the funding that will form the consideration for South32's investment in Olivares, should South32 exercise its right to acquire a 65% direct interest in Olivares as discussed above.

Shareholders' Agreement

On satisfying the exploration funding and cash option payment requirements under the EIA, South32 may elect to subscribe for 65% of the shares of Olivares. The Company, Olivares and South32 would then enter into a Shareholders' Agreement, on terms agreed and appended to the EIA.

During the period governed by the Shareholders' Agreement (the "Joint Venture Period"), Sable and South32 will contribute their proportionate share of further exploration and development expenditures or dilute on a straight-line basis. Other key terms of the Shareholders' Agreement include:

• If South32 elects not to contribute to the first approved program and budget of the Joint Venture Period (which budget must be a minimum of US$4,000,000), then its interest in Olivares will be immediately reduced to 49%, with Sable's interest immediately increasing to 51%;

18. DEFERRED EXPLORATION RECOVERY (continued)

  • At any time, South32 may elect to sole fund a Preliminary Economic Assessment ("PEA") in exchange for an additional 10% interest in Olivares, such PEA to be delivered within five years of South32's election;
  • The Shareholder with the larger interest in Olivares will have the right to act as operator either directly or through an affiliate;
  • For as long as South32 continues to hold the larger interest in Olivares, South32 will have the right to appoint an affiliate to act as the worldwide marketing and distribution agent for product produced;
  • In the event that Sable or South32 dilute below a 10% interest in Olivares, then the non-diluted party is entitled to buy out the diluted party's participating interest; and
  • At any time, should the surrender or abandonment of part of the Project be authorized by Olivares, each shareholder will have the right to elect to take an assignment of the surrendered or abandoned portion, subject to any prior rights of third parties.