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Sienna Resources Inc. Interim / Quarterly Report 2021

Nov 19, 2021

43792_rns_2021-11-19_9d72049a-bb80-4dda-97e9-4ae98e38c1f2.pdf

Interim / Quarterly Report

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SIENNA RESOURCES INC.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Expressed in Canadian Dollars)

September 30, 2021

NOTICE OF NO AUDITOR REVIEW

The unaudited condensed consolidated interim financial statements, and accompanying notes thereto, for the periods ended September 30, 2021 and 2020 have not been reviewed by the Company’s external auditor.

SIENNA RESOURCES INC.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(Expressed in Canadian Dollars)

ASSETS
Current assets
Cash and cash equivalents – Note 3
Receivables – Note 4
Prepaid expenses– Note 5
Total current assets
Non-current assets
Exploration and evaluation assets – Note 6
Total assets
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities – Notes 7 and 12
Flow-through share premium liability– Note 8
Total current liabilities
Non-current liabilities
Loans payable – Note 9
SHAREHOLDERS’ EQUITY
Share capital – Note 10
Reserves – Note 10
Accumulated deficit
Total shareholders’ equity
Total liabilities and shareholders’ equity
Nature and Continuance of Operations (Note 1)
Subsequent events (Notes 6 and 15)
September 30,
2021
December 31,
2020
$ 769,179
$ 1,237,113
27,050
36,837
4,037
11,484
800,266
1,285,434
1,077,804
422,462
$1,878,070
$1,707,896
$ 66,498
$ 363,012
7,979
14,493
74,477
377,505
35,318
32,776
109,795
410,281
23,360,813
22,554,056
4,221,054
3,838,903
(25,813,592)
(25,095,344)
1,768,275
1,297,615
$1,878,070
$1,707,896

APPROVED BY THE DIRECTORS:

“John Masters”
Director
John Masters
“Jason Gigliotti”
Director
Jason Gigliotti

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

SIENNA RESOURCES INC.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(Expressed in Canadian Dollars)

Operating Expenses
Consulting fees
Corporate branding
Directors’ fees – Note 12
Investor relations
Management fees – Note 12
Office and miscellaneous
Professional fees – Note 12
Resource expenses
Shareholder information
Share-based payments – Notes 10 and 12
Transfer agent and filing fees
Travel
Interest expense
Interest income
Other income on settlement of flow-through share
premium – Note 8
Write-down of exploration and evaluation assets – Note 6
Net comprehensive loss for the period
Loss per share – basic and diluted – Note 11
Weighted average number of shares outstanding – basic and
diluted – Note 11
$ Three months ended
September 30,
2021
2020

-
$ 12,299
$ 4,357
40,923
-
-
-
-
43,500
41,500
11,392
11,716
11,958
15,276
-
-
8,245
7,818
-
-
2,951
5,369
3,441
7,698
Three months ended
September 30,
2021
2020

-
$ 12,299
$ 4,357
40,923
-
-
-
-
43,500
41,500
11,392
11,716
11,958
15,276
-
-
8,245
7,818
-
-
2,951
5,369
3,441
7,698
Nine months ended
September 30,
2021
2020

-
$ 12,299
48,866
77,037
5,000
5,000
12,222
-
130,500
101,500
40,966
40,345
35,667
35,337
8,112
-
24,732
22,503
382,151
-
19,167
16,660
17,741
24,699
Nine months ended
September 30,
2021
2020

-
$ 12,299
48,866
77,037
5,000
5,000
12,222
-
130,500
101,500
40,966
40,345
35,667
35,337
8,112
-
24,732
22,503
382,151
-
19,167
16,660
17,741
24,699
(85,844) (142,599) (725,124) (335,380)
(868)
636
6,292
-
-
766
-
-
(2,542)
2,904
6,514
-
1,688
-
(258,413)
6,060 766 6,876 (256,725)
$ (79,784) $ (141,833)
$
(718,248)
$
(592,105)
$ (0.00)
$
(0.00)
$
(0.01)
$
(0.01)
120,464,533
86,771,819
118,298,300
72,204,702

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

SIENNA RESOURCES INC. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

(Expressed in Canadian Dollars)

Operating Activities
Loss for the period
Adjustments for non-cash items:
Accrued interest on loans payable
Other income on settlement of flow-through share premium
Share-based payments
Write-down of exploration and evaluation assets
Changes in non-cash working capital items:
Receivables
Prepaid expenses
Accounts payable and accrued liabilities
Cash used in operating activities
Investing Activities
Exploration and evaluation assets
Cash used in investing activities
Financing Activities
Proceeds from issuance of loans
Proceeds from issuance of share capital
Share issue costs
Cash provided by financing activities
Change in cash and cash equivalents during the period
Cash and cash equivalents, beginning of the period
Cash and cash equivalents, end of the period
Nine months ended September 30,
2021
2020
$ (718,248)
$ (592,105)
2,542
-
(6,514)
-
382,151
-
-
258,413
9,787
(4,483)
7,447
(30,597)
(276,110)
(588,458)
(598,945)
(957,230)
(675,746)
(277,188)
(675,746)
(277,188)
-
40,000
806,757
2,177,500
-
(91,587)
806,757
2,125,913
(467,934)
891,495
1,237,113
468,398
$ 769,179
$1,359,893

Supplemental Disclosure with Respect to Cash Flows (Note 14)

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

SIENNA RESOURCES INC.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Expressed in Canadian Dollars)

Share Capital

Balance, December 31, 2019
Shares issued for private placement
Share issue costs
Share purchase warrants exercised
Stock options exercised
Transfer of reserves on options exercised
Broker warrants issued for private placement
Shares issued for exploration and evaluation assets
Loss for the period
Balance, September 30, 2020
Shares issued for private placement
Share issue costs
Share purchase warrants exercised
Stock options issued
Flow-through share premium liability
Loss for the period
Balance, December 31, 2020
Share purchase warrants exercised
Stock options issued
Loss for the period
Balance, September 30, 2021
Number of
shares
Amount
Reserves
Accumulated
deficit
Total
62,726,382
$ 20,332,586 $ 3,505,697
$ (22,537,385)
$ 1,300,898
40,000,000
2,000,000
-
-
2,000,000
-
(91,587)
-
-
(91,587)
3,290,000
164,500
-
-
164,500
200,000
13,000
-
-
13,000
-
4,076
(4,076)
-
-
-
(124,520)
124,520
-
-

1,000,000
80,000
-
-
80,000
-
-
-
(592,105)
(592,105)
107,216,382
22,378,055
3,626,141
(23,129,490)
2,874,706
2,222,222
200,000
-
-
200,000
-
(14,277)
-
-
(14,277)
250,000
12,500
-
-
12,500
-
-
212,762
-
212,762
-
(22,222)
-
-
(22,222)
-
-
-
(1,965,854)
(1,965,854)
109,688,604
22,554,056
3,838,903
(25,095,344)
1, 297,615
10,785,712
806,757
-
-
806,757
-
-
382,151
-
382,151
-
-
-
(718,248)
(718,248)
120,474,316
$23,360,813 $4,221,054
$ (25,813,592)
$1,768,275

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

SIENNA RESOURCES INC.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) September 30, 2021 – Page 1

1. NATURE AND CONTINUANCE OF OPERATIONS

Sienna Resources Inc. (the “Company”) was incorporated on March 11, 1983, under the British Columbia Company Act. The Company is an exploration stage public company and is listed on the TSX Venture Exchange ("Exchange"). The Company’s principal business activities include acquiring and exploring exploration and evaluation assets. At September 30, 2021, the Company had exploration and evaluation assets located in Canada, Sweden, Finland, Norway and the U.S.A.

The Company’s head office and principal business address is Suite 2905, 700 West Georgia Street, Vancouver, British Columbia, V7Y 1K8. The Company’s registered and records office is located at 900 – 885 West Georgia Street, Vancouver, British Columbia, V6C 3H1.

These condensed consolidated interim financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities and the realization of assets and discharge of liabilities in the normal course of business. At September 30, 2021, the Company had not yet achieved profitable operations, incurred a loss of $718,248 during the nine months ended September 30, 2021 and had an accumulated deficit of $25,813,592 since its inception. The Company expects to incur further losses in the development of its business, all of which may cast substantial doubt on the Company’s ability to continue as a going concern. The Company may require additional financing in order to conduct the planned work programs on its exploration and evaluation assets, meet its ongoing levels of corporate overhead and discharge its liabilities as they come due. While the Company has been successful in securing financings in the past, there is no assurance that it will be able to do so in the future. Accordingly, these condensed consolidated interim financial statements do not give effect to adjustments, if any, that would be necessary should the Company be unable to continue as a going concern. If the going concern assumption was not used, then the adjustments required to report the Company’s assets and liabilities on a liquidation basis could be material to these condensed consolidated interim financial statements.

2. BASIS OF PREPARATION

a) Statement of Compliance

These condensed consolidated interim financial statements of the Company have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting (“IAS34”) as issued by the International Accounting Standards Board (“IASB”). Therefore, these condensed consolidated interim financial statements do not include all of the information required for full annual financial statements, and should be read in conjunction with the Company’s most recently issued audited financial statements for the year ended December 31, 2020, which includes information necessary or useful to understanding the Company’s business and financial statement presentation. In particular, the Company’s significant accounting policies, use of judgements and estimates were presented in Note 2 and Note 3 of these audited financial statements, and have been consistently applied in the preparation of these condensed consolidated interim financial statements.

These condensed consolidated interim financial statements were authorized for issue by the Board of Directors on November 19, 2021.

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 2

2. BASIS OF PREPARATION (continued)

b) Basis of Consolidation

These condensed consolidated interim financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company balances, transactions, income and expenses have been eliminated upon consolidation.

c) Subsidiaries

Subsidiaries are entities controlled by the Company. Control exists when the Company has power over an investee, when the Company is exposed, or has rights, to variable returns from the investee and when the Company has the ability to affect those returns through its power over the investee. Subsidiaries are included in the condensed consolidated interim financial results of the Company from the effective date of acquisition up to the effective date of disposition or loss of control. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.

The principal subsidiaries of the Company as of September 30, 2021 are as follows:

Ownership Ownership
Interest Interest
Place of September 30, December 31,
Name of subsidiary Principal activity Incorporation 2021 2020
Sienna Resources Sweden AB Holding company Sweden 100% 100%
Sienna Resources(US)Inc. Holdingcompany USA 100% 100%

3. CASH AND CASH EQUIVALENTS

The Company’s cash and cash equivalents are denominated in the following currencies and include the following components:

Cash at bank in Canadian dollars
Cash at bank in Sweden krona
Short-term deposits
September 30,
2021
December 31,
2020
$ 648,439
$ 1,064,120
86,240
138,493
34,500
34,500
$769,179
$1,237,113

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 3

4. RECEIVABLES

The Company’s receivables comprise of goods and services tax (“GST”) and value-added tax ("VAT") receivable due from government taxation authorities.

GST recoverable
VAT recoverable
Total receivables
September 30,
2021
December 31,
2020
$ 6,578
$ 7,179
20,472
29,658
$ 27,050
$ 36,837

All amounts are short-term and the net carrying value of receivables is considered a reasonable approximation of fair value. The Company anticipates full recovery of these amounts and therefore no impairment has been recorded against receivables. The Company’s receivables are all considered current and are not past due or impaired. The Company does not possess any collateral related to these assets.

5. PREPAIDS

The Company’s prepaids are comprised of fees prepaid to vendors of the Company and include the following components:

Corporate branding
Other prepaids
Total prepaids
September 30,
2021
December 31,
2020
$ 1,373
$ 8,023
2,664
3,461
$ 4,037
$ 11,484

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 4

6. EXPLORATION AND EVALUATION ASSETS

Balance, December 31 2019
Acquisition costs
Deferred exploration expenditures
Assay
Claim maintenance fees
Drilling
Geological consulting
Sampling
Travel
Write-down of exploration and
evaluation assets
Balance, December 31, 2020
Acquisition costs
Deferred exploration expenditures
Assay
Claim maintenance fees
Drilling
Geological consulting
Geological report
Survey
Travel and miscellaneous
Advance for exploration
Balance, September 30, 2021
YK
White Gold
ON
Marathon
North
Palladium
Property
US Blue
Clay
Lithium
Project
Nevada
Clayton
Valley Deep
Basin
Lithium
Brine
Project
Finland
Kuusamo
PGE-Ni-Cu-
Co Project
Norway Bleka
Gold
Project
Sweden
Slättberg
Cobalt -
Nickel -
Copper
Project
Total
$ 5,080
$ -
$ -
$ 78,178
$ -
$ -
$ 1,223,824
$ 1,307,082
-
15,700
-
-
39,868
46,408
-
101,976
-
-
-
-
7,324
11,314
2,474
21,112
-
-
-
14,381
-
13,878
7,676
35,935
-
-
-
-
-
-
130,472
130,472
-
4,091
-
-
6,673
55,431
24,896
91,091
-
51,202
-
-
2,426
26,962
-
80,590
-
14,855
-
-
4,411
24,280
27,229
70,775
-
-
-
-
-
-
(1,416,571)
(1,416,571)
5,080
85,848
-
92,559
60,702
178,273
-
422,462
-
-
20,120
-
5,139
-
-
25,259
-
-
-
-
21,464
9,793
-
31,257
210
-
-
12,821
-
-
-
13,031
-
-
-
-
-
321,518
-
321,518
-
-
-
-
29,083
6,518
-
35,601
-
1,500
-
-
-
1,500
-
46,456
-
-
26,473
-
-
72,929
-
12,335
-
-
19,437
11,696
-
43,468
-
-
-
-
27,945
82,834
-
110,779
$5,290
$146,139
$20,120
$105,380
$190,243
$610,632
$-
$1,077,804

Balance, September 30, 2021

Title to Mineral Property Interests

Title to exploration and evaluation asset interests involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing history characteristic of many exploration and evaluation assets. The Company has investigated title to all of its exploration and evaluation assets and, to the best of its knowledge, title to all of its interests are in good standing. However, this should not be construed as a guarantee of title. The concessions may be subject to prior claims, agreements or transfers, and rights of ownership may be affected by undetected defects.

White Gold, Yukon

During the year ended December 31, 2009, the Company acquired a 100% interest in certain gold claims in the region of the White and Yukon Rivers for staking costs incurred of $106,896.

During the years ended December 31, 2011, 2013 and 2015, the Company decided not to renew certain claims and allowed them to lapse when they became due. Prior acquisition costs of $106,273 and exploration costs of $114,319 associated with these lapsed claims were written off.

The Company continues to hold a 100% interest in the remaining White Gold claims. As at September 30, 2021, the Company had spent a total of $4,667 in exploration expenditures on the remaining claims of this property.

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 5

6. EXPLORATION AND EVALUATION ASSETS (continued)

– Marathon North Palladium Property, Ontario Staking

In January 2020, the Company acquired a 100% interest in certain mineral claims in Northern Ontario for staking costs of $15,700.

As at September 30, 2021, the Company had spent a total of $130,439 in exploration expenditures on this property.

– Blue Clay Lithium Project, Nevada, U.S.A. Option Agreement

On September 30, 2021, the Company entered into an option agreement (the “Blue Clay Agreement”) with an arm’s length party (the “Seller”), whereby the Seller granted an option to the Company to acquire a 100% interest in certain mineral claims (the “Blue Clay Lithium Project”) located in the Esmeralda County in the Clayton Valley of Nevada, USA. In consideration, the Company is required to the following:

  • Pay $30,000 and issue 2,000,000 common shares (paid & issued subsequently) to the Seller within five days of Exchange approval;

  • Pay $30,000 and issue 1,000,000 common shares to the Seller prior to the date that is six months from the date of Exchange approval; and

  • Issue 1,000,000 common shares to the Seller prior to the date that is twelve months from the date of Exchange approval.

The Seller will retain a 1.5% NSR Royalty on this property. The Company will have the right to purchase 0.75% NSR Royalty for $500,000 at any time up to the commencement of production.

– Clayton Valley Deep Basin Lithium Brine Project, Nevada, U.S.A. Staking

In May 2016, the Company acquired a 100% interest in certain mineral claims of the Clayton Valley Deep Basin Lithium Brine Project in Nevada, U.S.A., for staking costs of $23,609.

As at September 30, 2021, the Company had incurred a total of $81,771 in claim maintenance fees on this property.

Kuusamo Property, Finland

In December 2017, the Company entered into an exploration and option agreement (the "Slättberg Option Agreement") with an arm's length party, a company organized under the laws of Sweden (the "Slättberg Vendor"). The Slättberg Option Agreement was subsequently amended a few times to extend the option period and to include additional projects. On May 18, 2020, the Company entered into the Fifth Amendment with the Slättberg Vendor to include future additional projects. Pursuant to the Fifth Amendment, the Slättberg Vendor has agreed to grant an option to the Company to acquire the mineral licence comprising the Kuusamo exploration project (the “Additional Project” or the “Kuusamo Property”) located in Finland.

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 6

6. EXPLORATION AND EVALUATION ASSETS (continued)

Kuusamo Property, Finland (continued)

Summary of commercial terms – Kuusamo Property: The Company can earn a 100% interest in the Kuusamo Property in Finland, subject to a 3% NSR royalty to the Slättberg Vendor by:

  • Issuing to the Slättberg Vendor 500,000 common shares within five business days upon Exchange approval (issued at a value of $35,000).

  • Reimbursing the Slättberg Vendor for the acquisition costs and expenses related to the Kuusamo Property (reimbursed).

  • Incurring exploration expenditures of at least $250,000 on or before May 27, 2022.

  • To exercise the Option to acquire a 100% interest in the Kuusamo Property, the Company will issue to the Slättberg Vendor an additional 1,500,000 common shares at the end of the two year option period, which is on or before May 27, 2022.

If the Company satisfies the conditions of the option agreement and elects to acquire the Kuusamo Property, the Slättberg Vendor will receive annual advance royalty (“AAR”) payments of US$25,000 commencing on the first anniversary of the option exercise date, with each AAR payment increasing by US$5,000 per year until reaching a cap of US$75,000 per year.

Under certain conditions, the Company may purchase 0.5% of the NSR royalty for a cash payment of $1.5 million subject to Exchange approval, leaving the Slättberg Vendor with a 2.5% NSR royalty.

As of September 30, 2021, the Company had incurred a total exploration expenditures of $117,291 and prepaid $27,945 in exploration costs on the Kuusamo Property.

Bleka and Vekselmyr Projects, Norway

On August 24, 2020, the Company entered into the Sixth Amendment with the Slättberg Vendor to include the Bleka and Vekselmyr Projects (the “BLE Projects”) in Norway. Pursuant to the Sixth Amendment, the Slättberg Vendor has agreed to grant an option to the Company to acquire 100% of the interest in the BLE Projects.

Summary of commercial terms – BLE Projects: The Company can earn a 100% interest in the BLE Projects in Norway, subject to a 3% NSR royalty to the Slättberg Vendor by:

  • Issuing to the Slättberg Vendor 500,000 common shares within five business days upon Exchange approval (issued at a value of $45,000).

  • Reimbursing the Slättberg Vendor for the acquisition costs and expenses related to the BLE Projects (reimbursed).

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 7

6. EXPLORATION AND EVALUATION ASSETS (continued)

Bleka and Vekselmyr Projects, Norway (continued)

  • Incurring exploration expenditures of at least $250,000 by September 1, 2021 (incurred).

  • Incurring exploration expenditures of additional $250,000 by September 1, 2022.

  • To exercise the Option to acquire a 100% interest in the BLE Projects, the Company will issue to the Slättberg Vendor an additional 1,500,000 common shares at the end of the two year option period, which is on or before September 1, 2022.

If the Company satisfies the conditions of the option agreement and elects to acquire the BLE Projects, the Slättberg Vendor will receive annual advance royalty (“AAR”) payments of US$25,000 commencing on the first anniversary of the option exercise date, with each AAR payment increasing by US$5,000 per year until reaching a cap of US$75,000 per year.

Under certain conditions, the Company may purchase 0.5% of the NSR royalty for a cash payment of $1.5 million subject to Exchange approval, leaving the Slättberg Vendor with a 2.5% NSR royalty.

As of September 30, 2021, the Company had incurred a total exploration expenditures of $481,390 and prepaid $82,834 in exploration costs on the BLE Projects.

7. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities recognized in the statement of financial position can be analyzed as follows:

counts payable and accrued liabilities recognized
analyzed as follows:
in the statement of financial positio
Trade payables
Accrued liabilities
Total accounts payable and accrued liabilities
September 30,
2021
December 31,
2020
$ 50,184
$ 329,798
16,314
33,214
$ 66,498
$ 363,012

All amounts are short-term.

8. FLOW-THROUGH SHARE PREMIUM LIABILITY

Balance at December 31, 2019
Liability incurred on flow-through shares issued
Liability derecognized due to exploration expenditures renounced to shareholders
Balance at December 31, 2020
Liability derecognized due to exploration expenditures renounced to shareholders
Balance at September 30, 2021
$ -
22,222
(7,729)
14,493
(6,514)
$ 7,979

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 8

8. FLOW-THROUGH SHARE PREMIUM LIABILITY (continued)

In October 2020, the Company issued 2,222,222 flow-through shares at $0.09 per share for gross proceeds of $200,000. The premium received on the flow-through shares issued was determined to be $22,222 and was recorded as a share capital reduction. An equivalent premium liability was also recorded.

During the year ended December 31, 2020, the Company renounced and incurred the exploration expenditures. Accordingly, the Company derecognized the flow-through share premium liability of $7,729 and recognized it as other income.

During the nine months ended September 30, 2021, the Company renounced and incurred the exploration expenditures. Accordingly, the Company derecognized the flow-through share premium liability of $6,514 and recognized it as other income.

9. LOANS PAYABLE

On May 6, 2020, the Company received the Canada Emergency Business Account (“CEBA”) loan which is an interest-free loan to cover operating costs. The CEBA loan was launched by the government of Canada to support businesses by providing financing for their expenses that cannot be avoided or deferred, and assisting businesses for successful relaunch when the economy recovers from COVID-19. Repaying the balance of the loan on or before December 31, 2022 will result in a loan forgiveness of $10,000. Pursuant to IAS 20 Accounting for Government Grants and Disclosure of Government Assistance, the benefit of a government loan at below-market rate is treated as a government grant and measured in accordance with IFRS 9 Financial Instruments: the benefit of below-market rate shall be measured as the difference between initial carrying value of the loan (being the present value of a similar loan at market rates) and the proceeds received. The Company has estimated the initial carrying value of the CEBA Loan at $30,671, using a discount rate of 10%, which was the estimated rate for a similar loan without interest-free component. The difference of $9,329 has been accredited to the loan liability of the CEBA Loan and offset to other income on the statement of loss and comprehensive loss.

Balance at December 31, 2019
Loan received
Interest free benefit
Finance expense
Balance at December 31, 2020
Finance expense
Balance at September 30, 2021
$ -
40,000
(9,329)
2,105
32,776
2,542
$ 35,318

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 9

10. SHARE CAPITAL AND RESERVES

Authorized:

An unlimited number of common shares, without par value 100,000,000 Class A preferred shares, par value $10 100,000,000 Class B preferred shares, par value $50

(a) Private placements

Nine months ended September 30, 2021:

During the nine months ended September 30, 2021, the Company did not close any private placement.

Nine months ended September 30, 2020:

In August 2020, the Company closed a private placement (the "Offering") consisting of 40,000,000 units at $0.05 per unit for gross proceeds of $2,000,000. Each unit consisted of one common share and one share purchase warrant which entitles the holder to purchase one additional common share of the Company at a price of $0.08 per share until August 14, 2025. The Company incurred filing and legal fees of $14,987, paid an aggregate finders' fees of $76,600, and issued 1,532,000 broker warrants (the "Broker Warrants") in connection with the Offering. Each Broker Warrant is exercisable at $0.08 per share into one common share until August 14, 2025. The Broker Warrants were valued at $124,520, using the Black-Scholes pricing model with the following assumptions: dividend yield 0%, expected volatility 145.4%, risk-free interest rate 0.42% and an expected life of five years.

(b) Share purchase warrants

The following is a summary of changes in share purchase warrants from December 31, 2019 to September 30, 2021:

Balance, December 31, 2019
Issued
Exercised
Expired
Balance, December 31, 2020
Exercised
Balance, September 30, 2021
Weighted Average
Number
Exercise Price
25,130,800
$0.18
41,532,000
$0.08
(3,540,000)
$0.05
(3,150,000)
$0.05
59,972,800
$0.13
(10,785,712)
$0.07
49,187,088
$0.14

At September 30, 2021, the Company had 49,187,088 share purchase warrants outstanding. Each warrant entitles the holder the right to purchase one common share as follows:

Exercise
Number Price Expiry Date
13,110,800 $0.30 January 16, 2023
3,460,000 $0.05 July 2, 2024
32,616,288 $0.08 August 14, 2025
49,187,088

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 10

10. SHARE CAPITAL AND RESERVES (continued)

(c) Share-based payments

The Company has a stock option plan whereby the maximum number of shares reserved for issue under the plan shall not exceed 10% of the outstanding common shares of the Company, as at the date of grant. The maximum number of common shares reserved for issue to any one person under the plan cannot exceed 5% of the issued and outstanding number of common shares at the date of grant and the maximum number of common shares reserved for issue to a consultant or a person engaged in investor relations activities cannot exceed 2% of the issued and outstanding number of common shares at the date of grant. The exercise price of each option granted under the plan may not be less than the Discounted Market Price (as that term is defined in the policies of the TSX-V). Options may be granted for a maximum term of five years from the date of grant.

The following is a summary of changes in share purchase options from December 31, 2019 to September 30, 2021:

Outstanding and exercisable, December 31, 2019
Granted
Exercised
Expired
Outstanding and exercisable, December 31, 2020
Granted
Outstanding and exercisable, September 30, 2021
Weighted
Average
Exercise
Number
Price
5,000,000
$0.07
6,000,000
$0.10
(200,000)
$0.07
(4,800,000)
$0.07
6,000,000
$0.10
5,500,000
$0.14
11,500,000
$0.11

As of September 30, 2021, 11,500,000 share purchase options were outstanding entitling the holders thereof the right to purchase one common share of the Company for each option held as follows:

Number
Outstanding Exercise Price ExpiryDate
6,000,000 $0.095 October 1, 2021 (Note 15)
5,500,000 $0.135 March 19, 2022 (Note 15)
11,500,000

During the nine months ended September 30, 2021, Nil stock options were exercised (nine months ended September 30, 2020: 200,000 stock options were exercised at a price of $0.065 per share for gross proceeds of $13,000). The previously recognized share-based payment expense relating to these stock options were reclassified from share-based payment reserve to share capital in the amount of $4,076 during the nine months ended September 30, 2020.

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 11

10. SHARE CAPITAL AND RESERVES (continued)

(c) Share-based payments (continued)

During the nine months ended September 30, 2021, the Company granted 5,500,000 stock options with an exercise price of $0.135 and an expiry date of March 19, 2022 (nine months ended September 30, 2020: Nil stock options were granted). The weighted average fair value of the options issued during the nine months ended September 30, 2021 was estimated at $0.07 per option at the grant date using the Black-Scholes option pricing model with the following assumptions:

Weighted average expected dividend yield
Weighted average expected volatility
Weighted average risk-free interest rate
Weighted average expected term
Nine months ended
September 30, 2021
0.0%
139.3%
0.27%
1 year
Nine months ended
September 30, 2020
N/A
N/A
N/A
N/A
  • Expected volatility has been based on historical volatility of the Company’s publicly traded shares.

Total expenses arising from share-based payment transactions recognized during the nine months ended September 30, 2021 were $382,151 (nine months ended September 30, 2020: $Nil).

11. LOSS PER SHARE

The calculation of basic and diluted loss per share was based on the following data:

Nine months ended Nine months ended September 30, September 30,
2021 2020
Net Loss $
(718,248)
$ (592,105)
Weighted average number of common shares for the purpose of
basic and diluted loss per share 118,298,300 72,204,702

Basic loss per share is computed by dividing loss by the weighted average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution of common share equivalents, such as stock options and share purchase warrants, in the weighted average number of common shares outstanding during the period, if dilutive. All of the stock options and share purchase warrants currently issued (see Note 10) were anti-dilutive for the nine months ended September 30, 2021 and 2020.

Basic and diluted loss per share for the nine months ended September 30, 2021 was $(0.01) (nine months ended September 30, 2020: $(0.01)).

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 12

12. RELATED PARTY TRANSACTIONS

Key management personnel compensation

Key management personnel include persons having the authority and responsibility for planning, directing and controlling the actions of the Company and its subsidiaries as a whole. Their remuneration includes the following:

Nine months ended Nine months ended September 30, September 30,
2021 2020
Directors’ fees $ 5,000 $ 5,000
Management fees 130,500 101,500
Professional fees 33,761 33,515
Share-based payments * 191,075 -
$ 360,336 $ 140,015
  • Share-based payments are the fair value of options granted to key management personnel as at the grant date.

Related party balances

At September 30, 2021, accounts payable and accrued liabilities include $27,876 (December 31, 2020: $220,248) payable to two directors and a former director of the Company, and one private company controlled by a director of the Swedish subsidiary for unpaid fees. These amounts are unsecured, non-interest bearing and payable on demand.

13. SEGMENTAL REPORTING

The Company operates in one business segment, being the acquisition and exploration of mineral properties. The Company’s exploration and evaluation assets are distributed by geographic location as follows:

Canada
Finland
Norway
U.S.A.
September 30,
2021
December 31,
2020
$ 151,429
$ 90,928
190,243
60,702
610,632
178,273
125,500
92,559
$ 1,077,804
$ 422,462

Sienna Resources Inc. Notes to the condensed consolidated interim financial statements September 30, 2021 (Expressed in Canadian Dollars) – Page 13

14. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

Investing and financing activities that do not have a direct impact on cash flows are excluded from the statement of cash flows. The following transactions were excluded from the statements of cash flows:

Nine months ended September 30, 2021:

  • a) As at September 30, 2021, the Company accrued exploration and evaluation assets of $23,588 in accounts payable and accrued liabilities.

Nine months ended September 30, 2020:

  • a) As at September 30, 2020, the Company accrued exploration and evaluation assets of $53,331 in accounts payable and accrued liabilities.

  • b) The Company issued a total of 1,000,000 common shares to the Slattberg Vendor valued at $80,000 pursuant to the Fifth and Sixth Amendment to the Slättberg Option Agreement.

  • c) The Company issued broker warrants at a value of $124,520 as share issue costs (Note 10).

15. SUBSEQUENT EVENTS

Subsequent to September 30, 2021, the following occurred:

  • a) 400,000 share purchase warrants were exercised into common shares at a price of $0.08 per share for gross proceeds of $32,000;

  • b) The Company granted 2,500,000 stock options to its directors, officers and consultants at an exercise price of $0.12 per share for a period of 12 months;

  • c) 6,000,000 stock options at an exercise price of $0.095 per share expired unexercised; and

  • d) 200,000 stock options at an exercise price of $0.135 per share were forfeited due to resignation of one director.