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Silver Range Resources Ltd. — Audit Report / Information 2022
Apr 21, 2023
46877_rns_2023-04-20_e676e730-158f-4ef1-93ef-ae5f0dd4352b.pdf
Audit Report / Information
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Silver Range Resources Ltd. Consolidated Financial Statements December 31, 2022 (Expressed in Canadian Dollars)
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INDEPENDENT AUDITOR’S REPORT
To the Shareholders of Silver Range Resources Ltd.
Opinion
We have audited the accompanying consolidated financial statements of Silver Range Resources Ltd. (the “Company”), which comprise the consolidated statements of financial position as at December 31, 2022 and 2021, and the consolidated statements of changes in shareholders’ equity, income (loss) and comprehensive income (loss), and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards (“IFRS”).
Basis for Opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained in our audit is sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty Related to Going Concern
We draw your attention to Note 1 on the consolidated financial statements, which indicates the Company does not have revenues and historically has had recurring operating losses. As stated in Note 1, these events and conditions indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matter described below to be the key audit matter to be communicated in our audit report.
Assessment of Impairment Indicators of Mineral Property Interests (“E&E Assets”)
As described in Note 6 to the consolidated financial statements, the carrying amount of the Company’s E&E Assets was $2,940,548 as of December 31, 2022. As more fully described in Note 2 to the consolidated financial statements, management assesses E&E Assets for indicators of impairment at each reporting period.
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The principal considerations for our determination that the assessment of impairment indicators of E&E Assets is a key audit matter are that there was judgment by management when assessing whether there were indicators of impairment for the E&E Assets, specifically related to the assets’ carrying amount which is impacted by the Company’s intent and ability to continue to explore and evaluate these assets. This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures to evaluate audit evidence relating to the judgments made by management in their assessment of indicators of impairment that could give rise to the requirement to prepare an estimate of the recoverable amount of the E&E Assets.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the financial statements. These procedures include, among others:
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Obtaining an understanding of the key controls associated with evaluating the E&E Assets for impairment;
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Evaluating management’s assessment of impairment indicators;
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Evaluating the intent for the E&E Assets through discussion and communication with management;
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Reviewing the Company’s recent expenditure activity;
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Assessing compliance with agreements and expenditure requirements including reviewing option agreements and vouching cash payments and share issuances;
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Assessing recoverability of projects by comparing total option-out proceeds against carrying amount of optioned-out projects;
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Assessing the Company’s right to explore E&E Assets; and
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Obtaining, on a test basis through government websites, confirmation of title to ensure mineral rights underlying the E&E Assets are in good standing.
Other Information
Management is responsible for the other information. The other information obtained at the date of this auditor's report includes Management’s Discussion and Analysis.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
We obtained Management’s Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
The engagement partner on the audit resulting in this independent auditor’s report is Stephen Hawkshaw.
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Vancouver, Canada
Chartered Professional Accountants
April 20, 2023
Silver Range Resources Ltd. Consolidated Statements of Financial Position
As at December 31, 2022 and December 31, 2021
| December 31, | December 31, | ||
|---|---|---|---|
| 2022 | 2021 | ||
| Note | $ | $ | |
| Assets | |||
| Current assets | |||
| Cash and cash equivalents | 13 | 263,410 | 444,021 |
| Receivables and prepayments | 3 | 84,105 | 66,553 |
| Marketable securities-public companies | 4 | 289,040 | 621,897 |
| 636,555 | 1,132,471 | ||
| Non-current assets | |||
| Marketable securities - private companies | 4 | 6,497,666 | 5,085,166 |
| Prepaid exploration expenditures | - | 6,885 | |
| Mineral property interests | 6 | 2,940,548 | 3,988,594 |
| Equipment | 7 | 10,477 | 28,258 |
| Reclamationdeposits | 8 | - | 35,404 |
| 9,448,691 | 9,144,307 | ||
| Total assets | 10,085,246 | 10,276,778 | |
| Liabilities and shareholders' equity | |||
| Current liabilities | |||
| Accounts payable and accrued liabilities | 36,671 | 50,607 | |
| Accounts payable to related parties | 11 | 66,968 | 49,823 |
| Current portionof leaseliability | 7 | 15,837 | 18,000 |
| 119,476 | 118,430 | ||
| Non-current liabilities | |||
| Leaseliability | 7 | - | 14,745 |
| Total liabilities | 119,476 | 133,175 | |
| Shareholders' equity | |||
| Share capital | 9 | 38,709,306 | 38,074,151 |
| Contributed surplus | 9 | 629,427 | 599,532 |
| Commitment to issue shares | 9 | 10,000 | 17,719 |
| Deficit | (29,382,963) | (28,547,799) | |
| Total shareholders' equity | 9,965,770 | 10,143,603 | |
| Total liabilities and shareholders' equity | 10,085,246 | 10,276,778 | |
| Nature of operations and going concern | 1 | ||
| Events after the reporting period | 16 |
Approved on behalf of the Board of Directors on April 20, 2023:
Director Director “Elizabeth Wallinger” “Bruce Youngman”
The accompanying notes are an integral part of these consolidated financial statements.
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Silver Range Resources Ltd.
Consolidated Statements of Changes in Shareholders’ Equity
For the years ended December 31, 2022 and December 31, 2021
| Commitment | Total | ||||||
|---|---|---|---|---|---|---|---|
| Number | Share | Contributed | to issue | shareholders' | |||
| of shares | capital | surplus | shares | Deficit | equity | ||
| # | $ | $ | $ | $ | $ | ||
| January 1, 2021 | 81,983,640 | 37,432,682 | 553,188 | 17,719 | (32,894,100) | 5,109,489 | |
| Share-based payments | - | - | 105,865 | - | - | 105,865 | |
| Re-allocated on expiry of options | - | - | (59,521) | - | 59,521 | - | |
| Private placement units issued | 2,330,000 | 582,500 | - | - | - | 582,500 | |
| Share issue costs | - | (6,000) | - | - | - | (6,000) | |
| Shares issued - services | 395,283 | 64,969 | - | (17,719) | - | 47,250 | |
| Shares for services - commitment to issue | - | - | - | 17,719 | - | 17,719 | |
| Income and comprehensiveincomefor the year | - | - | - | - | 4,286,780 | 4,286,780 | |
| December 31, 2021 | 84,708,923 | 38,074,151 | 599,532 | 17,719 | (28,547,799) | 10,143,603 | |
| January 1, 2022 | 84,708,923 | 38,074,151 | 599,532 | 17,719 | (28,547,799) | 10,143,603 | |
| Share-based payments | - | - | 386,480 | - | - | 386,480 | |
| Re-allocated on expiry of options | - | - | (356,585) | - | 356,585 | - | |
| Private placement units issued | 4,000,000 | 600,000 | - | - | - | 600,000 | |
| Share issue costs | - | (14,378) | - | - | - | (14,378) | |
| Shares issued - services | 445,046 | 49,533 | - | (17,719) | - | 31,814 | |
| Shares for services - commitment to issue | - | - | - | 10,000 | - | 10,000 | |
| Loss and comprehensivelossfor the year | - | - | - | - | (1,191,749) | (1,191,749) | |
| December 31, 2022 | 89,153,969 | 38,709,306 | 629,427 | 10,000 | (29,382,963) | 9,965,770 |
The accompanying notes are an integral part of these consolidated financial statements.
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Silver Range Resources Ltd. Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
For the years ended December 31, 2022 and December 31, 2021
| December 31, | December 31, | ||
|---|---|---|---|
| 2022 | 2021 | ||
| Note | $ | $ | |
| Expenses | |||
| Administrative expenses | 16,337 | 14,372 | |
| Finance costs | 7 | 1,092 | 1,812 |
| Insurance | 32,958 | 29,234 | |
| Investor relations and shareholder information | 62,415 | 41,885 | |
| Management,administrative and corporate development fees | 11 | 166,422 | 135,720 |
| Office rent | 11 | 30,000 | 30,000 |
| Professional fees | 11 | 148,717 | 117,679 |
| Share-basedpayments | 9, 11 | 386,480 |
105,865 |
| Transfer agent and filing fees | 13,375 | 13,437 | |
| Loss from operating expenses | (857,796) | (490,004) | |
| Interest income | 4,991 | 196 | |
| Foreign exchange gain (loss) | (6,869) | 195 | |
| Gain on marketable securities | 4 | 1,104,938 | 1,627,160 |
| Project generation costs | 11 | (102,572) | (137,623) |
| Gain on sale of mineral properties | 6 | 60,572 | 3,307,482 |
| Mineral property impairments | 6 |
(1,395,013) | (24,313) |
| Other income | - | 3,687 | |
| Income(loss) and comprehensive income(loss) for theyear | (1,191,749) | 4,286,780 | |
| Earnings (loss) per share | |||
| Weighted average number of common shares outstanding | |||
| - basic # | 10 | 87,770,082 | 84,112,381 |
| - diluted # | 10 | 87,770,082 | 86,546,310 |
| Basic earnings (loss) per share $ | 10 | (0.01) |
0.05 |
| Diluted earnings (loss) per share$ | 10 | (0.01) | 0.05 |
The accompanying notes are an integral part of these consolidated financial statements.
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Silver Range Resources Ltd. Consolidated Statements of Cash Flows
For the years ended December 31, 2022 and December 31, 2021
| December 31, | December 31, | ||
|---|---|---|---|
| 2022 | 2021 | ||
| Note | $ | $ | |
| Operating activities | |||
| Income(loss)for theyear | (1,191,749) | 4,286,780 | |
| Adjustments for: | |||
| Finance costs | 1,092 | 1,812 | |
| Commitment to issue shares included in operatingexpenses | 9 | 4,760 | 11,545 |
| Shares issued for services | 20,541 | 26,637 | |
| Share-basedpayments | 386,480 | 105,865 | |
| Gain on marketable securities | (1,104,938) | (1,627,160) | |
| Write-offprepaid exploration expenditures toprojectgeneration costs | 6,885 | - | |
| Gain on sale of mineralpropertyinterests | (60,572) | (3,307,482) | |
| Mineralpropertyimpairments | 1,395,013 | 24,313 | |
| Interestincome | (4,991) | (196) | |
| Net changein non-cash working capital items | 13 | 9,193 | 2,572 |
| (538,286) | (475,314) | ||
| Financing activities | |||
| Issue of units for cash | 600,000 | 582,500 | |
| Share issue costs | (14,378) | (6,000) | |
| Lease payments | 7 | (13,500) | (18,000) |
| 572,122 | 558,500 | ||
| Investing activities | |||
| Interest received | 4,991 | 196 | |
| Prepaid mineralpropertyexpenditures | - | (6,885) | |
| Redemption of reclamation deposits | 35,404 | - | |
| Proceeds from sale of marketable securities | 4 | 25,295 | 143,097 |
| Mineralpropertyoptionproceeds | 6 | 95,373 | 359,974 |
| Mineralpropertyacquisition costs | 6 | (137,454) | (107,812) |
| Deferred explorationand evaluationexpenditures | (238,056) | (263,338) | |
| (214,447) | 125,232 | ||
| Change in cash and cash equivalents | (180,611) | 208,418 | |
| Cash and cash equivalents, beginning of year | 444,021 | 235,603 | |
| Cash and cash equivalents, end ofyear | 263,410 | 444,021 |
Supplemental cash flow information 13
The accompanying notes are an integral part of these consolidated financial statements.
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Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
1. Nature of operations and going concern
Silver Range Resources Ltd. (the “Company” or “Silver Range”) was incorporated on May 18, 2010, under the laws of the Province of British Columbia, Canada as a wholly owned subsidiary of Strategic Metals Ltd. (“Strategic”). In 2011, the Company and Strategic completed a Plan of Arrangement which reduced Strategic’s investment in the Company to less than 20%. The Company is registered extra-territorially to conduct operations in the Yukon Territory, Northwest Territories and Nunavut, Canada. The Company also has a US incorporated subsidiary company as detailed in note 5. The Company’s head office is located at 510 - 1100 Melville Street, Vancouver, BC, V6E 4A6. Its records office is located at 1710 - 1177 West Hastings Street, Vancouver, British Columbia, Canada, V6E 2L3. The Company’s common shares trade on the TSX Venture Exchange (“TSX-V”).
The Company’s main corporate strategy is to advance its mineral properties to a drill-ready stage and then option or sell them to other parties. Under option or sale agreements, the Company may receive cash and/or shares in the acquiring companies and may retain interests or royalty interests in the properties. Through this process, the Company is assembling a portfolio of direct and indirect mineral property interests and marketable securities, which will assist in generating cash flows to meet overheads and ongoing exploration and drilling programs. The Company has not yet determined whether its direct or indirect mineral property interests contain mineral reserves that are economically viable. The Company's continued operations, and the underlying value and recoverability of the amounts shown for mineral property interests and marketable securities, are entirely dependent upon the existence of economically recoverable mineral reserves of the Company and those in which it holds a mineral property or shareholder interest. The continued exploration and development of projects will depend on it receiving future cash flows from the disposition or option of its mineral property interests and sale of marketable securities, or from its ability to obtain share capital financing.
The continued impact of the COVID-19 pandemic could include significant COVID-19 specific costs, volatility in the prices for gold and other metals, logistical challenges and delays, additional travel restrictions, and workforce interruptions. Depending on the duration and extent of the impact of COVID-19, this could materially impact the Company’s results of operations, cash flows and financial condition.
These consolidated financial statements (the “financial statements”) are prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of operations. As an exploration stage company, the Company does not have revenues and historically has had recurring operating losses. As at December 31, 2022, the Company had working capital of $517,079 (December 31, 2021 - $1,014,041), and shareholders’ equity of $9,965,770 (December 31, 2021 - $10,143,603).
The Company subsequently completed private placements which raised gross proceeds of $615,250 (note 16). The Company will continue to seek the funding necessary to enable it to carry on as a going concern, but management cannot provide assurance that the Company will be able to keep raising additional debt and/or equity capital. If the Company is unable to raise additional private placement funds, management expects that the Company will need to curtail operations, liquidate assets, seek additional capital on less favorable terms, and/or pursue other remedial measures, or cease operations. Management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast significant doubt upon the Company’s ability to continue as a going concern.
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Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies
(a) Basis of presentation
These financial statements have been prepared in accordance with International Financial Reporting Standards and Interpretations (collectively, “IFRS”), as issued by the International Accounting Standards Board (“IASB”) and the International Financial Reporting Interpretations Committee (“IFRIC”).
These financial statements have been prepared on an historical cost basis, except for financial instruments which are measured at fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.
All amounts on these financial statements are presented in Canadian dollars which is the functional currency of the Company and its subsidiary (note 5).
- (b) Principles of consolidation
These financial statements include the financial statements of the Company and its subsidiary.
Subsidiaries are entities controlled by the Company and are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries are changed where necessary to align them with the policies adopted by the Company.
Inter-company balances and transactions, and any unrealized income and expenses arising from inter-company transactions, are eliminated in preparing the financial statements. Unrealized gains arising from transactions with equity accounted investees are eliminated against the investment, to the extent of the Company’s interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.
(c) Financial instruments
The Company classifies its financial instruments in the following categories: as fair value through profit and loss (“FVTPL”), financial assets at amortized cost and financial liabilities at amortized cost. The classification depends on the purpose for which the financial assets or liabilities were acquired or incurred. Management determines the classification of financial assets and liabilities at initial recognition.
Recognition
The Company recognizes financial assets and financial liabilities on the date the Company becomes a party to the contractual provisions of the instruments.
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Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies (continued)
- (c) Financial instruments (continued)
Classification
The Company classifies its financial assets and financial liabilities using the following measurement categories:
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(a) Those to be measured subsequently at fair value (either through other comprehensive income (loss) or through profit or loss); and
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(b) Those to be measured at amortized cost.
The classification of financial assets depends on the business model for managing the financial assets and the contractual terms of the cash flows. Financial liabilities are classified as those to be measured at amortized cost unless they are designated as those to be measured subsequently at fair value through profit or loss (an irrevocable election at the time of recognition). For assets and liabilities measured at fair value, gains and losses are either recorded in profit or loss or other comprehensive income (loss).
The Company reclassifies financial assets when and only when its business model for managing those assets changes. Financial liabilities are not reclassified.
The Company’s marketable securities are classified as FVTPL. Marketable securities held in companies with an active market are classified as current assets at fair value. Marketable securities held in non-public companies without an active market are classified as non-current assets and are valued at fair value. In situations where fair value is indeterminable or impracticable to determine, the shares are recorded at cost. This may occur when nonpublic company shares are received as payment for mineral property interests. In such situations cost is determined by reference to the issue price of similar shares issued by the non-public entity for cash, at or near the time of issue of the investment shares, and in similar volumes. When, at future measurement dates fair value is still indeterminable, or impracticable, cost is used as the measure of fair value.
Cash, marketable securities, and reclamation deposits are classified as FVTPL and are accounted for at fair value. Accrued receivables are classified as amortized cost and are accounted for using the effective interest rate method.
Derivative financial assets
Warrants are classified as derivative financial assets and are recorded at FVTPL. Warrants without an active market that are received as attachments to common share units are initially recorded at nominal amounts. At the time of purchase the total unit cost is allocated in full to each common share. Subsequent value is determined at measurement date using a valuation technique, such as the Black-Scholes option pricing model, or when the valuation technique input variables are not reliable, using the intrinsic value, which is equal to the higher of the market value of the underlying security, less the exercise price of the warrant, or zero.
Financial liabilities
The Company has the following financial liabilities: accounts payable and accrued liabilities, accounts payable to related parties, and lease liability.
Such financial liabilities are recognized initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition these financial liabilities are measured at amortized cost using the effective interest method. Interest expense is recorded to profit or loss
- (d) Mineral property interests
The acquisition costs of mineral property interests and any subsequent exploration and evaluation costs are capitalized until the property to which they relate is placed into production, sold, allowed to lapse or abandoned. Exploration and evaluation costs incurred prior to obtaining ownership, or the right to explore a property, are expensed as incurred as project generation costs. Mineral property interests that have close proximity and have the possibility of being developed as a single mine are grouped as projects and are considered separate cash generating units (“CGU”) for the purpose of determining future mineral reserves and impairments.
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Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies (continued)
- (d) Mineral property interests (continued)
The acquisition costs include the cash consideration paid and the fair value of any shares issued for mineral property interests being acquired or optioned pursuant to the terms of relevant agreements.
Proceeds received from a partial sale or option of any interest in a property are credited against the carrying value of the property. When the proceeds exceed the carrying costs the excess is recorded in profit or loss in the year the excess is received. When all of the interest in a property is sold, subject only to any retained royalty interests which may exist, the accumulated property costs are written-off, with any gain or loss included in profit or loss in the year the transaction takes place. No initial value is assigned to any retained royalty interest. The royalty interest is subsequently assessed for value by reference to developments on the underlying mineral property.
Management reviews its mineral property interests at each reporting period for signs of impairment and annually after each exploration season to consider if there is impairment in value taking into consideration current year exploration results, or likely gains from the disposition or option of the property. If a property is abandoned or inactive for a prolonged period, or considered to have no future economic potential, the acquisition and deferred exploration and evaluation costs are written-off to profit or loss.
Once an economically viable resource has been determined for an area and the decision to proceed with development has been approved, mineral property interests attributable to that area are first tested for impairment and then reclassified to property and equipment. Subsequent recovery of the resulting carrying value depends on successful development or sale of the undeveloped project. Should a project be put into production, the costs of acquisition, exploration and evaluation will be amortized over the life of the project based on estimated economic reserves. If the carrying value of a project exceeds its estimated net realizable value or value in use, an impairment provision is recorded.
Exploration costs renounced to shareholders pursuant to flow-through share subscription agreements remain capitalized, however, for income tax purposes the Company has no right to claim these costs as tax deductible expenses.
When entitled, the Company records refundable mineral exploration tax credits or incentive grants on an accrual basis and as a reduction of the carrying value of the mineral property interest. When the Company is entitled to non-refundable exploration tax credits, and it is probable that they can be used to reduce future taxable income, a deferred income tax benefit is recognized.
(e) Joint operations
A joint arrangement is an arrangement of which two or more parties have joint control. The Company determines the type of joint arrangement in which it is involved as either a joint operation or a joint venture and this depends on the rights and obligations of the parties to the joint arrangement. A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement on a proportionate basis. Those parties are called joint operators. Joint control is the contractually agreed sharing of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. None of the parties involved have unilateral control of a joint venture. The Company accounts for its interests in joint operations by recognizing its share of assets, liabilities, revenues, and expenses in accordance with its contractually conferred rights and obligations.
(f) Equipment
Equipment is measured at cost less accumulated depreciation and impairment losses. Equipment not available for use is not subject to depreciation. Depreciation on the Company’s equipment, being a right-of-use asset is recognized on a straight-line basis over the term of the lease (note 7).
An asset’s residual value, useful life and depreciation method is reviewed at each reporting period and adjusted if appropriate. When parts of an item of equipment have different useful lives, they are accounted for as separate items (major components) of equipment.
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Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies (continued)
(f) Equipment (continued)
Subsequent costs that meet the asset recognition criteria are capitalized, while costs incurred that do not extend the economic useful life of an asset are considered repairs and maintenance, which are accounted for as an expense recognized during the period. Gains and losses on disposal of an item are determined by comparing the proceeds from disposal with the carrying amount of the item and recognized in profit or loss.
(g) Impairment
Financial assets
The Company assesses all information available, including on a forward-looking basis, the expected credit losses associated with its assets carried at amortized cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. To assess whether there is a significant increase in credit risk, the Company compares the risk of a default occurring on the asset as the reporting date, with the risk of default as at the date of initial recognition, based on all information available, and reasonable and supportive forwardlooking information.
Non-financial assets
Non-financial assets are reviewed quarterly by management for indicators that carrying value is impaired and may not be recoverable. When indicators of impairment are present the recoverable amount of an asset is evaluated at the CGU level, which is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. The recoverable amount of a CGU is the greater of the CGU’s fair value less costs to sell and its value in use. An impairment loss is recognized in profit or loss to the extent that the carrying amount exceeds the recoverable amount. The Company’s mineral property interest impairment policy is more specifically discussed in note 2(d) above.
(h) Share capital
Common shares are classified as equity. Transaction costs directly attributable to the issue of common shares and share options are recognized as a deduction from equity, net of any tax effects. Common shares issued for consideration other than cash, are valued based on their market value at the date the shares are issued.
When share capital recognized as equity is repurchased, the amount of the consideration paid, which includes directly attributable costs, net of any tax effects, is recognized as a deduction from equity. Share capital is reduced by the average per-common-share carrying amount, with the difference between this amount and the consideration paid, added to or deducted from contributed surplus.
The Company applies a residual value method with respect to the measurement of shares and warrants issued as private placement units. The residual value method first allocates value to the more easily measurable component based on fair value and then the residual value, if any, to the less easily measurable component. The Company considers the fair value of common shares issued in a unit private placement to be the more easily measurable component and the common shares are valued at their fair value, as determined by the closing quoted bid price on the issue date. The balance, if any, is allocated to the attached warrants. Any value attributed to the warrants is recorded as contributed surplus.
(i) Flow-through share private placements
As an incentive to complete private placements the Company may issue common shares, which by agreement are designated as flow-through shares. Such agreements require the Company to spend the funds from these placements on qualified exploration expenditures and renounce the expenditures and income tax benefits to the flow-through shareholders, resulting in no exploration deductions to the Company.
The shares are usually issued at a premium to the trading value of the Company’s common shares at the date the private placement closes. The premium is a reflection of the value of the income tax benefits that the Company must pass on to the flow-through shareholders. On issue, share capital is increased only by the non-flow-through share equivalent value. Any premium is recorded as a flow-through share premium liability.
12
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies (continued)
(i) Flow-through share private placements (continued)
The loss of the tax benefit is recorded as a deferred income tax liability and eliminates the original flow-through share premium liability, with the difference, if any, recorded as a deferred income tax expense. In instances where the Company has unused temporary income tax benefits, or unused non-capital losses or tax credits available to offset the deferred income tax liability, the realization of these income tax benefits is shown as a recovery in profit or loss in the year the deferred income tax liability is recorded.
The deferred income tax liability and reversal of the flow-through share premium liability are recorded on a prorata basis as the required exploration expenditures are completed and renounced to the flow-through shareholders.
(j) Share-based payment transactions
The Company has a stock option plan that provides for the granting of options to Officers, Directors, related company employees and consultants to acquire shares of the Company. The fair value of the options is measured on grant date and is recognized as an expense with a corresponding increase in contributed surplus as the options vest.
Options granted to employees and others providing similar services are measured at grant date at the fair value of the instruments issued. Fair value is determined using the Black-Scholes option pricing model considering the terms and conditions upon which the options were granted. The amount recognized as an expense is adjusted to reflect the actual number of share options that are expected to vest. Each tranche in an award with graded vesting is considered a separate grant with a different vesting date and fair value. Each grant is accounted for on that basis.
Options granted to non-employees are measured at the fair value of the goods or services received, unless that fair value cannot be estimated reliably, in which case the fair value of the equity instruments issued is used. The value of the goods or services is recorded at the earlier of the vesting date, or the date the goods or services are received.
On vesting, share-based payments are recorded as an operating expense and as contributed surplus. When options are exercised the consideration received is recorded as share capital. In addition, the related share-based payments originally recorded as contributed surplus are transferred to share capital. When an option is cancelled or expires, the initial recorded value is reversed from contributed surplus and credited to deficit.
(k) Environmental rehabilitation
An obligation to incur restoration, rehabilitation and environmental costs arises when environmental disturbance is caused by the exploration, development or ongoing production of a mineral property interest. The estimated costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are determined, and capitalized at the start of each project to the carrying amount of the asset as soon as the obligation to incur such costs arises. Discount rates, using a pre-tax rate that reflects the time value of money, are used to calculate the net present value. These costs are charged against profit or loss over the economic life of the related asset, through amortization using either the unit-of-production or the straight-line method. The related liability is adjusted at each reporting date for the unwinding of the discount rate, for changes to the current market-based discount rate, and for changes to the amount or timing of the underlying cash flows needed to settle the obligation. Costs for restoration of subsequent site damage which is created on an ongoing basis during production are provided for at their net present values and charged against profits as extraction progresses.
The Company has no known restoration, rehabilitation, or environmental costs, of any significance, related to its mineral property interests.
13
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies (continued)
(l) Income taxes
Income tax expense is comprised of current and deferred income taxes. Current income tax and deferred income tax are recognized in profit or loss, except to the extent that they relate to items recognized directly in equity or equity investments.
Current income tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
Deferred income tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred income tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred income tax assets and liabilities are offset if there is a legally enforceable right to offset current income tax liabilities and assets, and they relate to income taxes levied by the same tax authority for the same taxable entity. A deferred income tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable income will be available against which they can be utilized. Deferred income tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related income tax benefit will be realized.
(m) Earnings (loss) per share
The Company presents basic and diluted earnings (loss) per share (“EPS”) data for its common shares. Basic EPS is calculated by dividing the profit or loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the year, adjusted for own shares held. Diluted EPS is determined by dividing the profit or loss attributable to common shareholders by the weighted average number of common shares outstanding, adjusted for own shares held and for the effects of all potential dilutive common shares related to outstanding stock options and warrants issued by the Company.
(n) Use of estimates and critical judgments
The preparation of financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates and judgments. Those areas requiring the use of management estimates and judgments include:
Estimates
-
(i) Option or sale agreements, under which the Company may receive shares (marketable securities) as payment, require the Company to determine the fair value of the shares received. Many factors can enter into this determination, including, if public shares, the number of shares received, the trading value of the shares, and volume of shares, and if non-public shares, recent private placement offerings, the underlying asset value of the shares, or value of the claims under option or sale. This determination is subjective and does not necessarily provide a reliable single measure of the fair value of the shares received.
-
(ii) Recorded costs of flow-through share premium liabilities reflect the premium received by the Company on the issue of flow-through shares. The premium is subject to measurement uncertainly and requires the Company to assess the value of non-flow through shares. This determination is subjective and does not necessarily provide a reliable single measure of the fair value of the premium liability.
-
(iii) The determination of the fair value of stock options or compensatory warrants using stock pricing models requires the input of highly subjective variables, including expected price volatility. Wide fluctuations in the variables could materially affect the fair value estimate; therefore, the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s stock options and warrants.
14
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
2. Significant accounting policies (continued)
- (n) Use of estimates and critical judgments (continued)
Judgments
-
(i) Recorded costs of mineral property interests and deferred exploration and evaluation costs are not intended to reflect present or future values of these properties. The recorded costs are subject to measurement uncertainty and it is reasonably possible, based on existing knowledge, that change in future conditions could require a material change in the recognized amount. Management is required, at each reporting date, to review its mineral property interests for signs of impairment. This is a highly subjective process taking into consideration exploration results, metal prices, economics, financing prospects and sale or option prospects. Management makes these judgments based on information available, but there is no certainty that a property is or is not impaired. Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.
-
(ii) The determination of deferred income tax assets or liabilities requires subjective assumptions regarding future income tax rates and the likelihood of utilizing tax carry forwards. Changes in these assumptions could materially affect the recorded amounts, and therefore do not necessarily provide certainty as to their recorded values.
-
(iii) Management’s assessment of going concern is subject to judgment (Note 1). Specifically, the Company is in a positive working capital position, completed subsequent financings, and expenditures on mineral property interests are largely discretionary based on available funds from recent equity financings or other sources. Additionally, the Company has been successful in the past in raising equity capital, however, management cannot provide assurance that the Company will be able to continue to raise additional equity capital on favorable terms. These 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 financial statements.
(o) New accounting policies
Certain pronouncements have been issued by the IASB or IFRIC that are effective for accounting periods beginning on or after January 1, 2023. The Company has reviewed these updates and determined that none are applicable or consequential to the Company and have been excluded from discussion within these significant accounting policies.
3. Receivables and prepayments
Receivables and prepayments consist of the following:
| Receivables and prepayments consist of the following: | ||
|---|---|---|
| December 31, | December 31, | |
| 2022 | 2021 | |
| $ | $ | |
| Accrued receivables (Note 6) | 41,647 | 25,110 |
| Sales tax recoverable | 6,109 | 7,231 |
| Prepaid expenses | 36,349 | 34,212 |
| 84,105 | 66,553 |
15
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
4. Marketable securities
The Company holds share positions in other resource companies (public and private) which were obtained under mineral property option agreements or by participation in private placements. The valuation of the shares classified as current has been determined in whole by reference to the bid price of the shares on the TSX-V or Canadian Securities Exchange, as applicable, at each reporting date. The valuation of the shares classified as non-current has been determined using Level 2 fair value inputs as further described in note 14.
Warrants have been received as attachments to share purchase units and do not trade in an active market. At the time of purchase the per unit cost is allocated in full to each common share. The Company determines the value of the warrants at each reporting date using the Black-Scholes option pricing model.
A summary of the marketable security transactions for the years ended December 31, 2022 and December 31, 2021 is as follows:
| Marketable | ||||||
|---|---|---|---|---|---|---|
| Common shares | securities | Total | ||||
| public companies | Warrants | private companies | Total | gain (loss) | ||
| $ | $ | $ | $ | $ | ||
| Cost | ||||||
| January 1, 2021 | 486,946 | - | - | 486,946 | ||
| Additions | 299,999 | - | 3,286,556 | 3,586,555 | ||
| Proceeds on disposal | (143,097) | - | - | (143,097) | ||
| Realized gain | 38,580 | - | - | 38,580 | 38,580 | |
| December 31,2021 | 682,428 | - | 3,286,556 | 3,968,984 | ||
| Fair value | ||||||
| January 1, 2021 | 595,172 | 41,273 | - | 636,445 | ||
| Additions | 299,999 | - | 3,286,556 | 3,586,555 | ||
| Cost of disposals | (104,517) | - | - | (104,517) | ||
| Unrealized gain(loss) | (183,854) | (26,176) | 1,798,610 | 1,588,580 | 1,588,580 | |
| December 31,2021 | 606,800 | 15,097 | 5,085,166 | 5,707,063 | ||
| Total gain | 1,627,160 | |||||
| Marketable securities - public companies | 621,897 | |||||
| Marketable securities -private companies | 5,085,166 | |||||
| 5,707,063 | ||||||
| Cost | ||||||
| January 1, 2022 | 682,428 | - | 3,286,556 | 3,968,984 | ||
| Proceeds on disposal | (25,295) | - | - | (25,295) | ||
| Realizedloss | (35,312) | - | - | (35,312) | (35,312) | |
| December 31, 2022 | 621,821 | - | 3,286,556 | 3,908,377 | ||
| Fair value | ||||||
| January 1, 2022 | 606,800 | 15,097 | 5,085,166 | 5,707,063 | ||
| Cost of disposals | (60,607) | - | - | (60,607) | ||
| Unrealized gain(loss) | (257,793) | (14,457) | 1,412,500 | 1,140,250 | 1,140,250 | |
| December 31, 2022 | 288,400 | 640 | 6,497,666 | 6,786,706 | ||
| Total gain | 1,104,938 | |||||
| Marketable securities - public companies | 289,040 | |||||
| Marketable securities -private companies | 6,497,666 | |||||
| 6,786,706 |
16
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
5. Subsidiary information
In July 2016, the Company completed the purchase of various mineral properties located in the Northwest Territories and Nunavut, Canada, and in Nevada, USA, from Panarc Resources Ltd. (“Panarc”). On closing, Panarc was issued 10,000,000 common shares of the Company at a price of $0.205 per share for total consideration of $2,050,000. Panarc did not retain any royalty or other interest in any of the acquired properties. The purchase price was allocated to the various properties based on the hectares of each property.
Also purchased from Panarc in July 2016 was a 100% interest in the shares of Manta Minerals Corporation (“Manta”), a company incorporated in the State of Nevada, USA. A nominal amount of $1 was allocated to the share purchase.
Panarc incorporated Manta to hold title to its mineral property interests in Nevada, as it is a requirement in the USA that title to USA mineral interests be held by US corporations. Since incorporation Manta has had no transactions other than to hold title to the Nevada mineral claims. All costs to acquire or explore the claims were incurred by Panarc prior to the sale to Silver Range, and by Silver Range after the sale. Other than to hold title to the Nevada minerals claims, Manta has no assets or liabilities, and has had no transactions since being acquired by Silver Range.
6. Mineral property interests
The Company’s mineral property interests include various mineral properties located in the Yukon Territory, Northwest Territories, and Nunavut in Canada and in Nevada, USA. Properties which are in close proximity and could be developed as a single economic unit are grouped into projects.
| Northwest | |||||
|---|---|---|---|---|---|
| Yukon | Territories | Nunavut | Nevada | Total | |
| $ | $ | $ | $ | $ | |
| January 1, 2021 | 967,836 | 381,841 | 1,868,257 | 984,481 | 4,202,415 |
| Acquisitions/staking/assessments | - | - | 10,350 | 97,462 | 107,812 |
| Exploration and evaluation | 18,103 | 710 | 7,296 | 292,289 | 318,398 |
| Write-offs | - | - | (24,313) | - | (24,313) |
| Option and sale proceeds | (3,286,555) | (140,000) | - | (496,645) | (3,923,200) |
| Gainonsale of mineralproperty | 2,953,852 | 20,000 | - | 333,630 | 3,307,482 |
| December 31,2021 | 653,236 | 262,551 | 1,861,590 | 1,211,217 | 3,988,594 |
| January 1, 2022 | 653,236 | 262,551 | 1,861,590 | 1,211,217 | 3,988,594 |
| Acquisitions/staking/assessments | - | - | - | 137,454 | 137,454 |
| Exploration and evaluation | 17,781 | 134 | - | 242,936 | 260,851 |
| Impairments | (671,014) | (110,869) | (606,384) | (6,746) | (1,395,013) |
| Option and sale proceeds (1) | - | (20,000) | (22,637) | (69,273) | (111,910) |
| Gainonsale of mineralproperty | - | 20,000 | - | 40,572 | 60,572 |
| December 31, 2022 | 3 | 151,816 | 1,232,569 | 1,556,160 | 2,940,548 |
(1) Option and sale proceeds of $111,910 includes $70,263 recognized and received during the year ended December 31, 2022, and $41,647 receivable as at December 31, 2022. Cash flows from mineral property option proceeds of $95,373 includes the abovementioned $70,263, and $25,110 received during the year ended December 31, 2022 which was receivable as at December 31, 2021.
17
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
Changes in the project carrying amounts for the year ended December 31, 2021 are summarized as follows:
| (1) | Acquisitions/ Exploration Beginning staking / and Option Gain on Ending balance assessments evaluation Write-offs proceeds Sale balance $ $ $ $ $ $ $ |
|---|---|
| Yukon Projects Barb 36,003 - - - - - 36,003 Mel 617,233 - - - - - 617,233 Michelle 110,001 - 143 - (2,825,000) 2,714,856 - Silver Range 204,599 - 17,960 - (461,555) 238,996 - |
|
| Total 967,836 - 18,103 - (3,286,555) 2,953,852 653,236 |
|
| Northwest Territories Projects Cabin Lake - - - - (20,000) 20,000 - Hare 36,947 - - - - - 36,947 Itchen 43,101 - - - - - 43,101 Sparta 30,823 - - - - - 30,823 UptownGold 270,970 - 710 - (120,000) - 151,680 |
|
| Total 381,841 - 710 - (140,000) 20,000 262,551 |
|
| Nunavut Projects Atlantis 26,058 - - - - - 26,058 Grumpy 24,313 - - (24,313) - - - Hard Cash 176,962 10,350 5,710 - - - 193,022 Nigel 20,940 - 231 - - - 21,171 Noomut 8,636 - - - - - 8,636 Quartzite 46,059 - - - - - 46,059 South Kitikmeot 1,254,176 - 1,024 - - 1,255,200 Tree River 128,021 - 331 - - - 128,352 Yandle 183,092 - - - - - 183,092 |
|
| Total 1,868,257 10,350 7,296 (24,313) - - 1,861,590 |
|
| Nevada Projects Alimony - 4,010 1,138 - - 5,148 Bellehelen 57,443 23,558 64,352 - - - 145,353 Black Star 9,274 982 - - - - 10,256 Bottom Dollar 30,049 1,460 - - - - 31,509 Chestnut - 2,970 5,311 - - 8,281 Cold Springs 58,627 - - - (70,000) 11,373 - East Gold Point - - 8,732 - (80,989) 72,257 - East Goldfield 54,511 (418) 747 - (40,000) - 14,840 Enigma 112,689 6,768 49,778 - - - 169,235 Gold Chief 147,472 5,796 24,288 - - - 177,556 Hannapah 571 2,914 - - - - 3,485 Kawich 11,945 - - - - - 11,945 Krug 16,729 1,942 - - - - 18,671 Legal Tender 50,789 - 3,272 - (25,328) - 28,733 Loner 32,311 8,741 - - (25,328) - 15,724 Lucky Boy 29,530 2,187 3,526 - - - 35,243 Mount Tobin 568 - - - - - 568 Neversweat 2,944 - - - - - 2,944 Opulent - 4,120 4,932 - - 9,052 Rand 22,057 2,195 - - - - 24,252 Robot 24,235 2,428 - - - - 26,663 Roughrider 6,264 1,460 10,565 - - - 18,289 Sand Springs - - 3,986 - - 3,986 Skylight 104,856 3,869 - - (5,000) - 103,725 Sniper 25,006 979 252 - - - 26,237 Silver Mountain - 4,821 4,226 - - 9,047 Steptoe 75,956 9,891 60,908 - - 146,755 Strongbox 108,555 5,314 42,849 - - - 156,718 Tom 2,100 - - - - - 2,100 Tonto Del Pueblo - 1,475 3,427 - - 4,902 Yuge - - - - (250,000) 250,000 - |
|
| Total 984,481 97,462 292,289 - (496,645) 333,630 1,211,217 |
|
| Total Projects 4,202,415 107,812 318,398 (24,313) (3,923,200) 3,307,482 3,988,594 |
(1) Includes depreciation on equipment of $17,781 (note 7).
18
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
Exploration and evaluation expenditures on the projects consisted of the following:
| Northwest | |||||
|---|---|---|---|---|---|
| Yukon | Territories | Nunavut | Nevada | Total | |
| Year ended December 31, 2021 | $ | $ | $ | $ | $ |
| Assays | - | - | 1,606 | 100,258 | 101,864 |
| Depreciation (note 7) | 17,781 | - | - | - | 17,781 |
| Field | - | 710 | 160 | 18,903 | 19,773 |
| Labour | 322 | - | 578 | 61,599 | 62,499 |
| Survey and consulting (note 11) | - | - | 4,952 | 88,795 | 93,747 |
| Travel and accommodation | - | - | - | 22,734 | 22,734 |
| Total | 18,103 | 710 | 7,296 | 292,289 | 318,398 |
19
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
Changes in the project carrying amounts for the year ended December 31, 2022 are summarized as follows:
| 6. | Mineral property interests(continued) Changes in the project carrying amounts for the year ended December 31, 2022 are summarized as follows: |
|---|---|
| Acquisitions/ Exploration Beginning staking / and Option Gain on Ending balance assessments evaluation Imapirment proceeds Sale balance $ $ $ $ $ $ $ |
|
| Yukon Projects | |
| (1) | Barb 36,003 - - (36,002) - - 1 Mel 617,233 - - (617,232) - - 1 Silver Range - - 17,781 (17,780) - - 1 |
| Total 653,236 - 17,781 (671,014) - - 3 |
|
| Northwest Territories Projects Cabin Lake - - - - (20,000) 20,000 - Hare 36,947 - - (36,946) - - 1 Itchen 43,101 - - (43,101) - - - Sparta 30,823 - - (30,822) - - 1 Uptown Gold 151,680 - 134 - - - 151,814 |
|
| Total 262,551 - 134 (110,869) (20,000) 20,000 151,816 |
|
| Nunavut Projects Atlantis 26,058 - - (26,057) - - 1 Hard Cash 193,022 - - (193,021) - - 1 Nigel 21,171 - - (21,171) - - - Noomut 8,636 - - (8,635) - - 1 Quartzite 46,059 - - (46,058) - - 1 South Kitikmeot 1,255,200 - - - (22,637) - 1,232,563 Tree River 128,352 - - (128,351) - - 1 Yandle 183,092 - - (183,091) - - 1 |
|
| Total 1,861,590 - - (606,384) (22,637) - 1,232,569 |
|
| Nevada Projects Alimony 5,148 1,598 - (6,746) - - - Bankroll - - 1,955 - - - 1,955 Bellehelen 159,946 27,090 71,863 - (10,000) - 248,899 Black Star 10,256 948 26 - - - 11,230 Bottom Dollar 31,509 1,408 45 - - - 32,962 Chestnut 8,281 944 17 - - - 9,242 Cold Springs 205 - - - - 205 East Gold Point - - - - (40,572) 40,572 - East Goldfield 14,840 26,621 14,955 - - - 56,416 Enigma 169,235 6,582 55,655 - - - 231,472 Gold Chief 177,556 5,584 262 - - - 183,402 Hannapah 3,485 3,245 6,302 - - - 13,032 Ingot - 2,480 4,883 - - - 7,363 Krug 18,671 1,871 53 - - - 20,595 Legal Tender 28,733 - 16 - (13,058) - 15,691 Loner 15,816 3,731 51 - - - 19,598 Lucky Boy 35,243 2,107 36 - - - 37,386 Mount Tobin 568 - - - - - 568 Opulent 9,052 948 25 - - - 10,025 Rand 24,252 2,114 148 - - - 26,514 Robot 26,663 2,339 39 - - - 29,041 Sand Springs 3,986 3,944 18,209 - - - 26,139 Skylight 103,725 3,727 23 - (5,643) - 101,832 Sniper 26,237 944 22 - - - 27,203 Silver Mountain 9,047 4,818 436 - - - 14,301 Steptoe 146,755 15,003 32,821 - - - 194,579 Tom 2,100 - - - - - 2,100 Tonto Del Pueblo 4,902 944 142 - - - 5,988 Tule Canyon 175,006 18,464 34,952 - - - 228,422 |
|
| Total 1,211,217 137,454 242,936 (6,746) (69,273) 40,572 1,556,160 |
|
| Total Projects 3,988,594 137,454 260,851 (1,395,013) (111,910) 60,572 2,940,548 |
(1) Includes depreciation on equipment of $17,781 (note 7).
20
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
Exploration and evaluation expenditures on the projects consisted of the following:
| Northwest | ||||
|---|---|---|---|---|
| Yukon | Territories | Nevada | Total | |
| Year ended December 31, 2022 | $ | $ | $ | $ |
| Assays | - | - | 68,112 | 68,112 |
| Depreciation (note 7) | 17,781 | - | - | 17,781 |
| Field | - | 134 | 26,043 | 26,177 |
| Labour | - | - | 25,117 | 25,117 |
| Survey and consulting (note 11) | - | - | 110,596 | 110,596 |
| Traveland accommodation | - | - | 13,068 | 13,068 |
| Total | 17,781 | 134 | 242,936 | 260,851 |
The cumulative acquisition, exploration and evaluation costs incurred on the projects for all years and the current carrying values are as follows:
| Cumulative | Option proceeds / | Carrying | |
|---|---|---|---|
| costs, net | Impairments / Gain on sale | value | |
| As at December 31, 2022 | $ | $ | $ |
| Yukon | 28,637,344 | (28,637,341) | 3 |
| Northwest Territories | 1,118,952 | (967,136) | 151,816 |
| Nunavut | 2,531,069 | (1,298,500) | 1,232,569 |
| Nevada | 1,983,219 | (427,059) | 1,556,160 |
| Total | 34,270,584 | (31,330,036) | 2,940,548 |
Option proceeds received or receivable on the projects for the years ended December 31, 2022 and December 31, 2021 consisted of the following:
| December 31, | December 31, | |
|---|---|---|
| 2022 | 2021 | |
| $ | $ | |
| Yukon Projects | - | 3,286,555 |
| Northwest Territories Projects | 20,000 | 140,000 |
| Nunavut Projects | 22,637 | - |
| Nevada projects | 69,273 | 496,645 |
| 111,910 | 3,923,200 |
Certain of the Company’s mineral property interests are subject to option out or sale agreements, earn-in or purchase agreements or net smelter return royalties (“NSR”), as detailed below.
(a) Yukon projects
(i) Mel and Barb projects
The Mel and Barb projects were purchased in 2014 for $220,000. The claims are located in the Watson Lake Mining District, Yukon Territory. The Mel project is subject to a prior 1% NSR on any commercial production from the property and there is an additional 1% NSR due to the vendor of the properties on both the Mel and Barb projects, which may be purchased at any time for $1,000,000.
Under a prior option agreement, the Company received cash payments totalling $192,500, and common shares of the optionee having an aggregate fair value of $75,000.
During the year ended December 31, 2022, the Company wrote-down the carrying value of the Mel and Barb projects to $1 each as a result of the Company having no current or future budgeted exploration programs in place for this project. This resulted in a mineral property impairment charge of $653,234.
21
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
- (a) Yukon projects (continued)
(ii) Michelle project
The Michelle property was acquired in 2015 in exchange for cash and the Company’s Mint property. The Michelle property is located in the Dawson and Mayo Mining Districts, Yukon Territory. Under a prior option agreement, the Company received a cash payment of $10,000.
On February 19, 2021 and as amended on November 2, 2021, the Company signed an Asset Purchase Agreement with Silver47 Exploration Corp. (“Silver47”) a private British Columbia company, to sell Silver47 a 100% interest in the Company’s Michelle project. Under terms of the Agreement, Silver47 issued the Company 19.9% its common shares in 2021 (received, 5,650,000 common shares at a fair value of $2,825,000 ($0.50 each)).
To complete the purchase, Silver47 is required to:
-
Grant the Company a 1% NSR royalty; and
-
Make a one-time milestone payment of $1,000,000 in cash or Silver47 common shares upon the declaration of a NI 43-101 compliant resource or reserve estimate in excess of 80,000,000 ounces of silver.
Silver47 will have the right of first refusal on the sale of the royalty.
(iii) Silver Range project
The Silver Range and Mint group of claims were acquired in January 2011 from Strategic, by the issue of Silver Range common shares and warrants having a value of $2,954,026. The claims are located in the Whitehorse Mining District, Yukon Territory. The projects were considered impaired in 2015 and writtendown to a $14 carrying value. The Mint project was sold in 2015.
The Silver Range project also includes the JRV claims which were purchased in 2011 for cash and shares totalling $309,000. The JVR claims are subject to a 2% NSR on any commercial production of precious metals and a 1% NSR on commercial production of other metals. One-half of the NSR on the precious metals can be purchased by the Company for $1,500,000. The Silver Range project also includes the BP4 claim which was acquired in 2015 for $1. The BP4 claim is subject to a prior 2% NSR to a third party.
In 2016, and as amended on December 11, 2020, June 8, 2021, December 15, 2021 and August 4, 2022, the Company signed a Letter of Intent to option out its Silver Range project to Broden Mining Ltd., (“Broden Mining”) a private British Columbia company, of which the Company is a 10% shareholder (381,778 common shares were received during the year ended December 31, 2021 with a fair value of $461,555 ($1.21 per share)), for consideration as described below and a retained 2% NSR on all future precious metals production and a 1% NSR on all future non-precious metals production from the project.
To complete the purchase, Broden Mining is required to:
-
Issue to the Company 10% of Broden Mining’s common shares upon completion of an equity financing by Broden Mining immediately following the completion of development agreements to explore and develop the land package (known as the Vangorda Lands), on or before August 31, 2023; and
-
Make a one-time cash payment of $10,000,000 in advance of commercial production commencing at the project or any portion thereof, due 12 months from the commencement date of commercial production.
During the year ended December 31, 2022, the Company wrote-down the carrying value of the Silver Range project to $1 as a result of the Company having no current or future budgeted exploration programs in place for this project. This resulted in a mineral property impairment charge of $17,780.
22
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
(b) Northwest Territories projects
During the year ended December 31, 2022, the Company wrote-down the carrying value of certain of its Northwest Territories projects (Hare, Itchen, and Sparta) to either $1 or $nil each as a result of the Company having no current or future budgeted exploration programs in place for these projects. This resulted in a mineral property impairment charge of $110,869 in aggregate, for these projects.
(i) Cabin Lake royalty interest
By agreement dated November 7, 2017, and amended on August 9, 2018, and March 1, 2023, the Company agreed to sell 100% of its Cabin Lake property located in the Northwest Territories, to Rover Metals Corp. (“Rover”).
The Company retains a 2% NSR on all mineral production from the Cabin Lake property and Rover is required to make annual advance royalty payments as specified below. During 2020 and 2021, the Company received total payments of $40,000. Pursuant to the March 1, 2023 amendment, the advance royalty payment for 2022 was amended to $30,000 and due by March 3, 2023 (subsequently received, an equivalent value of Rover common shares). Thereafter, advance royalty payments of $20,000 are due annually from February 28, 2024 until a total of $230,000 has been paid by Rover.
During the year ended December 31, 2022, the Company accrued $20,000 as an advance royalty payment from Rover which was recognized within gain on sale of mineral property interests as the carrying value of the Cabin Lake property was $nil.
During the year ended December 31, 2021, the Company accrued $20,000 as an advance royalty payment from Rover which was recognized within gain on sale of mineral property interests as the carrying value of the Cabin Lake property was $nil. The payment was received during the year ended December 31, 2022.
Rover has the right to acquire up to 1.5% of the 2% NSR by making payments of either $750,000 or $1,500,000, depending on the indicated gold reserves that may be reported.
(ii) Uptown Gold property option
By Agreement dated September 9, 2016, and as amended on August 15, 2017, April 6, 2018, September 5, 2018, February 18, 2020, December 4, 2020, March 18, 2021 and January 11, 2022, the Company granted Rover the right to earn up to a 100% interest in the Company’s Uptown Gold property. For a 75% interest (the “First Option”), Rover issued Silver Range 1,970,694 common shares in 2018 at a fair value of $98,535 ($0.05 each), and thereafter made cash payments of $300,000 and incurred exploration expenditures of $850,000 to the end of December 2021. On December 4, 2020, Rover assigned its interest and obligations in the First Option to a private Ontario-based company (the “Assignee”) in addition to amending the timing and amount of expenditures required.
To complete the First Option, Rover or the Assignee must incur additional exploration expenditures of $750,000 on or before June 30, 2023.
Should the Assignee attain its 75% interest and not proceed to acquire the remaining interest, a joint venture would be formed to further explore the properties, unless otherwise agreed. For an additional 25% interest (the “Second Option”) Rover is required to issue Silver Range 2,500,000 common shares.
Should Assignee and Rover acquire a collective 100% interest in the property, the Company will retain a 2% NSR from any commercial production, one-half of which may be purchased by Rover for $1,000,000. Advance annual royalty payments of $50,000 will be paid to the Company commencing September 30, 2023.
23
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
(c) Nunavut projects
Under various prior year project option agreements, the Company received cash payments totalling $62,500 and common shares of the optionee having an aggregate fair value of $11,500.
During the year ended December 31, 2022, the Company wrote-down the carrying value of certain of its Nunavut projects (Atlantis, Hard Cash, Nigel, Noomut, Quartzite, Tree River, and Yandle) to $1 each (except Nigel to $nil) as a result of the Company having no current or future budgeted exploration programs in place for these projects. This resulted in a mineral property impairment charge of $606,384 for these projects.
(i) South Kitikmeot property option
On August 4, 2021, and amended on October 18, 2021, and January 6, 2022, the Company executed a Binding Terms Sheet (the “Term Sheet”) with an Australian company seeking a listing on the Australian Securities Exchange (the “ASX”) to grant to the Australian company the option to earn up to a 100% interest in the Company’s South Kitikmeot project located in Nunavut, Canada which comprises the Bling, Esker Lake, Goldbugs, Hiqiniq, Ujaraq, Uist, and Qannituq properties.
Pursuant to the Term Sheet, the Company will receive consideration for the right to grant the Australian company an option to purchase an interest in the project as described (expressed in Australian dollars “A$”). Under certain circumstances the amounts below may be settled, in part, through the issuance of common shares to the Company:
-
A$25,000 (received, $22,637) upon certain conditions precedent including but not limited to the Australian company completing due diligence on the project, and completing an initial public offering and obtaining all applicable regulatory and third-party approvals for a public listing;
-
A$200,000 upon definition of a JORC compliant inferred resource of at least 500,000 ounces at an average and cut-off grade of 1.8g/t; and
-
A$200,000 upon definition of a JORC compliant inferred resource of at least 1,000,000 ounces at an average and cut-off grade of 1.6g/t.
JORC refers to the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the “JORC Code”).
The Australian company may earn a 100% interest in the project in staged commitments as follows:
-
An initial 51% interest by completing minimum exploration expenditures of A$1,500,000 on or before December 31, 2024;
-
An additional 15% interest by incurring additional minimum exploration expenditures of A$2,000,000 on or before December 31, 2027;
-
An additional 24% interest by completing a preliminary feasibility study for the commencement of mining operations on any of the properties at any time on or before December 31, 2037; and
-
The remaining 10% interest may be earned at the fair market value of the 10% interest, to be determined by an independent qualified valuator.
The Company will retain a 2% NSR on all mineral production from the properties, of which up to 1% can be purchased by the Australian company by either making a cash payment of A$1,500,000 to the Company or issuing common shares to the Company at an equivalent value.
24
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
(d) Nevada projects
(i) Bellehelen property option
On December 16, 2022, the Company signed a Definitive Agreement to sell to Excalibur Metals Corp. (“Excalibur”) up to a 100% interest in the Company’s Bellehelen property which includes the Bellehelen, Kawich and Neversweat properties located in Nevada, USA. Pursuant to the terms of the Definitive Agreement, Excalibur will make cash payments and issue common shares to the Company as follows:
Cash payments of $300,000:
-
$10,000 upon Signing of a Definitive Agreement (completed);
-
$40,000 upon Excalibur obtaining a public listing on a Canadian stock exchange by May 30, 2023;
-
$50,000 on or before December 16, 2023;
-
$50,000 on or before December 16, 2024;
-
$75,000 on or before December 16, 2025; and
-
$75,000 on or before December 16, 2026.
Issuance of common shares equivalent to $200,000:
-
Common shares with a value of $50,000 on or before December 16, 2023;
-
Common shares with a value of $50,000 on or before December 16, 2024;
-
Common shares with a value of $50,000 on or before December 16, 2025; and
-
Common shares with a value of $50,000 on or before December 16, 2026.
In addition, Excalibur shall also make a defined resource payment (“DRP”) of US$2 per ounce of gold equivalent, payable following the initial declaration of measured and indicated resources defined by NI 43101 on the property. Annual advance payments of US$10,000 are due on December 31, 2027 and subsequent anniversaries from then, if no measured and indicated resources have been declared.
Additionally, the Company will retain a 2% Net Smelter Royalty (“NSR”) over the property. One-half of the NSR may be repurchased by Excalibur prior to commercial production for a cash payment of $1,000,000.
(ii) Cold Springs royalty interest
On September 1, 2020, and amended on May 11, 2021, the Company signed a Definitive Agreement with Supernova Metals Corp. (“Supernova”), to sell Supernova up to a 100% interest in certain claims underlying the Cold Springs project in Nevada. Under the Definitive Agreement, Supernova has acquired the project by issuing the Company 1,000,000 common shares of Supernova (received, at a fair value of $50,000 ($0.50) on May 25, 2021).
Prior to the May 11, 2021 amendment, the Company had received cash payments totalling $50,000, of which $20,000 was received during the year ended December 31, 2021. The Company retains a 2.5% NSR on all mineral production from the properties, of which 1.5% can be purchased by Supernova for $1,250,000.
(iii) Enigma property
On February 25, 2021, the Company entered into a Letter of Intent forming a joint arrangement with Auburn Gold Mining, LLC (“Auburn”) to consolidate certain of their respective claim holdings in Nevada which is accounted for under IFRS 11 Joint Arrangements.
The joint arrangement includes the Company’s Enigma and Auburn’s Cambridge properties, and certain intervening claims that connect the properties (the “Project Area”). Each party holds a 50% interest in the Project Area in the form of an unincorporated joint operation. Upon formation of the joint operation, a Technical Committee formed by the parties made up to two representatives from each party will determine exploration and marketing activities and the Company will act as operator. Each party will be responsible for maintaining their respective Project Area claims in good standing and will equally share the cost of maintaining the intervening claims.
25
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
-
(d) Nevada projects (continued)
-
(iv) East Gold Point project option
EGP claims:
On July 27, 2020, the Company signed an Option Agreement with GGL Resources Corp. (“GGL”), to sell GGL a 75% interest in certain claims underlying the East Gold Point Project (the “EGP property”). Pursuant to the terms of the Option Agreement, GGL has the right to acquire a 75% interest in the project by making cash payments to the Company as detailed below and incurring aggregate minimum exploration expenditures of US$1,500,000 on the collective Gold Point project (EGP claims, TOM claims, and certain other claims under option to GGL from other parties) on or before July 31, 2023 (completed).
Cash payments of $180,000:
-
$10,000 upon the execution of the option agreement (received);
-
Reimbursing the Company for certain staking costs and fees (received, $15,605);
-
$20,000 on or before December 31, 2020 (received); and
-
The aggregate of $150,000 as calculated bi-annually and based on 10% of the expenditures incurred during each of the periods from:
-
July 1 to December 31 (paid $33,548 for 2020 and 2021; paid or accrued $380 for 2022); and
-
January 1 to June 30 (paid $75,879 for 2021; paid or accrued $40,193 for 2022).
Upon GGL having earned the 75% interest in the EGP property it will enter into a 75%/25% joint venture with the Company for further exploration of the project. Additionally, the Company will be entitled to receive a one-time cash payment of US$4 per ounce of gold identified in a NI 43-101 compliant measured or indicated resource estimate (or proven or probable reserve estimate) on the project.
TOM claims:
On July 27, 2020, the Company and a private Nevada corporation (collectively, the “Optionors”) signed an Option Agreement with GGL, to sell GGL a 100% interest in certain additional claims underlying the East Gold Point Project (the “TOM property”) in which both the Company and the private Nevada corporation each hold a 50% interest. Pursuant to the terms of the Option Agreement, GGL can acquire the project by incurring aggregate minimum exploration expenditures of US$1,500,000 on the collective Gold Point project (EGP claims, TOM claims, and certain other claims under option to GGL from other parties) on or before July 31, 2023 (completed) and reimbursing the Optionors for certain staking costs and fees (completed).
Upon GGL having earned the 100% interest in the TOM property, the Optionors will be entitled to receive a one-time cash payment of US$1 per ounce of gold identified in a NI 43-101 compliant measured or indicated resource estimate (or proven or probable reserve estimate) on the project.
Additionally, the Optionors shall each retain a 1% NSR on all mineral production from the property, from which 50% can be purchased by GGL for a payment of US$2 per ounce on the first 250,000 ounces of gold contained in any measured or indicated resource estimate (or proven or probable reserve estimate), and US$1 per ounce of gold above 250,000 ounces thereafter.
26
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
-
(d) Nevada projects (continued)
- (v) East Goldfield property option
On February 20, 2020 and as amended on October 1, 2021, the Company signed a Property Option Agreement with ATAC Resources Ltd. (“ATAC”), a company with common Directors and Officers, to sell ATAC a 100% interest in the Company’s East Goldfield property located in Nevada, USA. Pursuant to the Option Agreement, ATAC had the right to earn an initial 75% interest in the property.
On February 22, 2022, ATAC informed the Company of its decision to terminate the agreement. Over the term of the option, the Company received cash payments of $70,000 from ATAC, and ATAC incurred exploration expenditures of approximately $1,400,000.
- (vi) Gold Chief property
Under a previous option agreement, the Company received a cash payment of $10,000 in 2020.
(vii) Hannapah property option
On July 16, 2019, the Company signed an Option Agreement with Mercury Exploration Nevada Inc. (“Mercury”) to sell Mercury a 100% interest in the Company’s Hannapah property located in Nevada, USA. On June 30, 2020, Mercury assigned its interest and obligations in the agreement to Infield Capital Corp. (“Infield”). On June 20, 2021, Infield terminated its option on the Hannapah property. During the option period with Mercury and Infield, the Company received option payments of US$20,000 ($27,310) in cash.
On September 26, 2022, the Company signed a joint marketing agreement with Mercury Exploration Corp. (“Mercury Exploration) to consolidate certain of their respective claim holdings in Nevada .
The agreement includes the Company’s Hannapah and Mercury Exploration’s Bandit properties, and certain intervening claims that connect the properties (the “Project Area”). Each party will be responsible for maintaining their respective Project Area claims in good standing. The parties intend to jointly market the project group to other parties.
(viii) Legal Tender property option
On May 20, 2021, the Company signed a Property Option Agreement with QLM Royston Hills, LLC (“QLM”) to sell QLM a 100% interest in the Company’s Legal Tender property located in Nevada, USA. On July 4, 2022, the Company provided a notice of termination to QLM as a result of QLM being in default of option payments due to the Company under the Property Option Agreement. Over the term of the option, the Company received cash payments totalling $25,328.
On December 9, 2022, the Company signed a Restated Property Option Agreement with QLM to sell QLM a 100% interest in certain claims underlying the Legal Tender property for cash payments as follows:
Cash payments of US$400,000:
-
US$10,000 upon Signing of the Restated Property Option Agreement (received, $13,058);
-
US$30,000 on or before December 1, 2023;
-
US$50,000 on or before December 1, 2024;
-
US$120,000 on or before December 1, 2025; and
-
US$190,000 on or before December 16, 2025.
The Company will retain a 2% NSR on all mineral production from the property, of which up to 1% can be purchased by QLM by making a cash payment of $1,000,000 to the Company. Additionally, the Company is entitled to receive a one-time cash payment of US$5 per ounce of gold, and US$0.10 per ounce of silver identified in NI 43-101 compliant technical report of a measured or indicated mineral resource to the property. If QLM does not identify a measured or indicated resource by December 1, 2027, it shall pay US$10,000 to the Company on December 1, 2027, and each subsequent anniversary until such time that a mineral resource has been identified on the property.
27
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
6. Mineral property interests (continued)
- (d) Nevada projects (continued)
(ix) Loner property option
On December 1, 2020, the Company signed an Option Agreement with Victory Resources Corporation (“Victory”) to sell Victory an 80% interest in the Company’s Loner property located in Nevada, USA. Pursuant to the Option Agreement, the Company was to receive cash and/or common shares of Victory staged over three years.
In December 2021, Victory terminated the Option Agreement. Over the term of the option, the Company received cash payments totalling US$40,000 ($51,229).
(x) Skylight property option
On July 15, 2021 and as amended on June 30, 2022 and April 3, 2023, the Company signed an Option Agreement with Rush Gold Corp. (“Rush”) superseding a previous option agreement signed between the parties on August 28, 2020 and as amended on March 31, 2021. Under the previous option agreement, the Company received cash proceeds of $15,000 from Rush.
Under the new Option Agreement, the Company will sell to Rush a 100% interest in the Company’s Skylight property located in Nevada, USA. Pursuant to the agreement, the Company will receive cash of $310,000 and 650,000 common shares of Rush over a three year period to August 15, 2025. In addition, Rush must complete 3,000 metres of drilling on the property by August 15, 2025. Rush must reimburse the Company US$4,400 by April 15, 2023 for claims maintenance fees.
The Option Agreement is subject to Rush obtaining a public listing by August 15, 2023.
(xi) Yuge property royalty interest
On February 27, 2018, the Company signed a Letter of Intent, which was subsequently replaced with a Definitive Agreement (the “Option Agreement”), to option to Trifecta Gold Ltd. (“Trifecta”) up to a 75% interest in the Company’s Yuge property, located in Nevada, USA. Under the Option Agreement, Trifecta reimbursed the Company staking and recording costs of $9,066.
On July 7, 2020, the Option Agreement was replaced with a Property Purchase Agreement (the “PP Agreement”). Pursuant to the terms of the PP Agreement, Trifecta has acquired a 100% interest in the Yuge property by:
-
Issuing to the Company that number of common shares equal to 9.9% of the total number of issued and outstanding common shares of Trifecta immediately following the closing of a financing (received, 4,797,611 common shares at a fair value of $359,821);
-
Reimbursing the Company for property maintenance payments, rentals and filing fees made to maintain the property in good standing until September 1, 2021 (received, $15,734); and
-
Paying the Company $250,000 on or before July 7, 2021 (the “Final Payment”) (received, 2,212,389 common shares at a fair value of $250,000 ($0.11)).
The Company retains a 2% NSR from the commercial production of any mineral products on the property. Trifecta has the right to purchase one-half of the NSR for $1,000,000. Additionally, the Company is entitled to receive a one-time cash payment of US$2 per ounce of gold or equivalent identified in NI 43-101 compliant technical report of a measured or indicated mineral resource, or proven or probable mineral reserve, as applicable, to the property.
28
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
7. Equipment
| Equipment | |
|---|---|
| Right-of-use | |
| asset | |
| $ | |
| Cost | |
| January1,2021 and December 31,2021 | 81,600 |
| Accumulated depreciation | |
| January 1, 2021 | 35,561 |
| Depreciation | 17,781 |
| December 31,2021 | 53,342 |
| Cost | |
| January 1, 2022 and December 31, 2022 | 81,600 |
| Accumulated depreciation | |
| January 1, 2022 | 53,342 |
| Depreciation | 17,781 |
| December 31, 2022 | 71,123 |
| Net book value | |
| December 31,2021 | 28,258 |
| December 31, 2022 | 10,477 |
Equipment is comprised of a right-of-use (“ROU”) asset, being the lease to purchase exploration equipment situated at the Company’s Silver Range project (Keg claims). Depreciation is taken on the ROU asset on a straight-line basis over the term of the lease and has been capitalized as part of the Silver Range mineral property interest (note 6(a)(iii)). Title to the equipment remains with the lessor until completion of the lease.
Lease liability
On April 30, 2019, the Company entered into a lease to purchase agreement with a third party for certain exploration equipment situated on its Silver Range project.
A reconciliation of the carrying amount of the lease liability as at December 31, 2022 and December 31, 2021, and for the years then ended is shown below. The lease commenced on April 30, 2019 with a term of 4.5 years to November 30, 2023.
| December 31, | December 31, | |
|---|---|---|
| 2022 | 2021 | |
| $ | $ | |
| Balance, beginning of year | 32,745 | 48,933 |
| Lease payments | (18,000) | (18,000) |
| Lease interest (finance costs) | 1,092 | 1,812 |
| Balance, end ofyear | 15,837 | 32,745 |
| Current portion of lease liability | 15,837 | 18,000 |
| Non-current portion of lease liability | - | 14,745 |
| 15,837 | 32,745 |
As at December 31, 2022, lease payments of $4,500 were included in accounts payable and accrued liabilities (December 31, 2021 – $nil).
29
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
7. Equipment (continued)
As at December 31, 2022, the total undiscounted amount of the estimated future cash flows to settle the Company’s lease liability over the remaining lease term is $16,500.
The Company’s minimum annual commitments are as follows:
| Equipment(continued) As at December 31, 2022, the total undiscounted amount of the estimated future cash flows to lease liability over the remaining lease term is $16,500. The Company’s minimum annual commitments are as follows: |
settle the Company’s |
|---|---|
| Total | |
| commitment | |
| Fiscalyear | $ |
| 2023 | 16,500 |
| Undiscounted amount of lease liability | 16,500 |
| Future finance costs | (663) |
| 15,837 |
8. Reclamation deposits
The reclamation deposits were comprised of cash deposits pledged to the Northwest Territories to ensure specified properties were properly restored after exploration. Management has determined that the Company has no material reclamation work related to the properties requiring the deposits.
During the year ended December 31, 2022, the reclamation deposits were redeemed and refunded to the Company.
9. Share capital
The authorized share capital of the Company consists of an unlimited number of common shares without par value. All issued shares are fully paid.
Transactions for the issue of share capital during the year ended December 31, 2022:
- On April 11, 2022, the Company closed a non-brokered private placement of 4,000,000 units at a price of $0.15 per unit, for gross proceeds of $600,000. Each unit consisted of one common share and one share purchase warrant, exercisable at $0.20 each until April 11, 2024. No value was allocated to the warrant component of the unit.
Finders’ fees totalling $4,878 were incurred in respect of the placement, and legal and filing fees amounted to $9,500. These share issue costs were recorded as a reduction to share capital.
- In May and October 2022, the Company issued 445,046 common shares to Paladin Geoscience Corp. (“Paladin”) with a fair value of $49,533, in settlement of consulting fees accrued from October 1, 2021 to September 30, 2022.
Transactions for the issue of share capital during the year ended December 31, 2021:
- On February 24, 2021, the Company closed a non-brokered private placement of 2,330,000 units at a price of $0.25 per unit, for gross proceeds of $582,500. Each unit consisted of one common share and one share purchase warrant, exercisable at $0.33 each until February 24, 2024. No value was allocated to the warrant component of the unit.
Legal and filing fees amounted to $6,000 and were recorded as a reduction to share capital.
- In May and October 2021, the Company issued an aggregate 395,283 common shares to Paladin with a fair value of $64,969, in settlement of consulting fees accrued from October 1, 2020 to September 30, 2021.
30
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
9. Share capital (continued)
Commitment to issue shares
The Company has an ongoing Consulting Agreement with Paladin a company controlled by the President and CEO of the Company. The Consulting Agreement has been renewed each year by way of Amending Agreements. The 2022 Amending Agreement was signed on April 1, 2022 and is effective until March 31, 2024.
Pursuant to the 2022 Amending Agreement, Paladin continues to receive a monthly consulting fee of $11,250 in cash and/or shares, which at the sole discretion of Paladin at the time of submitting an invoice for services, may be up to a maximum of $5,000 in common shares. The consulting fee is paid/accrued on a monthly basis, and any common shares are issuable semi-annually. Amounts rendered by Paladin are recorded within both operating expenses and mineral property interests (notes 11,13).
The Consulting Agreement also includes a $250,000 termination provision which would be triggered by a change in control of the Company or the resignation or discharge of Paladin as a Director/Officer of the amalgamated or merged company in the event of a change in control.
All share issuances are subject to regulatory approval, including TSX-V acceptance, and are subject to such hold periods as are required by the TSX-V and applicable regulatory authorities. The number of any common shares to be issued by the Company is calculated at the end of each month during which services are provided, at a deemed price per share equal to the Market Price of the Company's shares (as that term is defined in the policies of the TSX-V) on the last day of each such month on which the shares of the Company traded, minus 50% of the maximum discount permitted by those policies.
As at December 31, 2022, the Company has accrued a commitment for $10,000 (December 31, 2021 - $17,719) relating to the period from October 1, 2022 to December 31, 2022, of which, $4,760 was included within operating expenses and $5,240 capitalized as mineral property costs (both amounts are before applicable sales taxes).
During the year ended December 31, 2022, the Company issued 445,046 common shares to Paladin for services rendered from October 1, 2021 to September 30, 2022. The issuance was in settlement of the accrued commitment of $17,719 as at December 31, 2021, plus additional amounts accrued through to September 30, 2022 totalling $31,814.
During the year ended December 31, 2021, the Company issued 395,283 common shares to Paladin in settlement of services rendered from October 1, 2020 to September 30, 2021 totalling $64,969.
As at December 31, 2022, the Company has issued 1,940,251 common shares to Paladin for services rendered from April 1, 2019 to March 31, 2022 (389,483 common shares issued during 2019, 710,439 common shares issued during 2020, 395,283 common shares issued during 2021, and 445,046 common shares issued during the year ended December 31, 2022).
Additionally, the Company subsequently issued 148,770 common shares to Paladin in settlement of consulting fees accrued from October 1, 2022 to March 31, 2023 (Note 16(c)).
31
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
9. Share capital (continued)
Common share rights
The Company has approved the adoption of a “Rights Plan” dated November 19, 2021, under which one Right is issued for each issued and outstanding common share of the Company. Each Right entitles the holder to purchase from the Company one common share at an exercise price equal to one-half the then market price of the stock on the TSX-V, subject to certain adjusting events if they have occurred. The Rights are exercisable only if the Company receives an unacceptable take-over bid as defined in the Rights Agreement. Adoption of the Rights Plan was approved by the shareholders at a general meeting held on May 18, 2022.
Stock options
The Company has adopted an incentive stock option plan (the “Plan”). The essential elements of the Plan provide that the aggregate number of common shares of the Company’s capital stock issuable pursuant to options granted under the Plan may not exceed 10% of the number of issued shares of the Company at the time of grant. Options granted under the Plan may have a maximum term of ten years. A participant who is not a consultant conducting investor relations activities, who is granted an option that is exercisable at or above the market price at the date of grant, can have their options vest immediately, unless otherwise determined by the Board of Directors. A participant who is a consultant conducting investor relations activities, who is granted options under the Plan, will become vested with the right to exercise one-quarter of the options upon conclusion of every three months subsequent to the grant date.
A summary of the status of the Company’s stock options as at December 31, 2022 and December 31, 2021 and changes during the years then ended is as follows:
during the years then ended is as follows: |
||||
|---|---|---|---|---|
| Year ended | Year ended | |||
| December | 31, 2022 | December 31, 2021 | ||
| Weighted | Weighted | |||
| average | average | |||
| exercise | exercise | |||
| Options | price | Options | price | |
| # | $ | # | $ | |
| Options outstanding, beginning of year | 8,000,000 | 0.17 | 3,945,000 | 0.21 |
| Granted | 620,000 | 0.14 | 4,455,000 | 0.14 |
| Expired | (2,045,000) | 0.24 | (400,000) | 0.21 |
| Options outstanding, end ofyear | 6,575,000 | 0.14 | 8,000,000 | 0.17 |
As at December 31, 2022 the Company has stock options outstanding and exercisable as follows:
| Options | Options | Exercise | ||
|---|---|---|---|---|
| outstanding | exercisable | price | Expiry date | |
| # | # | $ | ||
| (1) | 400,000 | 400,000 | 0.15 | February 8, 2023 |
| (1) | 500,000 | 500,000 | 0.17 | March 14, 2023 |
| 100,000 | 100,000 | 0.15 | October 26, 2023 | |
| 300,000 | 300,000 | 0.11 | January 13, 2025 | |
| 100,000 | 100,000 | 0.19 | September 2, 2025 | |
| 100,000 | 100,000 | 0.24 | November 5, 2025 | |
| 300,000 | 300,000 | 0.21 | July 11, 2026 | |
| 4,155,000 | 4,155,000 | 0.13 | December 6, 2026 | |
| 620,000 | 465,000 | 0.14 | February 22, 2027 | |
| 6,575,000 | 6,420,000 |
(1) Subsequently expired unexercised
32
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
9. Share capital (continued)
Stock options (continued)
The following table summarizes information about the stock options outstanding at December 31, 2022:
| Exercise | Weighted average | Weighted average | |
|---|---|---|---|
| prices | Options | remaining life | exercise price |
| $ | # | (years) | $ |
| 0.11 - 0.17 | 6,075,000 | 3.25 | 0.13 |
| 0.19-0.24 | 500,000 | 3.22 | 0.21 |
| 6,575,000 | 3.25 | 0.14 |
During the year ended December 31, 2022, 620,000 stock options were granted to a Director and a consultant exercisable at $0.14 each, expiring on February 22, 2027 and vesting quarterly over one year. The Company recorded the fair value of all options granted using the Black-Scholes option pricing model. Share-based payment expense was calculated using the following weighted average assumptions: expected life of options – five years, stock price volatility – 83.00%, no dividend yield, and a risk-free interest rate yield – 1.79%. The fair value is particularly impacted by the Company’s stock price volatility, determined using data from the previous five years.
Using the above assumptions, the fair value weighted average of options granted during the year ended December 31, 2022, was $0.09 per option, for an aggregate total of $57,616.
The total share-based payment expense for the year ended December 31, 2022 was $386,480 (2021 - $105,865) and includes only options that vested during the period.
During the year ended December 31, 2022, 2,045,000 Director, Officer, and consultant options expired unexercised. As a result, the original share-based payments expense of $356,585 was reversed from contributed surplus and credited to deficit.
During the year ended December 31, 2021, 400,000 consultant options expired unexercised. As a result, the original share-based payments expense of $59,521 was reversed from contributed surplus and credited to deficit.
During the year ended December 31, 2021, 4,455,000 stock options were granted to a Director and consultants. The stock options are exercisable at either $0.13 or $0.21 each and expire on either July 11, 2026 or December 6, 2026. The Company recorded the fair value of all options granted using the Black-Scholes option pricing model. Share-based payment expense was calculated using the following weighted average assumptions: expected life of options – five years, stock price volatility – 90.00%, no dividend yield, and a risk-free interest rate yield – 1.40%. The fair value is particularly impacted by the Company’s stock price volatility, determined using data from the previous five years.
Using the above assumptions, the fair value weighted average of options granted during the year ended December 31, 2021, was $0.09 per option, for an aggregate total of $354,006.
Warrants
As an incentive to complete private placements, the Company may issue units which include common shares and common share purchase warrants. Using the residual value method, the Company determines whether a value should be allocated to warrants attached to units sold in completed private placements. Finders’ warrants may be issued as a private placement share issue cost and are valued using the Black-Scholes option pricing model.
33
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
9. Share capital (continued)
Warrants (continued)
A summary of the Company’s common share purchase warrants as at December 31, 2022 and December 31, 2021 and changes during the years then ended is as follows:
| Year ended | Year ended | Year ended | Year ended | |
|---|---|---|---|---|
| December | 31, 2022 | December | 31, 2021 | |
| Weighted | Weighted | |||
| average | average | |||
| Warrants | exercise price | Warrants | exercise price | |
| # | $ | # | $ | |
| Warrants outstanding, beginning of year | 8,855,000 | 0.20 | 6,525,000 | 0.16 |
| Issued | 4,000,000 | 0.20 | 2,330,000 | 0.33 |
| Expired | (6,525,000) | 0.16 | - | - |
| Warrants outstanding, end ofyear | 6,330,000 | 0.25 | 8,855,000 | 0.20 |
As at December 31, 2022, the Company has warrants outstanding and exercisable as follows:
| (1) | Warrants Warrants Exercise outstanding exercisable price Expiry date # # $ |
|---|---|
| 2,330,000 2,330,000 0.33 February 24, 2024 4,000,000 4,000,000 0.20 April 11,2024 |
|
| 6,330,000 6,330,000 |
- (1) Warrants are subject to a notice of early expiry if the closing price of the Company’s common shares is $0.40 or greater for a period of 10 consecutive trading days.
Contributed surplus
Contributed surplus is comprised of the accumulated fair value of stock options recognized as share-based payments and the value of previously forfeited common shares. Contributed surplus is increased by the fair value of stock options on vesting and is reduced by corresponding amounts when the options expire or are exercised or cancelled. Future fluctuations in contributed surplus may also include the fair value of finders’ warrants issued on private placements and corresponding reductions when the warrants expire or are exercised.
| Shares | Options | Total | |
|---|---|---|---|
| $ | $ | $ | |
| January 1, 2021 | 9,874 | 543,314 | 553,188 |
| Options vesting | - | 105,865 | 105,865 |
| Options expired | - | (59,521) | (59,521) |
| December 31,2021 | 9,874 | 589,658 | 599,532 |
| January 1, 2022 | 9,874 | 589,658 | 599,532 |
| Options vesting | - | 386,480 | 386,480 |
| Options expired | - | (356,585) | (356,585) |
| December 31, 2022 | 9,874 | 619,553 | 629,427 |
34
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
10. Earnings (loss) per share
The calculation of basic and diluted earnings (loss) per share for the years ended December 31, 2022 and December 31, 2021, is based on the following:
31, 2021, is based on the following: |
|||||
|---|---|---|---|---|---|
| December | 31, | December 31, | |||
| 2022 | 2021 | ||||
| Income (loss) for the year | $ | (1,191,749) |
$ | 4,286,780 |
|
| Weighted average number of common shares outstanding - basic | 87,770,082 | 84,112,381 | |||
| Dilutive effect of stock options and warrants | - | 2,433,929 | |||
| Weighted average number of common shares outstanding- diluted | 87,770,082 | 86,546,310 | |||
| Basic earnings (loss) per share $ | $ | (0.01) |
$ | 0.05 |
|
| Diluted earnings (loss) per share$ | $ | (0.01) | $ | 0.05 |
The calculation of basic earnings per share for the years ended December 31, 2022 and December 31, 2021 was based on the income (loss) attributable to common shareholders, and the weighted average number of common shares outstanding. The calculation of diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding stock options and warrants, in the weighted average number of common shares outstanding, if dilutive. During the year ended December 31, 2021, certain stock options and warrants had a dilutive impact.
11. Related party payables and transactions
A number of key management personnel and Directors hold positions in other entities that result in them having control or significant influence over the financial or operating policies of these entities. There were no loans to key management personnel or Directors, or entities over which they have control or significant influence during the years ended December 31, 2022 and December 31, 2021.
Key management personnel and Directors receive no salaries, non-cash benefits (other than incentive stock options), or other remuneration directly from the Company, other than noted below, and there are no contracts with them that cannot be terminated without penalty on thirty days’ advance notice, except for the Paladin termination fee as detailed in note 9. Key management personnel and Directors participate in the Company’s stock option plan.
During the year ended December 31, 2022, the Company granted 400,000 stock options to a Director of the Company having a fair value on grant of $37,082.
During the year ended December 31, 2022, 1,295,000 Director and Officer stock options expired unexercised. As a result, the original expense of $232,181 was reversed from contributed surplus and credited to deficit.
35
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
11. Related party payables and transactions (continued)
During the year ended December 31, 2021, the Company granted 3,250,000 stock options to Directors and officers of the Company having a fair value on grant of $294,428.
The Company transacted with the following related parties:
-
(a) Douglas Eaton is a Company Director. He is a shareholder of Archer, Cathro & Associates (1981) Limited (“Archer Cathro”), which is a geological consulting firm. Archer Cathro provides the Company with geological consulting services, office rent and administration.
-
(b) Glenn Yeadon is the Company’s Secretary. He controls Glenn R. Yeadon Personal Law Corporation (“Yeadon Law Corp.”), which provides the Company with legal services.
-
(c) Larry Donaldson is the Company’s CFO. He is a principal of Donaldson Brohman Martin CPA Inc. (“DBM CPA”), a firm in which he has significant influence. DBM CPA provides the Company with accounting and tax services.
-
(d) Ian Talbot is the Company’s COO. He provides the Company with management services.
-
(e) Michael Power is the Company’s President and CEO. He controls Paladin, which provides the Company with consulting services. The consulting fees are paid by cash and shares (note 9).
-
(f) Richard Drechsler is the Company’s Vice-President of Communications. He controls Drechsler Consulting Ltd. (“Drechsler Consulting”), which provides the Company with management and administrative services.
-
(g) John Gilbert is the Company’s Chief Corporate Development Officer effective December 1, 2021. He controls Grindstone Resources LLC (“Grindstone Resources”) and Hellion Resources LLC (“Hellion Resources”), which provides the Company with corporate development and geological services.
The aggregate value of transactions and outstanding balances with key management personnel and Directors and entities over which they have control or significant influence were as follows:
| Transactions | Transactions | Transactions | Transactions | ||||||
|---|---|---|---|---|---|---|---|---|---|
| for the year | for the year | Balances | Balances | ||||||
| ended | ended | outstanding | outstanding | ||||||
| December | 31, | December | 31, | December 31, | December | 31, | |||
| 2022 | 2021 | 2022 | 2021 | ||||||
| $ | $ | $ | $ | ||||||
| Archer Cathro | |||||||||
| - geological services | 31,330 | 64,673 | 16,801 | - | |||||
| -rent and administration | 49,516 | 59,489 | 8,491 | 4,829 | |||||
| 80,846 | 124,162 | 25,292 | 4,829 | ||||||
| Yeadon Law Corp. | (1) | 52,502 | 58,637 | 5,065 | 20,379 | ||||
| DBM CPA | 43,100 | 39,800 | 13,000 | 13,000 | |||||
| Ian Talbot | 42,000 | 42,000 | 3,675 | - | |||||
| Paladin | (2)(3) | 154,386 | 157,346 | 11,813 | - | ||||
| Mike Power | - | - | 423 | 2,668 | |||||
| Drechsler Consulting | 15,255 | 14,580 | - | - | |||||
| Grindstone Resources | (4) | 132,143 | 19,392 | - | 8,947 | ||||
| Hellion Resources | - | - | 7,449 | - | |||||
| John Gilbert | - | - | 251 | - | |||||
| 520,232 | 455,917 | 66,968 | 49,823 |
(1) Includes $9,500 in share issue costs for the years ended December 31, 2022 (2021 - $6,000).
(2) Includes geological services (w ithin survey and consulting) of $61,949 for the year ended December 31, 2022 (2021 - $53,807).
(3) As at December 31, 2022, $10,000 has been accrued and included w ithin commitment to issue shares (December 31, 2021 - $17,719).
(4) Includes geological services (w ithin survey and consulting) of $51,884 for the year ended December 31, 2022 (2021 - $5,699).
36
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
11. Related party payables and transactions (continued)
All related party balances are unsecured and are due within thirty days without interest. The related party transactions do not include expense reimbursements or recoverable sales tax amounts that are included in the year end related party payable balances.
The transactions with the key management personnel and Directors are included in general and administrative expenses as follows:
-
(a) Management, administration and corporate development fees
-
Includes the services of Company’s COO, Ian Talbot.
-
Includes the services of Company’s Vice President of Communications, Richard Drechsler, charged to the Company by Drechsler Consulting.
-
Includes charges by Archer Cathro for administrative personnel.
-
Includes the consulting fees paid to the Company’s president and CEO, Mike Power, charged to the Company by Paladin.
-
Includes the services of the Company’s Chief Corporate Development Officer, John Gilbert, charged to the Company by Grindstone Resources and Hellion Resources.
-
(b) Office rent
-
Charged by Archer Cathro.
-
(c) Professional fees
-
Includes the legal services of the Company’s Secretary, Glenn Yeadon, charged to the Company by Yeadon Law Corp.
-
Includes the accounting and tax services of the Company’s CFO, Larry Donaldson, charged to the Company by DBM CPA.
-
(d) Project generation costs
-
Includes charges by Paladin.
-
Includes charges by Grindstone Resources and Hellion Resources.
12. Income taxes
Income tax expense varies from the amount that would be computed from applying the combined federal and provincial income tax rate to income before income taxes as follows:
| December 31, | December 31, | |
|---|---|---|
| 2022 | 2021 | |
| $ | $ | |
| Income (loss) for the year before income taxes | (1,191,749) | 4,286,780 |
| Statutory Canadian corporate tax rate | 27.0% | 27.0% |
| Anticipated income tax recovery (expense) | 321,772 | (1,157,431) |
| Change in tax resulting from: | ||
| Unrecognized items for tax purposes | 48,462 | 195,943 |
| Tax benefits (not recognized) recognized | (370,234) | 961,488 |
| Net deferred income tax recovery | - | - |
The deferred taxes assets and liabilities reflect the tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax values.
| December | 31, | December 31, | |
|---|---|---|---|
| 2022 | 2021 | ||
| $ | $ | ||
| Marketable securities | (389,000) | (235,000) | |
| Non-capital loss carryforwards applied | 389,000 | 235,000 | |
| Net deferred tax liability | - | - |
37
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
12. Income taxes (continued)
As at December 31, 2022, the Company has unclaimed resource and other deductions in the amount of approximately $18,536,000 (December 31, 2021 - $18,165,000), which may be deducted against future taxable income. These costs are approximately $15,596,000 more than the carrying value of the mineral property interests. The tax benefit of approximately $4,211,000 on the difference has not been recognized for tax purposes as there is no certainty that there will be adequate taxable income to utilize the deductions.
As at December 31, 2022, the Company has unused non-capital losses of approximately $5,203,000 of which $219,000 will expire in 2031, $576,000 in 2032, $551,000 in 2033, $372,000 in 2034, $303,000 in 2035 and $3,182,000 thereafter. The tax benefit of approximately $1,405,000 on the losses has not been recognized for tax purposes as there is no certainty that there will be adequate taxable income to utilize the losses.
As at December 31, 2022, the Company has share issue costs totaling approximately $22,000 (December 31, 2021 – $17,000), which have not been claimed for income tax purposes. The tax benefit of approximately $6,000 has not been recognized for tax purposes as there is no certainty that there will be adequate taxable income to utilize the deductions.
As at December 31, 2022, the Company has unused capital losses of approximately $18,000 (December 31, 2021 - $nil), which have no expiry dates and can only be used to reduce future income from capital gains.
As at December 31, 2022, the Company has unused investment tax credits of approximately $1,320,000 (December 31, 2021 - $1,320,000), of which $1,137,000 will expire in 2031, $87,000 in 2032 and $96,000 in 2033. The tax benefit of approximately $964,000 on the credits has not been recognized for tax purposes as there is no certainty that there will be adequate taxable income to utilize the credits.
Income tax attributes are subject to review, and potential adjustments, by tax authorities.
13. Supplemental cash flow information
Changes in non-cash operating working capital during the years ended December 31, 2022 and December 31, 2021 were comprised of the following:
were comprised of the following: |
||
|---|---|---|
| December 31, | December 31, | |
| 2022 | 2021 | |
| $ | $ | |
| Receivables and prepayments | (1,015) | (10,416) |
| Accounts payable and accrued liabilities | 9,864 | (3,694) |
| Accounts payable torelated parties | 344 | 16,682 |
| Net change | 9,193 | 2,572 |
The Company incurred non-cash investing activities during the years ended December 31, 2022 and December 31, 2021, which were comprised of the following:
2021, which were comprised of the following: |
||
|---|---|---|
| December 31, | December 31, | |
| 2022 | 2021 | |
| $ | $ | |
| Non-cash financing activity: | ||
| Lease paymentsincludedinaccounts payable and accruedliabilities (note7) | 4,500 | - |
| 4,500 | - | |
| Non-cash investing activities: | ||
| Depreciation included in mineral property interests | 17,781 | 17,781 |
| Deferred mineral property costs included in accounts payable and related party payables | 16,801 | 28,300 |
| Value of commitment to issue shares included in mineral property interests (note 9) | 5,240 | 6,173 |
| Value of shares issued included in mineral property interests | 11,273 | 20,614 |
| Marketable securities received on option of mineral property interests | - | (3,586,555) |
| Mineral property option proceeds received by marketable securities | - | 3,586,555 |
| Mineralproperty optionproceedsincludedinaccruedreceivables and other receivables (note 3) | 41,647 | 25,110 |
| 92,742 | 97,978 |
During the years ended December 31, 2022 and December 31, 2021, no amounts were paid for interest or income tax expenses.
38
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
13. Supplemental cash flow information (continued)
Cash and cash equivalents consist of the following:
| December 31, | December | 31, | |
|---|---|---|---|
| 2022 | 2021 | ||
| $ | $ | ||
| Bank and broker balances | 109,864 | 444,021 | |
| Cashable investment certificates | 153,546 | - | |
| 263,410 | 444,021 |
14. Financial risk management
Capital management
The Company is a junior resource exploration company and considers items included in shareholders’ equity as capital. The Company has no debt and does not expect to enter into debt financing. The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of underlying assets. In order to maintain or adjust its capital structure, the Company may issue new shares, purchase shares for cancellation pursuant to normal course issuer bids or make special distributions to shareholders. The Company is not subject to any externally imposed capital requirements and does not presently utilize any quantitative measures to monitor its capital. There were no changes to the Company’s approach to capital management during the year ended December 31, 2022. The Company’s capital structure as at December 31, 2022, is comprised of shareholders’ equity of $9,975,770 (December 31, 2021 - $10,143,603).
The Company currently has no source of revenues. In order to fund future projects and pay for administrative costs, the Company will spend its existing working capital and raise additional funds as needed. The Company's ability to continue as a going concern on a long-term basis and realize its assets and discharge its liabilities in the normal course of business rather than through a process of forced liquidation is primarily dependent upon its ability to sell or option its mineral properties and its ability to borrow or raise additional financing from equity markets.
Financial instruments - fair value
The Company’s financial instruments consist of cash, accrued receivables, marketable securities, accounts payable and accrued liabilities, and accounts payable to related parties.
The carrying value of accrued receivables, accounts payable and accrued liabilities, and accounts payable to related parties approximated their fair value because of the short-term nature of these instruments.
Financial instruments measured at fair value on the consolidated statements of financial position are summarized into the following fair value hierarchy levels:
-
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
-
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
| Level 1 | Level 2 | Level 3 | Total | ||
|---|---|---|---|---|---|
| $ | $ | $ | $ | ||
| December 31, 2022 | |||||
| Cash and cash equivalents | 263,410 | - | - | 263,410 | |
| Marketable securities | 288,400 | 6,498,306 | - | 6,786,706 | |
| 551,810 | 6,498,306 | - | 7,050,116 | ||
| December 31, 2021 | |||||
| Cash | 444,021 | - | - | 444,021 | |
| Marketable securities | 606,800 | 5,100,263 | - | 5,707,063 | |
| Reclamation deposits | 35,404 | - | - | 35,404 | |
| 1,086,225 | 5,100,263 | - | 6,186,488 |
39
Silver Range Resources Ltd. Notes to the Consolidated Financial Statements
For the years ended December 31, 2022 and December 31, 2021
14. Financial risk management (continued)
Financial instruments - risk
The Company’s financial instruments can be exposed to certain financial risks, including credit risk, interest rate risk, liquidity risk, market risk, and currency risk.
(a) Credit risk
The Company is exposed to credit risk by holding cash. This risk is minimized by holding the funds in Canadian banks or with Canadian governments. The Company has minimal receivables exposure as its refundable credits are due from the Canadian government. The Company’s accrued receivables are due from creditworthy third parties and the Company believes the credit risk associated with these receivables to be low. The Company’s maximum credit risk exposure to these receivables is equal to their carrying values.
(b) Interest rate risk
The Company is exposed to interest rate risk because of fluctuating interest rates. Fluctuations in market rates do not have a significant impact on the Company’s operations. For the year ended December 31, 2022, every 1% fluctuation in interest rates would have impacted income (loss) for the year by approximately $2,000 (2021 - $4,000) before income taxes.
(c) Liquidity risk
Liquidity risk is the risk that the Company is unable to meet its financial obligations as they come due. The Company manages this risk by careful management of its working capital to ensure its expenditures will not exceed available resources.
(d) Market risk
The Company is exposed to market risk because of the fluctuating values of its marketable securities. The Company has no control over these fluctuations and does not hedge its investments. Based on the December 31, 2022 portfolio value, every 10% increase or decrease in the share price of the securities would have impacted income (loss) for the year by approximately $680,000 (2021 - $571,000) before income taxes.
(e) Currency risk
The Company is exposed to currency risk because it holds cash, and has certain receivables and accounts payable denominated in United States Dollars, which, because of fluctuating exchange rates can create gains or losses at the time cash is converted to Canadian dollars, or receivables and payables are received or settled. The Company has no control over these fluctuations and does not hedge its foreign currency holdings. Based on its December 31, 2022 United States Dollar holdings, every 10% increase or decrease in the exchange rate would have impacted income (loss) for the year by approximately $4,000 (2021 - $1,000) before income taxes.
15. Segmented information
The Company operates in one reportable operating segment being the acquisition, exploration, and evaluation of mineral properties in Canada and the USA. The Company holds non-current assets comprising mineral property interests of $1,556,160 (December 31, 2021 - $1,211,217) in the USA. The remainder of the Company’s non-current assets are located in Canada.
16. Events after the reporting period
-
(a) On March 1, 2023, the Company closed a private placement with Altius Minerals Corporation (“Altius”) through its wholly-owned subsidiary, Altius Resources Inc., comprising 3,333,333 common shares at a price of $0.15 per share, for gross proceeds of $500,000. Additionally, the Company has signed a generative alliance agreement with Altius whereby Altius will acquire a 1% NSR on three of the Company’s projects staked within a specified area of interest in the southwest USA.
-
(b) On March 27, 2023, the Company closed a non-brokered private placement of 768,333 units at a price of $0.15 per unit, for gross proceeds of $115,250. Each unit consisted of one common share and one-half of a share purchase warrant, exercisable at $0.30 each until March 27, 2025. Finders’ fees totalling $315 were incurred in respect of the placement, in addition to the issuance of 2,100 finders’ warrants exercisable at $0.30 each until March 27, 2025.
-
(c) In April 2023, the Company issued 148,770 common shares to Paladin in settlement of consulting fees accrued from October 1, 2022 to March 31, 2023 (Note 9).
40