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Sama Resources Inc. — Interim / Quarterly Report 2021
Aug 26, 2021
45946_rns_2021-08-26_c91975da-9913-484f-b880-e3ec77dcc5e0.pdf
Interim / Quarterly Report
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Sama Resources Inc.
Interim Condensed Consolidated Financial Statements For the three-month and six-month periods ended June 30, 2021 and 2020 (in Canadian dollars)
Sama Resources Inc.
__________
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
| __________ | __________ |
|---|---|
| NOTICE TO READER | 3 |
| INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | |
| Consolidated statements of financial position | 4 |
| Consolidated statements of loss of comprehensive loss | 5 |
| Consolidated statements of changes in shareholder’s equity | 6 |
| Consolidated statements of cash flows | 7 |
| Notes to consolidated financial statements | 8 – 20 |
Notice to Reader
The accompanying unaudited interim condensed consolidated financial statements of Sama Resources Inc. (the "Company") for the three-month and six-month periods ended on June 30, 2021 and 2020 have been prepared by the management and are its responsibility. These unaudited interim condensed consolidated financial statements, together with the accompanying notes, have been reviewed and approved by the members of the Company's Board of Directors. These unaudited interim condensed consolidated financial statements have not been reviewed by the Company's auditors.
3
Sama Resources Inc.
Interim Condensed Consolidated Statements of Financial Position As at June 30, 2021 and December 31, 2020
(Unaudited - in Canadian dollars)
| Notes | June 30, 2021 $ December 31, 2020 $ |
|---|---|
| Assets Current assets Cash and cash equivalents Trade and other amounts receivable Sales taxes receivable Due from related companies Prepaid expenses and deposits Bridge loan Non-current assets Deposit on exploration and evaluation assets Property, plant and equipment 4 Warrants Investment in associate 5 Exploration and evaluation assets 6 Total assets Liabilities Current liabilities Accounts payable and accrued liabilities Non-current liabilities Loan payable Payment received as part of the earn-in and joint venture agreement 10 Deferred tax liability Shareholders’ equity Share capital 7 Contributed surplus 8 Deficit Total equity Total liabilities and equity |
3,224,473 2,117,842 14,419 5,209 34,355 14,492 - 4,055 89,219 74,444 793,396 758,685 |
| 4,155,862 2,974,727 |
|
| 52,125 75,202 1,037,360 1,206,526 35,026 47,278 8,320,006 8,589,468 33,588,822 32,516,537 |
|
| 43,033,339 42,435,011 |
|
| 47,189,201 45,409,738 |
|
| 704,653 860,561 |
|
| 49,205 33,339 2,173,195 - 3,163,652 3,163,652 |
|
| 6,090,705 4,057,552 |
|
| 49,475,981 49,179,596 6,032,975 5,944,000 (14,410,460) (13,771,410) |
|
| 41 098,496 41,352,186 |
|
| 47,189,201 45,409,738 |
|
| Nature of operations and going concern 1 On behalf of the Board of Directors, |
Signed: “Benoit La Salle” Director Signed: “Marc-Antoine Audet” Director
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
4
Sama Resources Inc.
Interim Condensed Consolidated Statements of Loss and Comprehensive Loss For the three-month and six-month periods ended June 30, 2021 and 2020 (Unaudited - in Canadian dollars)
| Notes | Three-monthperiods ended June 30, 2021 $ June 30, 2020 $ |
Six-monthperiods ended |
|---|---|---|
| June 30, 2021 $ June 30, 2020 $ |
||
| Operating expenses Consulting fees Professional fees Travel and representation General and other expenses Salaries and benefits Transfer agent and filing fees Shareholder’s information fees Depreciation 4 Stock-based compensation 8 Operating loss Other income (expenses) Impairment Share of loss of associate 5 Loss on dilution of associate 5 Loss on derivative financial instrument Gain on fair value of a convertible debenture Gain (loss) on fair value of warrants Interest income Accretion of interest on loan payable Government grant Foreign exchange gain Management fees Net loss and comprehensive loss Basic and diluted net loss per common share Weighted average number of common shares outstanding |
56,325 85,304 87,091 93,038 5,686 (1,080) 24,683 52,950 41,779 41,750 4,222 8,625 3,036 6,216 5,698 6,038 53,191 85,887 |
95,725 191,504 156,200 162,695 19,862 48,934 71,433 110,108 67,789 79,591 11,354 14,334 3,036 10,606 12,071 12,104 101,073 202,007 |
| (281,711) (378,728) - - (83,659) (116,160) (5,136) - - - - 169,227 (27,181) 34,511 18,089 20,163 (1,703) - - - (20,265) (17,072) 155,564 - |
(538,543) (831,883) - (9,115,865) (250,217) (277,088) (19,245) (656,774) - (160,000) - 254,992 (12,252) 81,068 36,178 84,070 (3,283) - 7,417 - (14,669) (6,438) 155,564 - |
|
| 35,709 90,669 |
(100,507) (9,796,035) |
|
| (246,002) (288,059) |
(639,050) (10,627,918) |
|
| (0.001) (0.001) |
(0.003) (0.049) |
|
| 216,554,891 216,466,410 |
216,520,563 216,466,410 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
5
Sama Resources Inc.
Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity
For the six-month periods ended June 30, 2021 and 2020
(Unaudited - in Canadian dollars)
| Notes | Share capital numbers Share capital $ Contributed surplus $ Deficit $ Total $ |
|---|---|
| Balance – January 1st, 2020 Exercise of stock options 7, 8 Stock-based compensation 8 Net loss and comprehensive loss Balance – June 30, 2020 Balance – January 1st, 2021 Exercise of stock options 7, 8 Exercise of warrants 7 Stock-based compensation 8 Net loss and comprehensive loss Balance – June 30, 2021 |
216,341,410 49,159,413 5,553,417 (2,285,933) 52,426,897 125,000 20,183 (9,558) - 10,625 - - 253,611 - 253,611 - - - (10,627,918) (10,627,918) |
| 216,466,410 49,179,596 5,797,470 (12,913,851) 42,063,215 |
|
| 216,466,410 49,179,596 5,944,000 (13,771,410) 41,352,186 400,000 88,784 (28,784) - 60,000 1,351,530 207,601 (4,871) - 202,730 - - 122,630 - 122,630 - - - (639,050) (639,050) |
|
| 218,217,940 49,475,981 6,032,975 (14,410,460) 41,098,496 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
6
Sama Resources Inc.
Interim Condensed Consolidated Statements of Cash Flows For the three-month and six-month periods ended June 30, 2021 and 2020
(Unaudited - in Canadian dollars)
| Notes | Three-monthperiods ended June 30, 2021 $ June 30, 2020 $ |
Six-monthperiods ended |
|---|---|---|
| June 30, 2021 $ June 30, 2020 $ |
||
| Cash flows from (used for) Operating activities Net loss for the period Items not affecting cash Depreciation 4 Stock-based compensation 8 Accretion of interest on loan payable Government grant Interest revenue on bridge loan and convertible debenture Loss on derivative financial instrument Gain on fair value of a convertible debenture Gain (loss) on fair value of warrants Share of loss of associate 5 Loss on dilution of associate 5 Impairment Change in non-cash working capital items Trade and other amounts receivable Sales taxes receivable Due from a related company Prepaid expenses and deposits Accounts payable and accrued liabilities Investing activities Acquisition of property, plant and equipment 4 Investment in associate 5 Exploration and evaluation expenditures 6 Financing activities Exercise of warrants 7 Exercise of stock options 7, 8 Loan payable Payment received as part of the earn-in and joint venture agreement 10 Increase (decrease) in cash during the period Cash and cash equivalents – Beginning of period Cash and cash equivalents – End of period |
(246,002) (288,059) 5,698 6,038 53,191 85,887 1,703 - - - (17,452) (16,980) - - - (169,227) 27,181 (34,511) 83,659 116,160 5,136 - - - |
(639,050) (10,627,918) 12,071 12,104 101,073 202,007 3,283 - (7,417) - (34,711) (34,765) - 160,000 - (254,992) 12,252 (81,068) 250,217 277,088 19,245 656,774 - 9,115,865 |
| (86,886) (300,692) (3,695) 2,623 (13,333) 114,217 3,831 6,708 3,135 28,804 (238,534) (38,842) |
(283,037) (574,905) (9,210) 94,906 (19,863) 31,366 4,055 4,605 (14,775) 3,378 (146,483) (112,135) |
|
| (248,596) 113,510 |
(186,276) 22,120 |
|
| (335,482) (187,182) |
(469,313) (552,785) |
|
| (6,301) - - - (525,725) (714,713) |
(6,301) (50,042) - (125,000) (873,680) (1,544,012) |
|
| (532,026) (714,713) |
(879,981) (1,719,054) |
|
| 195,230 - 60,000 - - - 1,577,436 - |
202,730 - 60,000 10,625 20,000 - 2,173,195 - |
|
| 1,832,666 - |
2,455,925 10,625 |
|
| 965,158 (901,895) 2,259,315 3,844,609 |
1,106,631 (2,261,214) 2,117,842 5,203,928 |
|
| 3,224,473 2,942,714 |
3,224,473 2,942,714 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
7
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020 (Unaudited - in Canadian dollars)
1 Nature of operations and going concern
Sama Resources Inc. (“Sama” or the “Company”) is a Canadian-based mineral exploration and development business with activities in West Africa. The Company was incorporated on July 11, 2006 under the Business Corporations Act (British Columbia). On May 13, 2013, the Company continued its jurisdiction of incorporation from British Columbia into the federal jurisdiction of Canada under the Canada Business Corporations Act. The Company’s head office is located at #132 – 1320 Graham Blvd., Mont-Royal, Quebec, Canada, H3P 3C8. The Company’s common shares are listed on the TSX Venture Exchange (the “TSX-V”) under the trading symbol “SME.V”. Based on the information available to date, the Company has not yet determined whether its mineral properties contain economically recoverable reserves. The recoverability of the amounts shown for exploration and evaluation assets is dependent upon the discovery of economically recoverable reserves, the ability of the Company to obtain necessary financing to successfully complete exploration and development programs and, ultimately, upon future profitable production.
These interim condensed consolidated financial statements were authorized for publication by the Board of Directors on August 26, 2021.
The Company’s exploration and evaluation assets are located in the Republic of Ivory Coast (“Ivory Coast”) and Liberia in West Africa, and hence are subject to the risks normally associated with foreign investment including unanticipated changes in taxes and royalties, renegotiation of contracts, foreign currency fluctuations and political uncertainties.
Going concern uncertainty
These interim condensed consolidated financial statements have been prepared on a going concern basis, which presumes the Company will continue its operations for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the ordinary course of business for the foreseeable future. The use of these principles may not be appropriate. The Company is in its early stages, and as is common with similar companies, it raises financing for its exploration and evaluation activities. As at June 30, 2021, the Company has an accumulated deficit $14,410,460 (December 31, 2020 – $13,771,410) and a working capital of $3,451,209 (December 31, 2020 – $2,114,166), including cash and cash equivalents of $3,224,473 (December 31, 2020 – $2,117,842). To date, the Company has financed its cash requirements primarily by issuing common shares or units. The Company’s ability to continue as a going concern is subject to its ability to raise additional financing or reduce its expenditure levels. The Company’s discretionary activities do have some scope for flexibility in terms of the amount and timing of expenditures, and to a certain extent, expenditures may be adjusted accordingly.
In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but not limited to, 12 months from the end of the reporting period. Management has assessed its liquidity needs and estimates that these funds will not be sufficient to meet the Company’s obligations, budgeted expenditures and commitments through June 30, 2022. Based on the extent of the Company’s current stage and anticipated plan, the Company will need to raise additional financing within the next 9-12 month, and those facts cast significant doubt on the Company’s ability to continue as a going concern. While Management has been successful in securing financing in the past, there can be no assurance it will be able to do so in the future, that such sources of funding will be available to the Company or that they will be available on terms acceptable to the Company.
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
If management is unable to obtain new funding, the Company may be unable to continue its operations, and amounts realized for assets might be less than amounts reflected in these consolidated financial statements.
These interim condensed consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary if the Company is unable to continue as a going concern. Such adjustments could be material.
2 Basis of presentation and significant accounting policies
Basis of presentation
The Company’s interim condensed consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) applicable to the preparation of interim statements, including IAS 34, Interim Financial Reporting, as issued by the International Accounting Standards Board ("IASB").
The accounting policies followed in these interim condensed consolidated financial statements are consistent with those applied in the Company’s annual consolidated financial statements for the year ended December 31, 2020. These interim condensed consolidated financial statements should be read in conjunction with the Company’s annual consolidated financial statements for the year ended December 31, 2020 which have been prepared according to IFRS as issued by the IASB.
Basis of consolidation
In addition to the Company, the interim condensed consolidated financial statements include all subsidiaries. Subsidiaries are all corporations over which the Company is able, directly or indirectly, to control financial and operating policies, which is the authority usually connected with holding majority voting rights. Subsidiaries are fully consolidated from the date on which control is acquired by the Company. Inter-company transactions and balances are eliminated upon consolidation. They are deconsolidated from the date that control by the Company ceases. Any retained interest is measured to its fair value with the change in carrying amount recognized in income or loss. The fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate or joint venture.
The Company’s subsidiaries, all of which are wholly-owned, are as follows:
| Jurisdiction of | |
|---|---|
| incorporation | |
| Sama Nickel Corporation (“Sama Nickel”) | Canada |
| Sama Resources Quebec Inc. (“SRQ”)(a) | Canada |
| Sama Nickel Côte d’Ivoire SARL (“Sama CI”) | Ivory Coast |
| Société Minière du Tonkpi SARL (“SMT”) | Ivory Coast |
| Sama Resources Development Inc. (“SRDI”) | Caymans Island |
| Sama Resources Liberia Inc. (“SRL”) | Liberia |
(a) Incorporated on June 2, 2021.
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020 (Unaudited - in Canadian dollars)
3 Future accounting policies
Accounting standards and interpretation issued but not yet adopted
Amendment to IAS 1 – Classification of Liabilities as Current or Non-current
In January 2020, the IASB amended IAS 1, Presentation of Financial Statements, to clarify the criterion for classifying a liability as non-current relating to the right to defer settlement of the liability for at least twelve months after the reporting period. The amendments are effective for annual reporting periods beginning on or after January 1, 2022, with earlier application permitted. The Company does not expect any impact in its consolidated financial statements upon adoption of this amendment.
Amendments to IAS 16 – Property, plant and equipment
The IASB has made amendments to IAS 16 Property, plant and equipment, which will be effective for financial years beginning on or after January 1, 2022. Proceeds from selling items before the related item of Property, plant and equipment is available for use should be recognized in profit or loss, together with the costs of producing those items. The Company will therefore need to distinguish between the costs associated with producing and selling items before the item of Property, plant and equipment (pre-production revenue) is available for use and the costs associated with making the item of Property, plant and equipment available for its intended use. For the sale of items that are not part of a company’s ordinary activities, the amendments will require the Company to disclose separately the sales proceeds and related production cost recognized in profit or loss and specify the line items in which such proceeds and costs are included in the statement of loss and comprehensive loss. The Company does not expect any impact in its consolidated financial statements upon adoption of this amendment.
Amendments to IAS 12 – Income Taxes
The IASB amended IAS 12, Income Taxes to specify how a company accounts for income tax, including deferred tax, which represents tax payable or recoverable in the future. In specified circumstances, companies are exempt from recognising deferred tax when they recognise assets or liabilities for the first time. Previously, there had been some uncertainty about whether the exemption applied to transactions such as leases and decommissioning obligations—transactions for which companies recognise both an asset and a liability. The amendments clarify that the exemption does not apply and that companies are required to recognise deferred tax on such transactions. The aim of the amendments is to reduce diversity in the reporting of deferred tax on leases and decommissioning obligations. The amendments are effective for annual reporting periods beginning on or after 1 January 2023, with early application permitted. The Company does not expect any impact in its consolidated financial statements upon adoption of this amendment.
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
4 Property, plant and equipment
| Exploration equipment $ Buildings and lease improvements $ Other equipment $ Total $ |
|
|---|---|
| Cost Balance – January 1st, 2020 Acquisitions Balance – December 31, 2020 Acquisitions Balance – June 30, 2021 Accumulated amortization Balance – January 1st, 2020 Depreciation Balance – December 31, 2020 Depreciation Balance – June 30, 2021 Carrying amount Balance – December 31, 2020 Balance – June 30, 2021 |
1,804,577 127,426 98,242 2,030,245 497,456 - - 497,456 |
| 2,302,033 127,426 98,242 2,527,701 - - 6,301 6,301 |
|
| 2,302,033 127,426 104,543 2,534,002 |
|
| 877,231 51,038 52,043 980,312 301,209 17,125 22,529 340,863 |
|
| 1,178,440 68,163 74,572 1,321,175 155,246 8,468 11,753 175,467 |
|
| 1,333,686 76,631 86,325 1,496,642 |
|
| 1,123,593 59,263 23,670 1,206,526 |
|
| 968,347 50,795 18,218 1,037,360 |
During the six-month period ended June 30, 2021, a depreciation expense of $12,071 (December 31, 2020 – $24,231) was recorded in the interim condensed consolidated statement of loss and comprehensive loss and $163,396 (December 31, 2020 – $316,632) was recorded under exploration and evaluation (“E&E”) assets.
5 Investment in associate
The Company has an investment in associate giving it significant influence over SRG. At December 31, 2020, the Company owned a total of 24,805,377 common shares in SRG representing an ownership of 31.07%.
During the six-month period ended June 30, 2021, SRG issued a total of 409,900 common shares for total proceeds of $186,7242. The Company's ownership in SRG went from 31.07% to 30.92%. Therefore, the Company recorded a loss on dilution of $19,245 on the deemed disposal of a portion of its ownership interest, in the interim condensed consolidated statement of loss and comprehensive loss.
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
The continuity of the Company’s investment in associate is as follows:
| June 30, 2021 $ December 31, 2020 $ |
|
|---|---|
| Balance – beginning of period Purchase of units Reclassification from asset held for sale Convertible debenture conversion Share of loss and comprehensive loss Loss on dilution Impairment Balance – end of period |
8,589,468 12,434,095 - 125,000 - 2,191,200 - 1,416,970 (250,217) (400,800) (19,245) (916,332) - (6,260,665) |
| 8,320,006 8,589,468 |
The fair value of the investment in associate as at June 30, 2021 was $12,402,689 (December 31, 2020 – $14,387,119).
6 Exploration and evaluation assets
Samapleu property
On January 15, 2009 (“Effective Date”), Sama Nickel entered into a Syndicate Agreement (“SA”) with La Société pour le Développement Minier de la Côte d’Ivoire (“SODEMI”), a parastatal organization, whereby Sama Nickel has indicated a particular interest in the exploration of an area covered by Permit No. 123 (“PR123”), held by SODEMI, located in Ivory Coast. PR123 encompasses approximately 446 square kilometres.
Upon execution of the SA, Sama Nickel became responsible to finance exploration work programs on behalf of the SA during the exploration phase of the project through completion of a Bankable Feasibility Study (“BFS”). SODEMI will not contribute to work conducted under the SA.
In March 2018, SODEMI applied for two (2) new exploration permits covering a total area of 318 square kilometers (Samapleu-East and Samapleu-West) to replace the PR123.
On June 19, 2019, the two (2) new exploration permits, Samapleu East (PR838) and Samapleu West (PR839) were granted to SODEMI. Both PRs expire on June 18, 2023, with possible renewal periods totaling up to 12 years. In accordance with both PRs, Sama Nickel agreed to complete an exploration program evaluated at F CFA 2,315,000,000 for PR838 (approximately $5,197,342 as at June 30, 2021) and F CFA 760,000,000 for PR 839 (approximately $1,706,255 as at June 30, 2021) before the term of the exploration permits.
Upon completion of the BFS, the Advisory Committee (“AC”), which consists of two Sama Nickel representatives and two SODEMI representatives, will conclude on the feasibility of the project. If the AC decides to proceed with the project, an Exploitation Entity (“EE”) will be established whereby future funding will be split between Sama Nickel and SODEMI at 66.7% and 33.3%, respectively. The EE will reimburse SODEMI for all costs associated with previous exploration work conducted until January 15, 2009 up to a
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020 (Unaudited - in Canadian dollars)
maximum of F CFA 834,999,457 (approximately $1,874,634 as at June 30, 2021) and will reimburse Sama Nickel for costs associated with exploration work conducted between the Effective Date and the approval of the BFS subject to the approval of the AC which represents a total amount of $23,573,859 as at June 30, 2021.
On September 20, 2019, Sama Nickel and SODEMI signed an amendment to the SA under which the parties confirm the immediate and direct interest of Sama Nickel and SODEMI at 66.7% and 33.3% respectively in the two (2) new exploration permits and this notwithstanding any future request for an exploitation permit. The ownership of the EE shall be allocated as follows:
The ownership of the EE shall be allocated as follows:
| Sama Nickel SODEMI Ivory Coast Government |
60% 30% 10% |
|---|---|
| 100% |
The Samapleu Property is subject to a 1% net smelter return royalty.
Zérégouiné property
Sama CI owns the exploration permit No. 300 (“PR300”) which covers 290 square kilometers of property in Ivory Coast and expires on December 18, 2021. In accordance with PR300. In accordance with PR300, Sama CI agreed to complete an exploration program evaluated at F CFA 2,293,000,000 ($5,147,950 as at June 30, 2021) before the term of the exploration permit.
The Zérégouiné Property is 100% owned by Sama CI and is adjacent to the Samapleu Property.
Grata property
Sama CI owns the exploration permit No. 604 (“PR604”) which covers 80 square kilometers of property in Ivory Coast and expires on December 8, 2022. In accordance with PR604, Sama CI agreed to complete an exploration program evaluated at F CFA 1,018,000,000 ($2,285,483 as at June 30, 2021) before the term of the exploration permit.
The Grata Property is 100% owned by Sama CI and is located adjacent to the north-eastern boundary of the Samapleu Property.
Zoupleu property
SMT owns the exploration permit No. 837 (“PR837”) which covers 135 square kilometers of property in Ivory Coast and expires on June 18, 2023. In accordance with PR837, SMT agreed to complete an exploration program evaluated at F CFA 1,120,000,000 (approximately $2,514,481 as at June 30, 2021) before the term of the exploration permit.
The Zoupleu Property is 100% owned by SMT and is located contiguous to the Samapleu Property.
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020 (Unaudited - in Canadian dollars)
Nuon River property
SRL owns the exploration license MEL9001721 which covers 273.59 square kilometers of property in the county of Grand Gedeh, Liberia and expires on January 19, 2024. The Nuon River Property is 100% owned by SRL.
St-John River gold property
SRL owns the exploration license MEL9001821 which covers 174.50 square kilometers of property in the county of Grand Gedeh, Liberia and expires on January 19, 2024. The St-John River gold Property is 100% owned by SRL.
Zwedru South property
SRL owns the exploration license MEL9001921 which covers 129.65 square kilometers of property in the county of Bong, Liberia and expires on January 19, 2024. The Zwedru South Property is 100% owned by SRL.
Lac Brulé property
SRQ staked 371 exploration claims in the Nivernais and Esgriseilles Townships in the province of Quebec, Canada for a total consideration of $41,004. The Lac Brulé Property is 100% owned by SRQ.
The following table shows the E&E expenditures by property.
| December 31, 2019 $ Activity $ December 31, 2020 $ Activity $ June 30, 2021 $ |
|
|---|---|
| Samapleu property Acquisition costs and option payments Drilling Camp operation costs and other expenses Geology and prospecting Geophysics Engineering study Geochemistry Metallurgical tests Environmental study Stock-based compensation |
4,432,484 - 4,432,484 - 4,432,484 5,575,355 179,147 5,754,502 82,002 5,836,504 5,455,258 675,452 6,130,710 173,794 6,304,504 2,639,651 114,602 2,754,253 48,800 2,803,053 1,608,688 275,978 1,884,666 34,853 1,919,519 946,018 171,431 1,117,449 - 1,117,449 543,457 91,849 635,306 12,566 647,872 244,589 - 244,589 - 244,589 129,101 5,877 134,978 - 134,978 75,149 47,890 123,039 9,868 132,907 |
| 21,649,750 1,562,226 23,211,976 361,883 23,573,859 |
Sama Resources Inc.
Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
| December 31, 2019 $ Activity $ December 31, 2020 $ Activity $ June 30, 2021 $ |
|
|---|---|
| Zérégouiné property Camp operation costs and other expenses Drilling Geology and prospecting Geophysics Geochemistry Metallurgical tests Environmental study Stock-based compensation Grata property Camp operation costs and other expenses Geology and prospecting Geophysics Geochemistry Drilling Environmental study Stock-based compensation Zoupleu property Geology and prospecting Nuon River property Camp operation costs and other expenses Geology and prospecting St-John River gold property Camp operation costs and other expenses Geology and prospecting Zwedru South property Camp operation costs and other expenses Geology and prospecting Lac Brulé property Property acquisition costs Claim maintenance Metallurgical tests Total E&E assets |
2,669,583 499,010 3,168,593 235,904 3,404,497 2,017,200 134,285 2,151,485 208,785 2,360,270 1,572,159 71,025 1,643,184 48,800 1,691,984 748,453 273,552 1,022,005 19,948 1,041,953 40,556 4,910 45,466 5,373 50,839 3,576 - 3,576 - 3,576 1,430 - 1,430 - 1,430 242,846 32,678 275,524 10,775 286,299 |
| 7,295,803 1,015,460 8,311,263 529,585 8,840,848 |
|
| 483,509 (3,541) 479,968 - 479,968 108,721 - 108,721 23,253 131,974 329,315 - 329,315 (4,162) 325,153 2,744 - 2,744 353 3,097 46,792 - 46,792 26,230 73,022 1,590 - 1,590 - 1,590 22,327 - 22,327 914 23,241 |
|
| 994,998 (3,541) 991,457 46,588 1,038,045 |
|
| 929 912 1,841 913 2,754 |
|
| 929 912 1,841 913 2,754 |
|
| - - - 29,304 29,304 - - - 1,271 1,271 |
|
| - - - 30,575 30,575 |
|
| - - - 31,245 31,245 - - - 1,270 1,270 |
|
| - - - 32,515 32,515 |
|
| - - - 22,998 22,998 - - - 2,870 2,870 |
|
| - - - 25,868 25,868 - - - 41,004 41,004 - - - 847 847 - - - 2,507 2,507 |
|
| - - - 44,358 44,358 |
|
| 29,941,480 2,575,057 32,516,537 1,072,285 33,588,822 |
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
7 Share capital
Authorized
Unlimited number of voting common shares without par value.
Transactions on share capital
2020
During the first quarter ended March 31, 2020, a total of 125,000 stock options were exercised at a price of $0.085 per share for total proceeds of $10,625.
2021
During the first quarter ended March 31, 2021, a total of 50,000 warrants were exercised at a price of $0.15 per share for total proceeds of $7,500.
During the second quarter ended June 30, 2021, a total of 1,301,530 warrants and 400,000 stock options were exercised at a price of $0.15 per share for total proceeds of $255,230.
Warrants
The following table shows the changes in warrants:
| Six-month period ended June 30, 2021 Year ended December 31, 2020 |
|
|---|---|
| Number of warrants Weighted average exercise price $ Number of warrants Weighted average exercise price $ |
|
| Outstanding – Beginning of period Exercised Expired Outstanding and exercisable – End of period |
8,150,500 0.15 13,747,406 0.19 (1,351,530) 0.15 (5,596,906) 0.25 (1,540,250) 0.15 - - |
| 5,258,720 0.15 8,150,500 0.15 |
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
The number of outstanding warrants that could be exercised for an equal number of common shares is as follows:
| Expiration date Exercise price $ |
Number of warrants outstanding |
|---|---|
| July 29, 2021 0.15 December 9, 2021 0.15 |
1,433,720 3,825,000 |
| 5,258,720 |
8 Stock options
The Company has a rolling stock option plan (the “Plan”), in which the maximum number of common shares which can be reserved for issuance under the Plan is 10% of the issued and outstanding shares of the Company. The exercise price of each option (“Option”) shall not be less than the closing price of the common shares on the trading day immediately preceding the day on which the Option is granted, less any discount permitted by the TSX-V and, in any event, the exercise price per Option will not be less than $0.05, being the minimum exercise price allowable under TSX-V policy.
The following table shows the changes in stock options:
| Six-month period ended June 30, 2021 Year ended December 31, 2020 |
||
|---|---|---|
| Number of stock options |
Weighted average exercise price $ Number of stock options Weighted average exercise price $ |
|
| Outstanding – Beginning of period Granted Exercised Expired Outstanding – End of period Exercisable – End of period |
19,680,000 265,000 (400,000) - |
0.23 17,920,000 0.24 0.16 1,885,000 0.115 0.15 - - - (125,000) 0.085 |
| 19,545,000 | 0.23 19,680,000 0.23 |
|
| 18,403,750 | 0.24 17,746,250 0.24 |
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
The fair value of stock options granted was determined using the Black & Scholes valuation model based on the following weighted average assumptions:
| Six-month | ||
|---|---|---|
| period ended | Year ended | |
| June 30, | December 31, | |
| 2021 | 2020 | |
| Weighted average price at the grant date | $0.16 | $0.115 |
| Weighted average exercise price | $0.16 | $0.115 |
| Expected dividend | - | - |
| Expected average volatility | 101% | 102% |
| Risk-free average interest rate | 1.39% | 0.73% |
| Expected average life | 10 years | 10 years |
| Weighted fair value per share option | $0.14 | $0.10 |
An expense for stock-based compensation of $122,630 was recognized during the six-month period ended June 30, 2021 (for the six-month period ended June 30, 2020 – $253,611). An amount of $101,073 (for the sixmonth period ended June 30, 2020 – $202,007) was recognized in the interim consolidated statement of loss and comprehensive loss and $21,557 (for the six-month period ended June 30, 2020 – $51,604) was capitalized to the exploration and evaluation assets.
The number of outstanding stock options that could be exercised for an equal number of common shares is as follows:
| Expiry date Exercise price $ |
Number outstanding Number exercisable |
|---|---|
| August 31, 2021 0.12 June 6, 2022 0.32 June 21, 2022 0.155 October 14, 2022 0.33 April 21, 2025 0.19 May 27, 2025 0.18 January 17, 2027 0.085 March 31, 2027 0.15 April 27, 2027 0.195 November 28, 2027 0.29 June 12, 2028 0.33 July 29, 2028 0.30 October 31, 2028 0.30 February 20, 2029 0.27 December 19, 2029 0.19 December 14, 2030 0.115 June 17, 2031 0.16 |
50,000 50,000 1,400,000 1,400,000 200,000 200,000 1,000,000 1,000,000 2,150,000 2,150,000 200,000 200,000 1,775,000 1,900,000 500,000 500,000 100,000 100,000 660,000 660,000 3,655,000 3,655,000 340,000 255,000 60,000 45,000 3,225,000 3,225,000 2,080,000 2,080,000 1,885,000 942,500 265,000 66,250 |
| 19,545,000 18,403,750 |
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020
(Unaudited - in Canadian dollars)
9 Additional cash flow information
The following significant non-cash transactions have been excluded from the statements of cash flows:
| Three-monthperiods ended June 30, 2021 $ June 30, 2020 $ |
Six-monthperiods ended | |
|---|---|---|
| June 30, 2021 $ June 30, 2020 $ |
||
| Depreciation included in E&E assets Stock-based compensation included in E&E assets Change in E&E assets included in accounts payable and accrued liabilities |
81,952 81,542 10,762 22,828 150,432 15,234 |
163,396 151,756 21,557 51,604 (9,425) 81,539 |
10 Commitments
(a) On March 19, 2021, the Company has signed the earn-in and joint venture agreement, previously announced on October 23, 2017, with Ivanhoe Electric Inc. or “IVNE” (previously HPX Ivory Coast Holdings Inc. or “HPX”) in order to develop its nickel-copper and cobalt project in Ivory Coast, West Africa.
As part of the agreement, IVNE made a strategic investment for a total amount of $12,250,000 through the acquisition of 25,000,000 units at a price of $0.21 per unit for $5,250,000 and by the exercise of 25,000,000 warrants at a price of $0.28 per common share for $7,000,000. In addition, IVNE has the ability to earn, through a joint venture with the Company, up to a 60% interest in the Company's Ivory Coast projects, including the Samapleu project, by financing exploration and evaluation expenses and completing a feasibility study through total investments of $30,000,000. The strategic investment of $12,250,000 is considered to be part of this total investment of $30,000,000.
Highlights of the agreement include the following:
-
IVNE will have a pre-emptive/anti-dilution right to maintain its ownership percentage in the Company in future equity financings as long as the holdings of common shares of the Company by IVNE and its affiliates remains above 10%;
-
IVNE will have the right, but not the obligation, to nominate and have appointed: (i) two directors to the board of the Company as long as its shareholding in the Company remains above 10%; and (ii) four directors if its shareholding is greater than 50%;
-
IVNE would earn into the Ivory Coast project through Sama Nickel as the joint venture vehicle;
-
Pursuant to the terms of the earn-in and joint venture agreement, IVNE shall have the ability to earn a 30% interest in the Ivory Coast project by incurring expenditures of $15,000,000. By incurring additional expenditures of $15,000,000 (or, as may be the case, $10,000,000 in certain circumstances discussed as follows) over a maximum of 6 years, including the financing of a bankable feasibility study and the acquisition of an exploitation permit on part of the Ivory Coast project, IVNE will be entitled to earn an additional interest in the Ivory Coast project, such that its aggregate interest therein shall be 60%;
Sama Resources Inc. Notes to Interim Condensed Consolidated Financial Statements June 30, 2021 and 2020 and December 31, 2020 (Unaudited - in Canadian dollars)
-
If certain conditions related to the SODEMI/SNC joint venture are not met by an outside date (the earn-in adjustment date), then IVNE shall have a period of one month after the earn-in adjustment date to notify the Company in writing as to whether or not it wishes to proceed with the 60% earn-in on the totality of the Ivory Coast project for:
-
i. A reduced additional expenditure of $10,000,000 (instead of $15,000,000) in order to earn its additional 30% interest in all of the Ivory Coast project;
-
ii. Or an additional expenditure of $5,000,000 (instead of $10,000,000) in order to earn its additional 30% interest in the Ivory Coast project excluding the Samapleu project after the Company has transferred the Samapleu project from SNC to the Company or an affiliate.
As of June 30, 2021, the Company received from IVNE an amount of $2,173,195 in cash as part of the earn-in and joint venture agreement thus bringing its cumulative investments to $14,423,195 as follow:
| June 30, 2021 $ |
|
|---|---|
| Private placement Exercise of warrants Payment received as part of the earn-in and joint venture agreement |
5,250,000 7,000,000 2,173,195 |
| 14,423,195 |
The payments received as part of the earn-in and joint venture agreement are recorded as deferred sales proceeds in anticipation of IVNE reaching the $15,000,000 cumulative threshold which would lead to the formation of a joint venture for the Ivory Coast Project.
(b) On April 30, 2021, the Company signed an agreement with Seahawk Gold Corp. for the acquisition of 100% of the issued and outstanding securities of SRDI which holds 100 % of the issued and outstanding securities of Sama SRL, both subsidiaries of Sama. SRL holds all rights, title and interest in and to the Zwedru South project, St-John River gold project and Nuon project, each of which is located in Liberia, Africa. In consideration for the purchase of SRDI, Seahawk will issue 8.5 million of its common shares to Sama.