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Silver One Resources Inc. — Interim / Quarterly Report 2020
Nov 27, 2020
46220_rns_2020-11-26_ff1fdeb9-61c1-43df-ac3f-9961099afbc7.pdf
Interim / Quarterly Report
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
This Management’s Discussion and Analysis (“MD&A”) for the nine months ended September 30, 2020, prepared as of November 26, 2020, should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2020 of Silver One Resources Inc. (the “Company” or “Silver One”), together with the audited financial statements of the Company for the year ended December 31, 2019, as well as the accompanying MD&A for the period then ended (the “Annual MD&A”).
The referenced unaudited 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”) and interpretations of the IFRS Interpretations Committee (“IFRIC”), applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. All amounts included in this MD&A are expressed in Canadian dollars unless otherwise indicated.
The Company’s critical accounting estimates, significant accounting policies and risk factors as disclosed in the Annual MD&A have remained substantially unchanged and are still applicable to the Company unless otherwise indicated.
These documents and other information relevant to the Company’s activities are available for viewing on SEDAR at www.sedar.com or on the Company’s website at www.silverone.com.
COMPANY OVERVIEW
Silver One was incorporated pursuant to the provisions of the Business Corporations Act (British Columbia) on June 8, 2007.
The Company’s principal activities include the acquisition, exploration and development of mineral properties. The Company has an option agreement to acquire a 100% interest in the Candelaria silver project (the “Candelaria Project”) located in Nevada and has claims staked in eastern Nevada, including the Cherokee project (the “Cherokee Project” or “Cherokee”). The Company also has an option agreement to acquire 100% interest in the Phoenix Silver property in Arizona (the “Phoenix Silver Property” or “Phoenix Silver”) and has a 100% interest in three Mexican silver projects: Peñasco Quemado in the state of Sonora, La Frazada in the state of Nayarit, and Pluton in the state of Durango.
COMPANY HIGHLIGHTS
Current highlights (including subsequent events up to November 26, 2020) include:
Commencement of 15,000 Meter Drill Program at Candelaria
On October 15, 2020, the Company announced the commencement of a 15,000 meter reverse circulation drilling program on its 100% owned Candelaria silver project in Nevada. The drilling program will test potential high-grade down-dip targets and potential along strike extensions of the historic Candelaria open-pit mines mineralization. Reverse circulation material will also be used for metallurgical testing on the near surface mineralization proximal to the two open-pits, with the aim of completing an economic study on both the historic leach pads and on combining near surface mineralization with the heap leach pad material.
Definitive Agreement to sell Mexican Silver Assets
On November 19, 2020, the Company entered into a share purchase agreement (the “Purchase Agreement”) with Plymouth Realty Capital Corp. (“Plymouth”), a capital pool company, to sell its Canadian subsidiary KCP Minerals Inc., which holds all of its Mexican silver properties.
Under the terms of the Purchase Agreement, the Company has agreed to transfer to Plymouth a 100% interest in all of its Mexican Silver Properties and, in consideration of which, Plymouth will issue $6,000,000 in cash and shares of Plymouth as follows: (a) pay $1,000,000 in cash, and (b) issue $5,000,000 of common shares of Plymouth to the Company.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
Plymouth will also grant a 1.5-per-cent net smelter return royalty on each of the silver properties. At the option of Plymouth, Plymouth may repurchase two-thirds of the royalty (being a 1-per-cent net smelter return royalty) with a payment equal to $500,000 (U.S.) for each of the silver properties.
In connection with the completion of the transaction, Plymouth will complete a private placement financing of 10,000,000 subscription receipts at $1.00 per subscription receipt for total proceeds of $10,000,000 to fund the exploration and development of the Mexican silver properties (the “Offering”). Plymouth will also change its name to Silverton Metals Corp. and list the post-Split common shares under a new stock symbol.
43-101 Report on Candelaria
On August 18, 2020, the Company announced the completion of an indicated and inferred resource estimate on heap leach pads located on the Candelaria Project. A copy of the National Instrument 43-101 (“NI 43-101”) technical report on the Candelaria Project is filed on the SEDAR.
Commenced Exploration on Its Cherokee Project
On August 6, 2020, The Company commenced its 2020 exploration season on its 100% owned Cherokee Project in eastern Nevada. Cherokee is a high-grade, silver-copper and gold project hosting multiple northwest trending, epithermal style, precious and base metal bearing vein systems. Two main structures that are host to these veins have been traced for over 12 km along strike. Several new areas of alteration and veining were discovered in the 2019-2020 exploration program.
Advanced Exploration Targets at the Phoenix Silver Project
On July 28, 2020, the Company released the results of its ongoing exploration at its Phoenix Silver Project near Globe, Arizona. The focus of the work undertaken since March 2020 has been to identify the upslope source of large, very angular vein fragments, one of which weighed 417 pounds (189 kg). The host veinstructure was thus called the “417 Vein”. Specific gravity measurements indicate that this fragment contains up to 70% silver. One of the smaller vein fragments discovered in the same area was assayed (concentrate assay) and returned just under 50% silver – 459,000 gm/t or 14,688 oz/t silver. Subsequent work undertaken included prospecting, geological mapping, rock and soil sampling, as well as ground supported Self Potential (“SP”) geophysical surveys. The SP and soil geochemistry revealed strong anomalies upslope and to the northwest of the area of the very high-grade vein fragments. The Company will also be undertaking a ground electromagnetic survey around the 417 vein and a drone-borne magnetic survey of the entire property.
July 2020 Financing
On July 14, 2020, the Company closed a private placement by issuing 21,111,111 units (“Units”) at a price of $0.45 per Unit for gross proceeds of $9,500,000 (the “Financing”). Each Unit is comprised of one common share and one-half of one common share purchase warrant (“Warrant”), with each whole Warrant entitling the holder to purchase one additional common share at $0.65 per share for a period of three (3) years from the date of issue. The Company paid finders a fee of $67,730 and 125,660 finders Warrants.
Further, Eric Sprott (“Sprott”), through 2176423 Ontario Ltd., a company which is beneficially owned by Sprott, subscribed for $5,000,000 of this Financing. As a result, Sprott continues to be the largest shareholder of Silver One and holds 16.97% of the issued and outstanding shares.
Trading on the OTCQX
On June 30, 2020, the Company began trading on the OTCQX. The OTCQX Best Market provides value and convenience to U.S. investors, brokers and institutions seeking to trade Silver One shares under the ticker symbol SLVRF.
Amendment of Candelaria Option Agreement
On April 14, 2020, the Company agreed with each of SSR Mining Inc. (“SSR”) and Maverix Metals Inc. (“Maverix”) whereby the Company will reduce its payment obligation under its Candelaria Option Agreement (the “Amended Candelaria Option Agreement”) with SSR and, in consideration of which, assume a future production payment due to Maverix.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
Under the Amended Candelaria Option Agreement:
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The Company agreed to assume the obligation to pay Maverix US$1,000,000 upon Candelaria achieving commercial production of not less than 2,500,000 ounces of silver per annum (the “Production Payment”);
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In consideration of the Company assuming the Production Payment, SSR agreed to relinquish the option payment of US$1,000,000 in shares of Silver One and instead agreed to receive US$100,000 in units of Silver One (issued);
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In consideration of Maverix agreeing to the Company’s assumption of the Production Payment, Maverix received US $100,000 in units of Silver One (issued); and
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Maverix agreed to amend the Production Payment so that the Company may satisfy it with US$500,000 cash and $500,000 in shares of the Company on the first anniversary after commencement of commercial production at Candelaria.
Each unit was comprised of one share and one-half of one share purchase warrant (each a “Warrant”) with each whole Warrant entitling the holder to purchase one additional share at a price of $0.40 per share for a period of three years from the date of issue.
Silver One Achieves Top 10 Ranking in the Mining Sector on the TSXV 2020 Venture 50
On Feb 24, 2020, Silver One announced that it was selected as one of the top 10 performers in the mining sector on the TSXV 2020 Venture 50. The Venture 50 showcases the top 10 companies listed on the TSX-V in each of five major industry sectors – energy and energy services, clean technology and life sciences, mining, diversified industries and technology – based on a ranking formula with equal weighting given to market cap growth, trading volume amount and share price appreciation. December 31, 2019 was the cut-off date for the data used to calculate the rankings.
Silver One Announces Initial Drill Results at Candelaria
On March 2, 2020, the Company announced drill results from the initial 5 diamond drill holes completed in the area around the historic open-pits at Candelaria, Nevada. Drilling results confirmed the down-dip continuation of silver mineralization and also encountered high-grade intercepts below the existing pit limits. One highgrade down-dip intercept in hole SO-C-19 047 returned 1,129 gm/t silver over 8 m true width, within a 27.62 meter interval that averaged 350 gm/t silver.
On May 26, 2020, the Company reported analyses and tabulation of results for the final four holes of the diamond drill program at its Candelaria project, Nevada. Drilling intercepts continue to expand down-dip, higher-grade mineralization between Mount Diablo and Northern Belle pits as well confirming near surface lower-grade mineralization peripheral to the two past-producing open pits.
Phoenix Silver Acquisition
On February 4, 2020 the Company entered into an agreement (the “Agreement”) with Granite-Solid LLC (the “Optionor”) whereby the Company has the option to acquire a 100% interest in the Phoenix Silver property. The Phoenix Silver property consists of 86 unpatented lode claims and 2 unpatented placer claims, located in Gila County, Arizona.
The Company may exercise the option by making the following cash payment and share issuances:
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paying the Optionor US $350,000 within five days of TSX Venture Exchange acceptance of the Agreement (the “Effective Date”) (paid); and
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issuing the Optionor: (i) 500,000 shares on the date that is six (6) months from the Effective Date; (ii) 1,000,000 shares on the date that is twelve months from the Effective Date; (iii) 2,500,000 shares on the date that is twenty-four months from the Effective Date; (iv) 3,000,000 shares on the date that is thirty-six months from the Effective Date; and (v) 3,000,000 shares on the date that is forty-eight months from the Effective Date.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
The Agreement is subject to a five-mile area of interest. Further, after two years of the Effective Date, Silver One has the right to require the Optionor to include other unpatented placer claims under this Agreement for no additional consideration.
The Phoenix Silver property is subject to an underlying 2% Net Smelter Royalty (“NSR”) to the original prospectors of the project. Each 1% NSR may be purchased for US $500,000 resulting in a total of US $1,000,000 for the entire underlying NSR.
January 2020 Financing
On January 13, 2020 and January 20, 2020, the Company closed an oversubscribed two-tranche private placement by issuing a total of 20,820,000 units (“Units”) at a price of $0.25 per Unit for gross proceeds of $5,205,000. Under the private placement, each Unit consists of one common share in the capital of the Company and one-half of one share purchase warrant (each whole warrant being a “Warrant” of the Company). Each whole Warrant will entitle the holder to purchase one share at an exercise price of $0.40 per share for a period of three years from the date of the issue of the Warrants.
MINERAL PROPERTIES
USA
Candelaria, Nevada, United States
The Candelaria Mine is located in central west Nevada just off the paved Highway 95, which connects Las Vegas with Reno. The past producing mine site is serviced by paved road, power and water. Reclamation of the Candelaria Mine has been ongoing since 1998. The mine dumps were re-contoured and seeded, and the heap leach piles were rinsed with fresh water and seeded. Other infrastructure has been removed, and the substantial reclamation work meets all state and federal guidelines.
The project lies within the Candelaria Mining District, historically the richest silver mining district in Nevada. Estimated production from the late 1880’s to 1954 was 22 million ounces of silver. From 1874 to 1883, the Northern Belle Deposit alone produced high grade lodes averaging 1,700 – 2,000 g/t (50 – 60 oz/t) silver. Open pit mining between 1980 and 1999 resulted in the production of 47 million ounces of silver, with Kinross Gold producing approximately 13 million ounces of that between 1994 and 1999.
SSR completed a large drilling program prior to acquiring the project in 2001 and commissioned a technical resource report titled “Candelaria Project Technical Report” dated May 24, 2001 (filed on SEDAR on June 20, 2002), prepared by Pincock Allen & Holt. Historical resources as outlined in the report amount to approximately 44 million ounces of silver in the Measured and Indicated categories with an additional 82.8 million ounces of silver Inferred. See section titled “Cautionary Note on Historical Resource Estimates”.
Silver One entered into a 3-year option agreement with SSR (announced on January 17 and 23, 2017) whereby Silver One issued 1,332,900 Silver One common shares worth USD $1,000,000 upon TSX-V approval of the option agreement (January 23, 2017). On January 24, 2018, the Company announced the completion its first anniversary payment to SSR by issuing 2,828,636 shares at a deemed value of USD $1,000,000. On January 28, 2019, the Company announced the completion its second anniversary payment to SSR by issuing 5,827,338 shares at a deemed value of USD $1,000,000. It was further obligated to issue an additional USD $1,000,000 worth of Silver One shares in January 2020. However, Silver one entered into an agreement with SSR and Maverix Metals Inc. (“Maverix”) whereby:
- Silver One will assume a Production Payment obligation by SSR to Maverix (formerly to Kinross). For this, SSR agreed to relinquish the option payment of US$1,000,000 in shares of Silver One and instead received US$100,000 in units of Silver One. This agreement obliges Silver One to assume the obligation to pay Maverix US$1,000,000 upon Candelaria achieving commercial production of not less than 2,500,000 ounces of silver per annum (the “Production Payment”).
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
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In consideration of Maverix agreeing to Silver One’s assumption of the Production Payment, Maverix will receive US $100,000 in units of Silver One.
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Maverix has agreed to amend the Production Payment so that Silver One may satisfy it with US$500,000 cash and $500,000 in shares of Silver One on the first anniversary after commencement of commercial production at Candelaria.
Each unit will be comprised of one share of Silver One and one-half of one share purchase warrant (each a “Warrant”) with each whole Warrant entitling the holder to purchase one additional share at a price of $0.40 per share for a period of three years.
On July 25, 2019, the Company amended the Candelaria Option Agreement (“Amended Agreement”). The Amended Agreement deferred the assumption of the USD $2,000,000 bond obligation by the Company until January 2023.
Upon completion of the option agreement, Silver One will have earned 100% of SSR’s interest in the property, subject to a 3% net smelter returns royalty payable to Teck Resources USA on production from a certain claims group of the property and a charge of $0.01 per ton payable for waste rock dumped on certain claims.
Silver One’s goal is to re-evaluate all of the resources, including potential reprocessing of silver from the historic leach pads. It will also explore for potential down-dip, high-grade extensions to the system. Drilling completed by SSR partially delineated some of these deeper targets, but the testing of their full potential has not been completed. Additionally, as indicated by historic workings throughout the area, Silver One will examine the potential for increasing the extent of the mineralized system along strike in both directions from the historic open pits.
On January 3, 2018, the Company announced the completion of a 1,110 meter sonic drilling program on the historic heaps, stockpiles and waste dumps.
Assay results were reported in a news release of April 19, 2018. The results are encouraging as the head grade of the leach pads, estimated at 43 g/t, is over 3 times greater than the head grades currently being mined at the Rochester Mine held by Coeur Mining approximately 220 kilometres north of Candelaria. Further, an average cyanide soluble silver content of 56% for leach pad material and 64% for fresh material in stockpiles, combined with their respective silver grades reported, provide a promising outlook for the project.
Historic silver recoveries at Candelaria ranged from 42% to 51% of the total silver through the heap leaching ores crushed at sizes below 1 inch. Silver One believes that such recoveries may be improved by milling or the use of high-pressure grinding rolls (“HPGR”) prior to leaching. HPGR is being employed at numerous mines throughout Nevada, including Coeur’s Rochester Mine, with resultant improved silver/gold recoveries and reduced operating costs.
The Company prepared various composite samples from the heaps and stockpiles which were sent to McClelland Laboratories, Inc. in Reno, Nevada for ongoing metallurgical testing. The metallurgical results will assist in determining the best methods to potentially recover silver from the heap leach pads, stockpiles and dumps.
Preliminary metallurgical test results were announced on June 28, 2018. These results indicate that the average cyanide soluble silver content remaining in the two heap leach pads averages 56%. These results are very encouraging, considering the heaps were partially leached by Kinross and others during previous operations.
The Company is continuing its metallurgical testing to determine the most cost-effective means of potentially extracting the remaining silver from the historic leach pads. Samples were more recently sent to Kappes Cassiday in Reno, Nevada for column leach testing using HPGR. Additionally, samples were sent to a silver
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
producing mine to test very fine milling and cyanide recovery of silver using microbubble technology. Results were published in the company’s May 21 news release. In light of the positive results of both HPGR and fine milling tests, the company will continue its testing to investigate optimization alternatives.
On November 19, 2019, Silver One commenced a drilling program in the area of the historic open pits. Duplicate holes to the historic drilling will be used to verify silver grades and potentially update the historic 43101 resource to current. Additionally, down-dip testing of high-grade intercepts encountered by Silver Standard’s drilling between 1999 and 2000, will be undertaken.
A total of 2,860 meters were drilled in 9 holes. Seven holes were drilled in the Mount Diablo area, north of the Diablo pit and between the Diablo and Northern Belle pits. Two holes were drilled in the Northern Belle area. The program was shut down in March 2020 with the onset of COVID19.
The overall drilling program validated historic high-grade intercepts both down-dip from and between the Mount Diablo and Northern Belle past producing open-pits. Additionally, drill holes 49 and 51 extended the LCS (Lower Candelaria Shear) silver-gold bearing horizon an additional 130 meters north of the nearest historic drill hole 49 (see News Release March 2, 2020). An area covering over 1500 meters along strike hosts clusters of higher-grade mineralization and clearly demonstrates that additional drilling is warranted to more fully test the extent and grade of this system.
Surface exploration to assess the mineral potential along-strike outside the areas of the old pits continues. The Company has also undertaken the process of claim consolidation through acquisitions and staking.
Cherokee, Nevada, United States
In July 2018 Silver One announced that it has expanded its portfolio of high-quality silver projects with the staking of 636 lode claims (approximately 13,000 acres or 5,200 hectares) covering a 12-kilometre long by 4- kilometre wide, structurally controlled, silver-copper-gold system in Lincoln County, Nevada. The property, known as Cherokee, hosts a series of epithermal-style veins, along with several large areas of strong silicification and associated jasperoids. Similar epithermal systems to those at Cherokee are known to host numerous gold and silver mines throughout Nevada. A total of 125 samples were collected across the property in Q2 2018, with individual values as high as 1,162 ppm silver, 2.9% copper and over 2 ppm gold being returned from select surface dump, rock grab and rock chip samples taken along the exposed areas of these vein systems. Additional sampling at Cherokee returned select sample results as high as 954 g/t silver and 4.8% copper.
The Company also announced that it entered into a Lease/Purchase Agreement with Castelton Park LLC of Sparks, Nevada to acquire five patented claims covering 83.5 acres along the Cherokee vein system in July 2018.
Further sampling results, along the 12+ kilometre long structures were announced October 2018. A new zone called Hidden Treasure was identified in the southeastern portion of the property. Hidden Treasure lies eastsoutheast of the Johnnie Mine and hosts some of the highest gold values collected to date on the Cherokee property. It occurs where the high-grade Cherokee and Mojoto vein systems are interpreted to merge.
Cherokee is an emerging silver exploration target located approximately 75 kilometres south of the historic Pioche mining district. From 1869 to present, there have been over 6 million tons mined in the Pioche area producing in excess of 1 million ounces of gold, 20 million ounces of silver, 7 million pounds of copper, 350 million pounds of lead and 700 million pounds of zinc. Production was initially from gold-silver-copper veins and later from underlying carbonate-hosted replacement-type mineralized bodies. Mineralization at Cherokee is best characterized as epithermal in nature and is hosted in sedimentary and volcanic rocks, which is geologically similar to the past producing mineralized systems at Pioche.
Silver One’s near-term objective is to continue surface exploration, including additional mapping and sampling
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
to evaluate large areas of this property that remain untested. Results of the geophysical survey, announced on November 11, 2019, reveal new structural and geological features potentially associated to metallic mineralization, as well as expanded linear features that contain known mineralized systems at Cherokee, Mojoto, Johnny and Hidden Treasure vein-structures.
The medium-term goal will be to prioritize drill targets to potentially extend known mineralized areas both at depth and along-strike from the exposed veins.
Phoenix Silver Project, Arizona, United States
On Feb 5, 2020, Silver One entered into an agreement to acquire an 100% interest in a very high-grade native silver prospect in Arizona. The property, Phoenix Silver, lies within the “Arizona Silver Belt”, immediately adjacent to the prolific copper producing area of Globe, Arizona. Multiple surface vein fragments, interpreted to have been transported short distances downslope from partially exposed vein structures, have been found in numerous areas throughout the property. Some of the larger fragments have returned the following:
A 417-pound native silver vein fragment was found buried beneath the overburden in a dry creek bed immediately downslope from prospective vein targets. Specific gravity measurements indicate a high-grade silver content (possibly up to 70% silver). No assay was performed due to the desire to preserve the specimen nature of this sample. An 18.7 lb (8.5 kg) native silver vein fragment assayed 459,000 gm/tonne (14,688 oz/ton) silver, as determined by a concentrate assay performed at Skyline Assayers and Laboratories, Tucson, Arizona (ISO: 17025:2005). The above grab samples are selected samples and are not necessarily representative of the mineralization hosted on the property.
The extremely high-grade nature of the vein fragments discovered on this largely overburden-covered property makes for a highly prospective exploration target. This will become a focus for Silver One’s exploration efforts in 2020.
Work undertaken to August 2020 includes prospecting, geological mapping, rock and soil sampling, as well as ground supported Self Potential (“SP”) geophysical surveys. The SP and soil geochemistry revealed strong anomalies upslope and to the northwest of the area of the very high-grade vein fragments. The Company is currently conducting a drone-borne magnetic survey of the entire property and will also be undertaking a ground electromagnetic survey (“EM”) around the 417 vein.
Mexico
Peñasco Quemado, Sonora, Mexico
Peñasco Quemado, is located in northern Sonora, 60 kilometres south of the town of Sasabe on the USMexican border and comprises 3,746 hectares in seven concessions.
A 2006 drilling program outlined a historical measured and indicated resource of 2.57 million tonnes at a grade of 117 g/t Ag for a silver resource of 9.63 million ounces (Technical Report filed on SEDAR on Jan. 9, 2017). The silver mineralization is associated with manganese oxides and barite in a near surface shallow westerly dipping zone of polymictic conglomerate in the northern part of the deposit and in stockwork quartz and manganese oxides in a rhyolite dome in the southern part of the deposit. See “Cautionary Note on Historical Resource Estimates”. The historical resource has been traced along a 450m strike length and drilling to date has been relatively shallow, less than 100m deep, mainly focused on the silver-bearing conglomerate.
Soil sampling over the entire property was conducted in late 2016 with results announced on March 1, 2017. Highly anomalous soil values in manganese and barium along with lead and zinc are associated with the historic resource area and extend the potentially mineralized system for an additional 2.6 kilometres to the southeast. As well, a second large anomalous area was outlined by the soil program in the western area of the property, an exploration target area that has never been systematically explored.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
The Company has also completed a controlled-source audio-frequency magnetotellurics (“CSAMT”) geophysical survey over the property. Results were announced on April 12, 2018. Four main CSAMT’s low resistivity anomalies have been delineated, which significantly expand the exploration potential within and outside the historic resource area previously outlined by Micon International for Silvermex Resources Ltd. in 2006. This geophysical survey was very successful in identifying potential for down-dip, westward extensions to the historic resource area that have never been drilled. It also outlined new areas of low resistivity that are associated with strong to moderate zinc, lead and/or copper in soil geochemical signatures. The CSAMT further identified deep zones of low resistivity which suggest wide channelways for potential mineralizing solutions.
In February 2019, the Company announced the commencement of a 1,000 meter diamond drill program at Peñasco Quemado to test various targets outlined by previous soil geochemical and geophysical surveys. The program has been completed. Results were published in the company’s May 21[st] news release.
La Frazada, Nayarit, Mexico
La Frazada is located approximately 300 kilometres northwest of Guadalajara and hosts silver-rich epithermal veins with base metals. The 299-hectare exploration concession lies within the western foothills of the Sierra Madre Occidental. Access is good, being only a few kilometers from the main coastal highway with average elevations less than 200m above sea level.
La Frazada was mined in the late 1890’s by an English company, with the Mexican revolution effectively stopping all activity by 1910. A small ornate smelter stack is all that remains of that early historical production. Two parallel quartz veins with galena and sphalerite have been traced for over 1800m along strike and host mineralization in three known mineralized shoots. A 2008 NI 43-101 Technical Report (filed on SEDAR on Jan. 9, 2017) calculated a historical measured and indicated resource totaling 583,000 tonnes at 250 g/t Ag, 0.87% Pb, and 2.44% Zn; historical inferred resources are an additional 534,000 tonnes at 225 g/t Ag, 0.92% Pb, and 2.62% Zn. These resources are near surface and within the existing mine workings. See “Cautionary Note on Historical Resource Estimates”.
A property wide soil sampling program was completed in late 2016, with results announced on March 1, 2017. The results reveal lead-zinc-copper and antimony anomalies that correlate with known mineralized veins. Portions of the veins, however, do not show contrast with background values. The tropical weather of Frazada has leached silver and to some extent other elements such as zinc and copper that are more easily detectable in dry weather. Thus, the vein is not easily visible with the soil geochemistry. Despite such limitations, certain elements are useful to identify the veins and delineate extensions of the mineralized trends. Antimony, for example, roughly correlates with the Jabalina East vein. Lead, zinc and copper roughly correlate with the Frazada vein in the eastern part of the property and indicate that the vein extends an additional 300 meters to the west.
A drilling program targeting deeper levels of the projected ore shoots has never been undertaken, but could appreciably add to the resource. Additional resources could also exist along strike, outside the areas of the underground workings. For more detailed information, please review the NI 43-101 report.
Pluton, Durango, Mexico
Pluton is a 6,534-hectare property comprised of 3 contiguous exploration concessions. It is strategically located within the historic “Ojuela-Mapimi Mining District” and lies along the eastern front of the Sierra Madre Oriental in northern Durango.
The company is currently seeking partners to advance or acquire the Property. Exploration targets at Pluton are silver-lead-zinc carbonate replacement deposits, which may lie beneath the shallow alluvial cover. Geological, geophysical and geochemical surveys carried throughout the property delineate five main target areas. Limited drilling conducted in 2011 partially tested some of the targets intersecting narrow structures between 0.5m to 1.2 meters wide, with up to 6.5% Zn, 3% Pb, 0.47 g/t Au and 23 g/t Ag in clastic and hornfels
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
rock formations that overlay favourable limestones. Deeper holes are warranted to test potential high-grade silver manto-chimney deposits in limestones at depth.
Cautionary Note on Historical Resource Estimates
Historical Resource Estimate on Peñasco Quemado
Silvermex completed a NI 43-101 Technical report outlining the following historical resource estimate as set forth below.
| Resource | Mineral | Tonnes | Ag | Ag |
|---|---|---|---|---|
| Category | Type | (Mt) | (g/t) | (Moz) |
| (Underground) | ||||
| Measured | Oxides | 0.12 | 152 | 0.60 |
| Indicated | Oxides | 2.44 | 115 | 9.03 |
| Total M + I | Oxides | 2.57 | 117 | 9.63 |
| Inferred | Oxides | 0.10 | 41 | 0.13 |
Silvermex Resources Limited reported in a technical report titled “Updated NI 43-101 Technical Report and Resource Estimate for the Peñasco Quemado Silver Property” dated March 9, 2007 (filed on SEDAR on March 16, 2007), prepared by William J. Lewis and James A. McCrea, the above historical mineral resource estimate. The historical mineral resource estimate used “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource”, which are categories set out in NI 43-101. Accordingly, the Company considers these historical estimates reliable as well as relevant as it represents a target for exploration work by the Company. The data base for the historical resource estimate consisted of 24 reverse circulation holes from a 1981/82 program, 17 reverse circulation holes from a 2006 program and 8 diamond drill holes from a 2006 drill program. Assay data was available for all 49 of the drill holes and 12 trenches. The mineral resource estimate used a kriging estimation method to establish ore zones with a cut-off grade of 30 g/t Ag and assay’s capped at 700 g/t Ag. Resource blocks were estimated by ordinary kriging with samples within a search radius of 25 meters classified as a measured mineral resource, within 47 meters classified as an indicated mineral resource and within 70 meters classified as an inferred mineral resource. As required by NI 43-101, CIM definitions (August 2004) were used to classify mineral resources with the classification of each kriged ore block dependent upon the number of penetrating holes. An in-situ block density of 2.50 t/cu meter was assigned the ore blocks. The qualified person has not done sufficient work to classify the historical estimate as a current mineral resource therefore the Company is treating these historical estimates as relevant but not current mineral resources.
Historical Resource Estimate on La Frazada Property
A NI 43-101 Technical Report prepared for Silvermex Resources Ltd. (“Silvermex”) outlined a historical measured resource comprised of 2.54 million ounces, averaging 260 g/t silver, a historical indicated resource comprised of 2.16 million ounces, averaging 241 g/t silver, and a historical inferred resource comprised of 3.86 million ounces of silver, averaging 225 g/t silver.
| Resource | Tonnes | Ag | Au | Pb |
Zn | Ag | Au | Pb | Zn | Cu |
|---|---|---|---|---|---|---|---|---|---|---|
| Category | (Mt) | (g/t) | (g/t) | (%) | (%) | (Moz) | (oz) | (Mlb) | (Mlb) | (Mlb) |
| Measured | 0.30 | 260 | 0.20 | 0.88 | 2.36 | 2.54 | 1,900 | 5.86 | 15.78 | 0.63 |
| Indicated | 0.28 | 241 | 0.14 | 0.86 | 2.52 | 2.16 | 1,300 | 5.30 | 15.50 | 0.55 |
| Total M+ I | 0.58 | 251 | 0.17 | 0.87 | 2.44 | 4.70 | 3,200 | 11.16 | 31.28 | 1.18 |
| Inferred | 0.53 | 225 | 0.17 | 0.92 | 2.62 | 3.86 | 3,100 | 10.86 | 30.77 | 1.05 |
Silvermex Resources Limited reported in a technical report titled “Technical Report and Preliminary Resource Estimate for the La Frazada Silver Property, El Zopilote Mining District, Nayarit, Mexico) dated November 24,
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
2008 (amended January 19, 2009) (filed on SEDAR on February 18, 2009), prepared by William J. Lewis, the above historical mineral resource estimate. The historical mineral resource estimate used “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource”, which are categories set out in NI 43101. Accordingly, the Company considers these historical estimates reliable as well as relevant as it represents a target for exploration work by the Company. The data base for the historical resource estimate consisted of 729 samples; 233 belonging to the La Jabalina West vein, 384 to the La Frazada vein and 112 samples corresponding to the La Jabalina East-Tiro Real vein. The mineral resource estimate used a block model method with a cut-off grade of 80 g/t Ag, 0.75% Pb and 1% Zn. The qualified person has not done sufficient work to classify the historical estimate as a current mineral resource therefore the Company is treating these historical estimates as relevant but not current mineral resources.
Historical Resource Estimate on Candelaria Project
SSR reported in a technical report titled “Candelaria Project Technical Report” dated May 24, 2001 (filed on SEDAR on June 20, 2002), prepared by Mark G. Stevens, P.G., of Pincock Allen & Holt, the historical mineral resource estimate shown in the table below.
| Candelaria Project | |||||||
| Historical Resource Estimate | |||||||
| Area/Type | Classification | Tons | Factored Ag Grade (opt Agtotal) |
Sol. Au Grade (opt Ausoluble) |
AqEq Grade (opt AgEqtotal) |
Ag Ounces (Agtotal) |
Aq Equiv. Ounces (AqEqtotal) |
| Mount Diablo |
Measured | 3,391,000 | 4.44 | 0.004 | 4.67 | 15,054,000 | 15,838,000 |
| Indicated | 10,231,185 | 2.84 | 0.003 | 3.01 | 29,005,000 | 30,796,000 | |
| Subtot. M + Ind | 13,623,000 | 3.23 | 0.003 | 3.42 | 44,060,000 | 46,633,000 | |
| Mount Diablo |
Inferred | 5,191,000 | 2.12 | 0.003 | 2.30 | 11,015,000 | 11,939,000 |
| Northern Belle |
9,162,000 | 2.26 | 0.002 | 2.37 | 20,661,000 | 21,714,000 | |
| L.G. Stockpiles |
4,000,000 | 0.75 | --- | 0.75 | 3,000,000 | 3,000,000 | |
| Subtot. Inf. | 55,681,000 | 1.49 | 0.002 | 1.52 | 82,829,000 | 84,806,000 | |
| Notes | 1) Lode resources tabulated at a 0.5 opt Agsolublecut-off grades, with only Agtotalshown in this table. | ||||||
| 2)Lowgrade stockpileresources tabulatedforentire accumulationof material. | |||||||
| 3) Total silver grades factored from soluble silver grades using regression formulas developed by Snowden. |
|||||||
| 4) Silver equivalent grade includes the contribution from the gold grade (soluble) using an Ag:Au equivalencyratio of57.8:1. |
The historical mineral resource estimate used “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource”, which are categories set out in NI 43-101. Accordingly, Silver One considers these historical estimates reliable as well as relevant as it represents key targets for exploration work by Silver One. The data base for the historical resource estimate:
(1) on the Mount Diablo Deposit consisted of 538 drill holes by previous owners and 10 drill holes by SSR. For drill holes that were twinned, the author used the lower of the two values assigned to the original holes. The mineral resource estimate used a kriging estimation method to establish ore zones with a cut-off grade of 0.5 opt Ag. Ordinary kriging was used to interpolate grades in the block model. The block models were set up with block dimensions of 25 feet by
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
25 feet in plan and 10 feet in height. The maximum search range used in the higher-grade zone was 235 feet, in the lower grade zone it was 1,000 feet and in the background zone it was 350 feet. Block models more than 300 feet from the nearest composite only constituted 3 percent of the total number of estimated blocks and were assigned to an inferred category,
-
(2) on the Northern Belle Deposit consisted of 226 drill holes by previous owners, of which a portion of these holes were duplicated for the Mount Diablo Deposit database. The mineral resource estimate used a kriging estimation method to establish ore zones with a cut-off grade of 0.5 opt Ag. The mineral resource estimate used multiple indicator kriging to interpolate grades in the block model. Block models were set up with block dimensions of 50 feet by 50 feet in plan and 20 feet in height. The maximum search range used in the higher-grade zone was 85 feet, in the intermediategrade zone was 120 feet and the lower-grade zone was 140 feet and in the lower undifferentiated material below the current pit topography was 260 feet. Block models more than 300 feet from the nearest composite only constituted 3 percent of the total number of estimated blocks and were assigned to an inferred category;
-
(3) on the Leach Pads consisted of 24,633,000 tons located on Leach Pad 1 and 12,695,000 on Leach Pad 2. The estimate for Leach Pad 1 is based on the fact that silver production indicates 51.5% of total silver was recovered by heap leaching operation, while 81.2% of the soluble silver contact was recovered. Further, the estimate for Leach Pad 2 is based on the fact that silver production indicates 42.4% of total silver was recovered by heap leaching operation, while 71.3% of the soluble silver content was recovered;
-
(4) on the Low Grade Stockpile is based on limited and incomplete data and documentation. Material placed on the on the stock piles ranged from 0.5 to 0.65 opt Ag,
Other than the update and upgrade of Leach Pads resource reported in the “Technical Report: on the Heap Leach Pads within the Candelaria, Property, Mineral and Esmeralda Counties, Nevada, USA” filed on the SEDAR in August, 2020, there is no new data available since the calculation of the above historical resource estimate and no additional work has been done to upgrade or verify the historical resource estimate. The qualified person has not done sufficient work to classify the historical estimate as a current mineral resource therefore Silver One is treating these historical estimates as relevant but not current mineral resources.
Current Leach Pads Resource Estimate on Candelaria Project
Silver One reported in the report titled “Technical Report: on the Heap Leach Pads within the Candelaria, Property, Mineral and Esmeralda Counties, Nevada, USA ” dated August 6, 2020 (filed on SEDAR on August 19, 2020), prepared by James A. McCrea, P.Geo., an updated mineral resource estimate for the leach pads, including an upgrade of part of the resource from inferred to indicated as shown in the table below:
==> picture [375 x 75] intentionally omitted <==
- Contained Metal based on fire assay grades
1. A Mineral Resource is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction.
An Inferred Mineral Resource is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade or quality continuity.
An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration.
An Indicated Mineral Resource is that part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics are estimated with sufficient confidence to allow the application of Modifying Factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. Geological evidence is derived from adequately detailed and reliable exploration, sampling and testing and is sufficient to assume geological and grade or quality continuity between points of observation.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
An Indicated Mineral Resource has a lower level of confidence than that applying to a Measured Mineral Resource and may only be converted to a Probable Mineral Reserve.
2. Mineral resources, which are not mineral reserves, do not have demonstrated economic viability. The estimate of mineral resources has no known issues and do not appear materially affected by any known environmental, permitting, legal, title, socio-political, marketing, or other relevant issues. There is no guarantee that Silver One will be successful in obtaining any or all of the requisite consents, permits or approvals, regulatory or otherwise for the project or that the project will be placed into production
3. The mineral resources in this study were estimated using the Canadian Institute of Mining, Metallurgy and Petroleum (‘CIM’), CIM Standards on Mineral Resources and Reserves, Definitions and Guidelines prepared by the Standing Committee on Reserve Definitions and adopted by the CIM Council on May 10, 2014
SUMMARY OF QUARTERLY RESULTS
| Three months ended ($) | September 30 20201 |
June 30 2020 |
March 31 20202 |
December 31 2019 |
|---|---|---|---|---|
| Revenues | - | - | - | - |
| Net loss | (454,227) | (399,836) |
(310,482) |
(594,263) |
| Net loss per share–(basic and diluted)5 | (0.00) | (0.00) |
(0.00) |
(0.00) |
| Total assets | 34,571,962 | 24,073,988 | 24,813,836 | 18,246,149 |
| Three months ended ($) | September 30 20193 |
June 30 2019 |
March 31 20194 |
December 31 2018 |
| Revenues | - | - | - | - |
| Net loss | (369,524) | (296,488) | (354,048) | (345,689) |
| Net loss per share-(basic and diluted)5 | (0.00) | (0.00) | (0.00) | (0.00) |
| Total assets | 18,682,427 | 14,780,576 | 14,521,864 | 12,735,077 |
-
1 The increase in total assets is mostly due to the private placement during the quarter raising gross proceeds of $9,500,000
-
2 The increase in total assets is mostly due to the private placement during the quarter raising gross proceeds of $5,205,000
-
3 The increase in total assets is mostly due to the private placement during the quarter raising gross proceeds of $4,976,000.
-
4 The increase in total assets is mostly due to the issuance of 5,827,338 shares in accordance with the Candelaria Agreement with a value of $1,252,878 as well as the IFRS 16 transition adjustment of $521,191 from the capitalization of the right-of-use asset arising from the office rental lease.
-
5 The basic and diluted loss per share calculation results in the same value as there is an anti-dilutive effect of outstanding options and warrants due to the net loss.
RESULTS OF OPERATIONS
Three months ended September 30, 2020
During the three months ended September 30, 2020, the Company reported a net loss of $454,227 or $0.00 per share compared to a loss of $369,524 or $0.00 per share for the three months ended September 30, 2019. The most significant expenses of variance to the prior year period are as follows:
Shareholder communications of $138,574 (2019 - $97,403)
The increase in shareholder communications is the result of increased marketing and promotional activities of the Company around the time of its private placement in July 2020.
Travel and related costs of $484 (2019 - $36,309)
Travel and related costs decreased during the period due to a decrease in travel to the Company’s properties during the three months September 30, 2020 due primarily to travel restrictions as a result of the COVID-19 global pandemic.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
Foreign exchange loss of $50,411 (2019 – gain of $9,296)
The foreign exchange loss of $50,411 during the three months ended September 30, 2020 arose mostly from the USD $4,992,416 that were held by the Company as the Canadian dollar strengthened during the period.
Nine months ended September 30, 2020
During the nine months ended September 30, 2020, the Company reported a net loss of $1,164,545 or $0.01 per share compared to a loss of $1,020,060 or $0.01 per share for the nine months ended September 30, 2019. The most significant expenses of variance to the prior year period are as follows:
Share-based payments of $242,316 (2019 - $101,213)
The increase in share-based payments is the result of more options being granted during 2019 that had vesting charges over the nine months ended September 30, 2020.
Shareholder communications of $322,652 (2019 - $259,229)
The increase in shareholder communications is the result of increased marketing and promotional activities of the Company leading up to its private placement in July 2020.
Gain on marketable securities of $28,501 (2019 - $nil)
During the nine months ended September 30, 2020, marketable securities were received as a shares-for-debt payment on other receivables outstanding. The fair value adjustment at September 30, 2020 resulted in a gain of $28,501.
Interest and other income of $59,993 (2019 - $14,603)
During the nine months ended September 30, 2020, the increase in interest and other income of $45,390 was earned mostly from the increased cash balance held during the period compared to the prior year period.
During the nine-month period, the Company recognized a right-of-use asset from a new office lease that has monthly payments of $2,500 at a rate of 7.72% per annum with an end date of May 2022. The intention is to sublease the remaining portion of the other office lease held by the company to completely offset the rental charge.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Net working capital including cash
As at September 30, 2020, the Company had $12, 617,402 in cash, $2,567,120 in short-term investments, and working capital of $15,233,821, compared to $445,384 in cash, $2,600,000 in short-term investments, and working capital of $2,652,256 at December 31, 2019. The increase in working capital of $12,581,565 was primarily due to the private placements during the period for gross proceeds of $14,705,000, offset by the Company’s net loss of $1,164,545 and mineral property expenditures of $3,193,182.
Operating activities
Cash used in operating activities for the nine months ended September 30, 2020 was $986,601 compared to cash used of $968,939 in the nine months ended September 30, 2019. This change relates to the increase in net loss during the period as well as higher changes in working capital items compared to the prior year.
Investing activities
Cash used in investing activities for the nine months ended September 30, 2020 was $3,170,206 compared to $3,754,133 in the nine months ended September 30, 2019. The cash used by investing activities was due mostly to $3,193,182 in mineral property expenditures incurred during the period.
Financing activities
Cash provided by financing activities for the nine months ended September 30, 2020 was $16,328,825 compared to cash provided of $5,336,865 in the nine months ended September 30, 2019. The increase in cash
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
provided by financing activities related mostly to the private placements during the quarter with gross proceeds of $14,705,000.
Capital expenditures
The capital expenditures of the Company during the period ended September 30, 2020 included cash mineral property expenditures of $2,865,660 (2019 - $949,557) on the Company’s properties in the US, and $93,821 on the Company’s Mexican properties (2019 - $326,023), plus a $233,701 change in mineral property expenditures included in accounts payable (2019 – less $1,366).
Liquidity and capital resources
As at September 30, 2020, the Company had a working capital of $15,233,821. The Company has not yet put into commercial production any of its mineral properties and as such has no operating revenues or cash flows. Accordingly, the Company is dependent on the equity markets as its sole source of operating working capital, and the Company’s capital resources are largely determined by the strength of the junior resource capital markets, by the status of the Company’s projects in relation to these markets, and its ability to compete for investor support of its projects. There can be no assurance that financing, whether debt or equity, will always be available to the Company in the amount required at any particular time or for any particular period or, if available, that it can be obtained on terms satisfactory to it.
OFF-BALANCE SHEET ARRANGEMENTS
The Company has no off-balance sheet arrangements.
RELATED PARTY TRANSACTIONS
The Company’s related parties consist of the Company’s directors and officers, and any companies associated with them. The Company incurred the following charges during the three months ended September 30, 2020 and 2019:
| The Company’s related parties consist of the Company’s directors and officers, and any companies associated with them. The Company incurred the following charges during the three months ended September 30, 2020 and 2019: |
The Company’s related parties consist of the Company’s directors and officers, and any companies associated with them. The Company incurred the following charges during the three months ended September 30, 2020 and 2019: |
|---|---|
| Three months ended September 30 Nine months ended September 30 2020 2019 2020 2019 |
|
| $ $ $ Consulting fees 50,000 44,797 140,000 Professional fees 13,993 11,745 43,296 Salaries and benefits 66,000 60,000 190,097 Share-basedpayments 26,305 20,744 113,201 |
$ 134,901 40,006 183,953 34,103 |
Consulting fees include amounts paid to Raul Diaz, a director of the Company, for geological consulting services. Included in the amounts above is $48,394 and $101,595 in consulting fees for the three and nine months ended September 30, 2020 that was capitalized to mineral properties (2019 - $33,545 and $90,574).
Professional fees include amounts paid to Malaspina Consultants Inc., a company in which the CFO, Carmen Amezquita Hernandez, is an associate.
Salaries and benefits include amounts paid to Greg Crowe, President and Chief Executive Officer of the Company.
Share-based payments include options granted to officers and directors.
During the three and nine months ended September 30, 2020, the Company received lease income from a related company with common directors in the amount of $5,173 and $22,848 respectively (2019 - $7,934 and $40,097).
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
As at September 30, 2020, directors, officers or their related companies owed the Company $101,462 (December 31, 2019 - $79,133) and were owed $25,253 (December 31, 2019 - $17,937) in respect of services. The amounts due to related parties are unsecured, non-interest-bearing and due on demand.
Key management includes directors and executive officers of the Company. Other than the amounts disclosed above, there was no other compensation paid or payable to key management for employee services for the reported periods.
FINANCIAL INSTRUMENTS AND CAPITAL RISK MANAGEMENT
Capital Risk Management
The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern so that it can provide returns for shareholders and benefits for other stakeholders, and to explore and develop assets with a view to build a diversified mineral resource company.
To fund activities, Management reviews its capital management approach on a regular basis. The Company is not subject to externally imposed capital requirements.
The capital structure of the Company consists of equity attributable to common shareholders, comprised of issued capital and deficit. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets, being mineral properties. In order to maintain or adjust the capital structure, the Company may issue new shares through equity offerings or sell assets
Management reviews its capital management policies on an ongoing basis. There were no changes in the Company’s approach to capital management since December 31, 2019.
Classification of financial instruments
The Company’s financial instruments consist of cash, short-term investments, reclamation deposit, accounts receivable, accounts payable and accrued liabilities, and lease obligation. These financial instruments are classified as financial assets and liabilities at amortized cost and are reported at amortized cost.
The Company thoroughly examines the various financial instruments and risks to which it is exposed and assesses the impact and likelihood of those risks. These risks include foreign currency risk, interest rate risk, credit risk, and liquidity risk. Where material, these risks are reviewed and monitored by the Board of Directors.
There have been no changes in any risk management policies since December 31, 2019.
CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES
The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies with the most significant effect on the amounts recognized in the Company’s consolidated financial statements are as follows:
a) Functional currency
The functional currency for each of the Company and its subsidiaries is the currency of the primary economic environment in which the entity operates. Determination of functional currency involves certain judgements to determine the primary economic environment of an entity and this is re-evaluated for each new entity following an acquisition, or if events and conditions change.
b) Impairment of mineral properties
Expenditures on mineral properties are capitalized. The Company makes estimates and applies judgment about future events and circumstances in determining whether the carrying amount of a mineral property exceeds its recoverable amount. The recoverability of amounts shown as mineral properties and deferred exploration costs is dependent upon the discovery of economically recoverable reserves, the Company’s ability
Page 15
Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
to obtain financing to develop the properties, and the ultimate realization of profits through future production or sale of the properties. Management reviews the carrying values of its mineral properties on an annual basis, or when an impairment indicator exists, to determine whether an impairment should be recognized. In making its assessment, management considers, among other things, exploration results to date and future exploration plans for a particular property. In addition, capitalized costs related to relinquished property rights are written off in the period of relinquishment. Capitalized costs in respect of the Company’s mineral properties may not be recoverable and there is a risk that these costs may be written down in future periods.
c) Determining if an acquisition is a business combination or an asset acquisition
With each acquisition, the Company has to determine whether it should be accounted for as a business combination or an asset acquisition. As dictated by IFRS 3, Business Combinations , the components of a business must include inputs, processes and outputs. Management has assessed its acquisitions and has concluded that each did not include all the necessary components of a business. As such, they have been recorded as asset acquisitions, being the purchase of mineral properties and/or working capital.
d) Determining amount and timing of rehabilitation costs
Management must determine if estimates of the future costs the Company will incur to complete the rehabilitation work is required to comply with existing laws, regulations and agreements in place at each exploration site. Actual costs incurred may differ from those amounts estimated. Future changes to environmental laws and regulations could increase the extent of rehabilitation work required by the Company. Management determined at the date of the statement of financial position that no material rehabilitation provisions were required under IAS 37, Provisions, Contingent Liabilities, and Contingent Assets .
e) Going concern
In preparing these consolidated financial statements on a going concern basis, as is disclosed in Note 1 of the Company’s consolidated financial statements, Management’s critical judgment is that the Company will be able to meet its obligations and continue its operations for the next twelve months.
KEY SOURCES OF ESTIMATION UNCERTAINTY
The preparation of consolidated financial statements requires that the Company’s management make assumptions and estimates of effects of uncertain future events on the carrying amounts of the Company’s assets and liabilities at the end of the reporting period. Actual results may differ from those estimates as the estimation process is inherently uncertain. Actual future outcomes could differ from present estimates and assumptions, potentially having material future effects on the Company’s consolidated financial statements. Estimates are reviewed on an ongoing basis and are based on historical experience and other facts and circumstances. Revisions to estimates and the resulting effects on the carrying amounts of the Company’s assets and liabilities are accounted for prospectively.
The significant assumptions about the future and other major sources of estimation uncertainty as at the end of the reporting period that have a significant risk of resulting in a material adjustment to the carrying amounts of the Company’s assets and liabilities are as follows:
a) Deferred income taxes
Deferred income tax assets and liabilities are measured using enacted or substantively enacted tax rates at the reporting date in effect for the period in which the temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized as part of the provision for income taxes in the period that includes the enactment date. The recognition of deferred income tax assets is based on the assumption that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized.
b) Share-based payments
‐ Share-based payments are determined using the Black Scholes option pricing model based on estimated fair values of all share ‐ based awards at the date of grant and are expensed to the statement of loss and
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
‐ comprehensive loss over each award’s vesting period. The Black Scholes option pricing model utilizes subjective assumptions such as expected price volatility, expected life of the option, risk free interest rates, and forfeiture rates. Changes in these input assumptions can significantly affect the fair value estimate.
c) Impairment of mineral properties
The Company applies significant estimates when performing impairment tests on mineral properties. The significant estimates applied in determining the recoverable amount of La Frazada includes estimates of consideration that could be received for the La Frazada property based on historical negotiations with potential purchasers and market observations made by the Company’s management. Should these estimates prove to be incorrect, this could result in material differences in the Company’s impairment testing and conclusions reached therein.
SECURITIES OUTSTANDING
Authorized share capital: The Company can issue an unlimited number of common shares with no par value.
Issued and Outstanding Common Shares as at November 26, 2020
201,231,642
| Options Warrants Fully Diluted |
Expiry date Exercise Price Number August 5, 2021 $0.05 3,043748 August 31, 2021 $0.33 615,000 March 15, 2022 $0.22 200,000 April 27, 2022 $0.58 575,000 June 15, 2022 $0.57 200,000 October 24, 2022 $0.45 200,000 January 8, 2023 $0.45 150,000 May 17, 2023 $0.40 1,085,500 July 19, 2024 $0.26 2,183,000 October 15, 2024 $0.30 60,500 September 28, 2025 $0.70 2,575,000 January 7, 2022 $0.20 1,030,668 July 10, 2022 $0.20 15,506,010 January 13, 2023 $0.40 4,826,000 January 17, 2023 $0.40 4,760,000 April 14, 2023 $0.40 435,500 July 10, 2023 $0.65 10,681,218 249,358,786 |
|---|---|
DISCLOSURE OF CONTROLS AND PROCEDURES
In connection with National Instrument 52-109 (Certificate of Disclosure in Issuer’s Annual and Interim Filings) (“NI 52-109”), the Chief Executive Officer and Chief Financial Officer of the Company have filed a Venture Issuer Basic Certificate with respect to the financial information contained in the consolidated financial statements for the nine months ended September 30, 2020 and this accompanying MD&A (together, the “Interim Filings”).
In contrast to the full certificate under NI 52-109 the Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures and internal control over financial reporting, as defined in NI 52-109. For further information, the reader should refer to the Venture Issuer Basic Certificates filed by the Company with its filings on SEDAR at www.sedar.com.
RISKS AND UNCERTAINTIES
Financing risks
The Company has incurred significant losses since inception. The continued operations of the Company are
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
dependent on its ability to generate future cash flow and obtain additional financing. The Company has traditionally financed its cash requirements through the issuance of common shares. If the Company is unable to generate cash from operations or obtain additional financing its ability to continue as a going concern could be impeded.
Exploration and development
Resource exploration is a speculative business and involves a high degree of risk. There is no known body of commercial ore on the Company’s mineral properties and there is no certainty that the expenditures made by the Company in the exploration of its mineral properties or otherwise will result in discoveries of commercially recoverable quantities of minerals. The exploration for and development of mineral deposits involves significant risks, which even a combination of careful evaluation, experience and knowledge may not eliminate. Although the discovery of an ore body may result in substantial rewards, few properties explored are ultimately developed into producing mines. It is impossible to ensure that the current exploration programs planned by the Company will result in a profitable commercial mining operation.
There is no assurance that the Company’s mineral properties possess commercially mineable bodies of ore. The Company’s mineral properties are in the exploration stage as opposed to the development stage and has no known body of economic mineralization. The known mineralization of the properties has not been determined to be economic ore and there can be no assurance that a commercially mineable ore body exists on the properties. Such assurance will require completion of final comprehensive feasibility studies and, possibly, further associated exploration and other work that concludes a potential mine is likely to be economic. In order to carry out exploration and development programs of any economic ore body and place it into commercial production, the Company may be required to raise substantial additional funding.
Title of mineral properties
There is no assurance that the Company’s title to its properties will not be challenged. Title to and the area of mineral properties may be disputed. While the Company has diligently investigated title to its properties, it may be subject to prior unregistered agreements or transfers or indigenous land claims to which title may be affected. Consequently, the boundaries may be disputed.
Option agreements
The Company is currently earning some of its interests in its mineral properties through option agreements and acquisition of title to the property is only completed when the option conditions have been met. These conditions generally include making option payments and incurring exploration expenditures on the properties. If the Company does not satisfactorily complete its option conditions in the time frame laid out in the option agreement, the Company’s title to the mineral property will not vest and the Company will have to write-down the previously capitalized costs related to that property.
Unknown environmental risks for past activities
Exploration and mining operations involve a potential risk of releases to soil, surface water and groundwater of metals, chemicals, fuels, liquids having acidic properties and other contaminants. In recent years, regulatory requirements and improved technology have significantly reduced those risks. However, those risks have not been eliminated and the risk of environmental contamination from present and past exploration or mining activities exists for mining companies. Companies may be liable for environmental contamination and natural resource damages relating to properties that they currently own or operate or at which environmental contamination occurred while or before they owned or operated the properties. However, no assurance can be given that potential liabilities for such contamination or damages caused by past activities at these properties do not exist.
Political regulatory risks
Any changes in government policy may result in changes to laws affecting ownership of assets, mining policies, monetary policies, taxation, rates of exchange, environmental regulations, labour relations, repatriation of income and return of capital. This may affect both the Company’s ability to undertake exploration and development activities in respect of present and future properties in the manner currently contemplated, as
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
well as its ability to continue to explore, develop and operate those properties in which it has an interest or in respect of which it has obtained exploration and development rights to date. The possibility that future governments may adopt substantially different policies, which might extend to expropriation of assets, cannot be ruled out.
COVID-19
In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak and its effects on the Company’s business or results of operations at this time.
FORWARD-LOOKING INFORMATION
The Company’s consolidated financial statements for the three and nine months ended September 30, 2020, and this accompanying MD&A, contain statements that constitute “forward-looking statements” within the meaning of National Instrument 51-102, Continuous Disclosure Obligations of the Canadian Securities Administrators. It is important to note that, unless otherwise indicated, forward-looking statements in this MD&A describe the Company’s expectations up to the date of the MD&A.
Forward-looking statements often, but not always, are identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect”, “targeting” and “intend” and statements that an event or result “may”, “will”, “should”, “could”, or “might” occur or be achieved and other similar expressions. Forwardlooking statements in this MD&A include statements regarding the Company’s future plans and expenditures, the satisfaction of rights and performance of obligations under agreements to which the Company is a part, the ability of the Company to hire and retain employees and consultants and estimated administrative assessment and other expenses. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause the actual results to differ include market prices, continued availability of capital and financing, inability to obtain required regulatory approvals and general market conditions. These statements are based on a number of assumptions, including assumptions regarding general market conditions, the timing and receipt of regulatory approvals, the ability of the Company and other relevant parties to satisfy regulatory requirements, the availability of financing for proposed transactions and programs on reasonable terms acceptable to the Company and the ability of third-party service providers to deliver services in a timely manner. Some of these risks and uncertainties are identified under the heading “RISKS AND UNCERTAINTIES” as disclosed elsewhere in this MD&A. Additional information regarding these factors and other important factors that could cause results to differ materially may be referred to as part of particular forward-looking statements.
Forward-looking statements contained herein are made as of the date of this MD&A and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise except as required by securities law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forwardlooking statements.
OUTLOOK
Silver One’s aim is to become a premier silver exploration and development company. The Company has an option agreement with SSR to acquire 100% of their interest in the past silver producing Candelaria Mine in Nevada. In 2017, the company initiated a regional exploration program in eastern Nevada. Work conducted to date has identified several highly-prospective target areas, four of which have been staked, and in July 2018, Silver one also entered into a Lease/Purchase Agreement to acquire five patented claims at its Cherokee
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
project in eastern Nevada. In addition to the Nevada properties, the company also has an option agreement to acquire 100% interest in the Phoenix Silver property in Arizona and holds a 100% interest in three Mexican silver projects acquired from First Mining Finance. These properties include Peñasco Quemado in the state of Sonora, La Frazada in the state of Nayarit, and Pluton in the state of Durango.
Ultimately, the Company’s goal is to add shareholder value through identifying, acquiring, and exploring silver properties. In 2020, the Company intends to grow through further potential acquisitions of companies and/or properties, and organically through the continued exploration of its current mineral property holdings.
QUALIFIED PERSONS
Greg Crowe, P. Geo, President, CEO and Director of the Company, is a Qualified Person as defined in National Instrument 43-101 Standards of Disclosure for Mineral Projects, and is responsible for the review of technical information in the MD&A.
OTHER INFORMATION
Additional information relating to the Company can be found on SEDAR at www.sedar.com or on the Company’s website at www.silverone.com.
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Silver One Resources Inc. Management's Discussion and Analysis for the nine months ended September 30, 2020
ADDITIONAL DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT REVENUE – MINERAL PROPERTY EXPENDITURES
a) US properties
| a) US properties | a) US properties | a) US properties |
|---|---|---|
| Balance September 30 2020 Additions September 30 2020 Balance December 31 2019 Additions December 31 2019 Transfers1 December 31 2019 Balance December 31 2018 |
||
| $ $ $ $ $ $ Candelaria Option payments - shares 3,831,678 - 3,831,678 1,252,878 - 2,578,800 Acquisition costs - shares 384,572 371,628 12,944 - - 12,944 Acquisition costs - cash 115,150 102,062 13,088 - - 13,088 Consulting fees 1,051,722 346,791 704,931 339,209 - 365,722 Drilling 1,555,474 744,791 810,683 581,772 - 228,911 Field supplies and other costs 150,897 46,245 104,652 43,737 - 60,915 Laboratory and analysis fees 396,418 51,710 344,708 97,491 - 247,217 Land payments 818,003 215,995 602,008 212,901 - 389,107 Staking and survey costs 124,040 1,937 122,103 21,324 - 100,779 Travel and accommodation 165,990 40,000 125,990 36,855 - 89,135 Currency translation 218,106 145,787 72,319 (265,890) - 338,209 |
||
8,812,050 2,066,946 6,745,104 2,320,277 - 4,424,827 Cherokee Consulting fees 504,329 126,810 377,519 245,722 131,797 - Field supplies and other costs 17,810 3,137 14,673 11,103 3,570 - Laboratory and analysis fees 80,821 64,103 16,718 11,192 5,526 - Land payments 821,275 186,152 635,123 210,983 424,140 - Staking and survey costs 125,379 - 125,379 - 125,379 - Travel and accommodation 123,724 36,559 87,165 65,928 21,237 - Currency translation 40,013 33,078 6,935 (45,697) 52,632 - |
||
1,713,351 449,839 1,263,512 499,231 764,281 - Eastern Nevada Consulting fees 161,012 24,374 136,638 38,055 (131,797) 230,380 Field supplies and other costs 5,949 1,352 4,597 1,533 (3,570) 6,634 Laboratory and analysis fees 2,482 - 2,482 - (5,526) 8,008 Land payments 158,925 45,278 113,647 46,663 (424,140) 491,124 Staking and survey costs 8,970 - 8,970 - (125,379) 134,349 Travel and accommodation 27,849 2,737 25,112 6,035 (21,237) 40,314 Currency translation 11,114 7,632 3,482 (12,015) (52,632) 68,129 |
||
376,301 81,373 294,928 80,271 (764,281) 978,938 Phoenix Silver Acquisition costs - cash 487,609 487,609 - - - - Acquisition costs - shares 390,000 390,000 - - - - Consulting fees 183,942 183,942 - - - - Field supplies and other costs 1,665 1,665 - - - - Laboratory and analysis fees 10,036 10,036 - - - - Land payments 89,520 89,520 - - - - Staking and survey costs 48,280 48,280 - - - - Travel and accommodation 4,575 4,575 - - - - Currency translation 12,157 12,157 - - - - |
||
| Total 1,227,784 1,227,784 - - |
- - |
|
| USA total **18,456,8 ** |
02 4,083,446 8,303,544 2,899,779 |
- 5,403,765 |
1The transfers above relate to the separation of Eastern Nevada costs into both Eastern Nevada and Cherokee. This was completed in order to more accurately disclose the area in which the costs were incurred.
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Management's Discussion and Analysis for the nine months ended September 30, 2020
Silver One Resources Inc.
Mexican properties
| Balance | Additions |
Balance | Additions | Balance | |
|---|---|---|---|---|---|
| September 30 | September 30 |
December 31 | December 31 | December 31 | |
| 2020 | 2020 | 2019 | 2019 | 2018 | |
| $ | $ | $ | $ | $ | |
| Peñasco Quemado | |||||
| Acquisition costs | 3,194,966 | - | 3,194,966 |
- | 3,194,966 |
| Consulting fees | 121,890 | - | 121,890 |
42,051 | 79,839 |
| Drilling | 151,520 | - | 151,520 |
151,520 | - |
| Field supplies and other costs | 27,162 | 25,036 | 16,130 | 8,906 | |
| Laboratory and analysis fees | 22,459 | 873 | 21,586 | 6,608 | 14,978 |
| Land payments | 350,274 | 83,863 | 266,411 | 85,841 | 180,570 |
| Royalty payments | 37,692 | - | 37,692 |
37,692 | - |
| Geophysics | 112,416 | - | 112,416 |
- | 112,416 |
| Travel and accommodation | 33,828 | - | 33,828 |
7,323 | 26,505 |
| Currency translation adjustment | 42,510 | 105,145 | (62,635) | (187,240) | 124,605 |
| 4,094,717 | 192,007 | 3,902,710 | 159,925 | 3,742,785 | |
| La Frazada | |||||
| Acquisition costs | 2,086,202 | - | 2,086,202 |
- | 2,086,202 |
| Consulting fees | 27,865 | 156 | 27,709 | 7,457 | 20,252 |
| Laboratory and analysis fees | 8,150 | - | 8,150 |
- | 8,150 |
| Land payments | 23,292 | 6,696 | 16,596 | 6,857 | 9,739 |
| Royalty payments | 22,156 | - | 22,156 |
22,156 | - |
| Travel and accommodation | 7,140 | - | 7,140 |
966 | 6,174 |
| Field supplies and other costs | 3,473 | - | 3,473 |
33 | 3,440 |
| Currency translation adjustment | 17,350 | 57,569 | (40,219) | (106,269) | 66,050 |
| 2,195,628 | 64,421 | 2,131,207 | (68,800) | 2,200,007 | |
| Pluton | |||||
| Acquisition costs | 1,091,245 | - | 1,091,245 |
- | 1,091,245 |
| Consulting fees | 2,517 | - | 2,517 |
350 | 2,167 |
| Land payments | 65,290 | - | 65,290 |
- | 65,290 |
| Royalty payments | 361 | - | 361 |
361 | - |
| Warehouse and storage costs | 4,029 | 107 | 3,922 | 1,136 | 2,786 |
| Impairment | (1,069,799) | - | (1,069,799) |
- | (1,069,799) |
| Currency translation adjustment | (56,672) | 969 | (57,641) | (1,755) | (55,886) |
| 36,971 | 1,076 | 35,895 | 92 | 35,803 | |
| Mexico total | 6,327,316 | 257,504 | 6,069,812 | 91,217 | 5,978,595 |
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