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Silver Range Resources Ltd. Interim / Quarterly Report 2020

Aug 20, 2020

46877_rns_2020-08-20_cc5e6216-2d9d-4dc7-b888-e99bea7def53.pdf

Interim / Quarterly Report

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Silver Range Resources Ltd. Condensed Interim Consolidated Financial Statements

For the six months ended June 30, 2020

Unaudited – Prepared by Management (Expressed in Canadian Dollars)

Silver Range Resources Ltd. #1016 – 510 West Hastings Street Vancouver, British Columbia V6B 1L8

August 20, 2020

To the Shareholders of Silver Range Resources Ltd.

The attached condensed interim consolidated financial statements have been prepared by the management of Silver Range Resources Ltd. and have not been reviewed by the auditor of the Company.

Yours truly,

Michael Power Chief Executive Officer

Silver Range Resources Ltd.

Condensed Interim Consolidated Statements of Financial Position Unaudited – Prepared by Management

As at June 30, 2020 and December 31, 2019

June 30, December 31,
2020 2019
Note $ $
Assets
Current assets
Cash and cash equivalents 13 480,593 139,081
Receivables and prepayments 3 43,441 28,683
Marketable securities 4 92,381 199,618
616,415 367,382
Non-current assets
Mineral property interests 6 4,069,157 4,020,770
Equipment 7 54,929 63,819
Reclamation deposits 8 35,006 51,858
4,159,092 4,136,447
Total assets 4,775,507 4,503,829
Liabilities and shareholders' equity
Current liabilities
Accounts payable and accrued liabilities 9,523 27,135
Accounts payable to related parties 11 37,869 62,799
Current portion of lease liability 14 18,000 18,000
65,392 107,934
Non-current liabilities
Lease liability 14 38,767 46,432
Total liabilities 104,159 154,366
Shareholders' equity
Share capital 9 37,397,245 36,852,507
Contributed surplus 9 540,025 571,531
Commitment to issue shares 9 23,625 17,719
Deficit (33,289,547) (33,092,294)
Total shareholders' equity 4,671,348 4,349,463
Total liabilities and shareholders' equity 4,775,507 4,503,829
Nature of operations and going concern 1
Events after the reporting period 16

Approved on behalf of the Board of Directors on August 20, 2020:

Director Director “Bruce J. Kenway” “Bruce Youngman”

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

3

Silver Range Resources Ltd.

Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

Commitment Total
Number Share Contributed to issue shareholders'
of shares capital surplus shares Deficit equity
# $ $ $ $ $
January 1, 2019 72,135,991 36,592,572 643,858 - (32,695,774) 4,540,656
Share-based payments - - 14,040 - - 14,040
Private placement shares issued 1,822,727 200,500 - - - 200,500
Share issue costs - (8,003) - - - (8,003)
Shares issued - property examination costs 400,000 32,000 - - - 32,000
Shares for services - commitment to issue - - - 17,719 - 17,719
Loss and comprehensive loss for theperiod - - - - (225,397) (225,397)
June 30, 2019 74,358,718 36,817,069 657,898 17,719 (32,921,171) 4,571,515
January 1, 2020 74,748,201 36,852,507 571,531 17,719 (33,092,294) 4,349,463
Share-based payments - - 7,938 - - 7,938
Re-allocated on cancellation of options - - (39,444) - 39,444 -
Private placement units issued 6,525,000 522,000 - - - 522,000
Share issue costs - (12,700) - - - (12,700)
Shares issued - services 412,839 35,438 - (17,719) - 17,719
Shares for services - commitment to issue - - - 23,625 - 23,625
Loss and comprehensive loss for theperiod - - - - (236,697) (236,697)
June 30, 2020 81,686,040 37,397,245 540,025 23,625 (33,289,547) 4,671,348

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

4

Silver Range Resources Ltd.

Condensed Interim Consolidated Statements of Loss and Comprehensive Loss Unaudited – Prepared by Management

For the three and six months ended June 30,

==> picture [499 x 311] intentionally omitted <==

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Three months ended Six months ended
June 30, June 30, June 30, June 30,
2020 2019 2020 2019
Note $ $ $ $
Expenses
Administrative expenses 1,333 3,082 2,606 5,782
Consulting fees 11 23,946 12,684 53,036 32,355
Finance costs 14 647 832 1,335 832
Insurance 5,995 6,144 11,990 12,289
Investor relations and shareholder information 8,089 1,652 19,715 6,795
Management, administrative and corporate development fees 11 13,722 15,536 30,594 37,705
Office rent 11 7,500 7,500 15,000 15,000
Professional fees 11 21,400 15,941 40,874 34,498
Share-based payments 9, 11 7,938 2,752 7,938 14,040
Transfer agent and filing fees 2,347 2,979 5,070 5,749
Loss from operating expenses (92,917) (69,102) (188,158) (165,045)
Interest income 82 1,716 348 3,180
Foreign exchange gain (loss) (2,307) (3,018) 4,450 (4,013)
Gain (loss) on marketable securities 4 100,231 (44,187) (34,373) 22,060
Mineral property examination costs 11 (10,933) (59,378) (13,653) (73,094)
Sale of data, net 4,432 - 4,432 -
Mineral property write-offs 6 (9,743) - (9,743) (8,485)
Loss and comprehensive loss for the period (11,155) (173,969) (236,697) (225,397)
Loss per share
Weighted average number of common shares outstanding
- basic # 10 78,260,214 74,099,377 76,484,911 73,223,811
- diluted # 10 78,260,214 74,099,377 76,484,911 73,223,811
Basic loss per share $ 10 (0.00) (0.00) (0.00) (0.00)
Diluted loss per share $ 10 (0.00) (0.00) (0.00) (0.00)
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The accompanying notes are an integral part of these condensed interim consolidated financial statements.

5

Silver Range Resources Ltd.

Condensed Interim Consolidated Statements of Cash Flows Unaudited – Prepared by Management

For the six months ended June 30,

2020 2019
Note $ $
Operating activities
Loss and comprehensive loss for theperiod (236,697) (225,397)
Adjustments for:
Finance costs 1,335 832
Commitment to issue shares included in operatingexpenses 9 21,107 8,946
Shares issued for services 9 15,389 -
Share-basedpayments 7,938 14,040
(Gain)loss on marketable securities 34,373 (22,060)
Shares issued for mineralpropertyexamination costs - 32,000
Mineralpropertywrite-offs 9,743 8,485
Interest income (348) (3,180)
Net change in non-cash working capital items 13
(50,093) (18,565)
(197,253) (204,899)
Financing activities
Issue of common shares/units for cash 522,000 200,500
Share issue costs (4,500) (6,003)
Lease payments 14
(9,000) (7,350)
508,500 187,147
Investing activities
Interest received 348 3,180
Reclamation deposits 8 15,665 1,325
Proceeds from sale of marketable securities 4 72,864 14,660
Marketable securitiysubscription advanced - (45,000)
Mineralpropertyoptionproceeds 30,000 85,000
Mineralpropertyacquisition costs (35,296) -
Deferred exploration and evaluation expenditures (53,316) (36,462)
30,265 22,703
Increase in cash and cash equivalents 341,512 4,951
Cash and cash equivalents, beginning ofperiod 139,081 355,969
Cash and cash equivalents, end ofperiod 480,593 360,920

Supplemental cash flow information 13

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

6

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

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 1016 - 510 West Hastings Street, Vancouver, British Columbia, Canada, V6B 1L8. 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.

In March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak and its effects on the Company’s ability to raise capital or conduct exploration activities. There are travel restrictions and health and safety concerns in all areas where the Company operates, including the Yukon, Northwest Territories and Nunavut in Canada, and Nevada, USA, that may prohibit or delay exploration programs from proceeding. Operations will depend on obtaining necessary field supplies, obtaining contractor services and safeguarding all personnel during the outbreak, which may be prohibitive or too costly. Various Government wage and loan subsidies are available to qualified companies to assist them with operating costs during the pandemic. To date, the Company has not qualified for assistance, but the various programs are constantly being expanded and relaxed, which may qualify the Company for assistance.

These condensed interim 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 recurring operating losses. As at June 30, 2020, the Company had working capital of $551,023 (December 31, 2019 - $259,448), and shareholders’ equity of $4,671,348 (December 31, 2019 - $4,349,463). Management has assessed that this working capital is sufficient for the Company to continue as a going concern beyond one year. If the going concern assumption were not appropriate for these financial statements, it could be necessary to restate the Company’s assets and liabilities on a liquidation basis.

7

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

2. Significant accounting policies

(a) Basis of presentation

These financial statements have been prepared in conformity with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, using the same accounting policies as detailed in the Company‘s annual audited financial statements for the year ended December 31, 2019, and do not include all the information required for full annual financial statements in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"). It is suggested that these financial statements be read in conjunction with the annual audited financial statements.

These financial statements have been prepared on an historical cost basis, except for financial instruments which are classified as fair value through profit or loss (“FVTPL”). 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.

(b) Significant accounting policies

The accounting policies, estimates and critical judgments, methods of computation and presentation applied in these financial statements are consistent with those of the most recent annual audited financial statements and are those the Company expects to adopt in its financial statements for the year ended December 31, 2020. Accordingly, these financial statements should be read in conjunction with the Company’s most recent annual audited financial statements.

3.

Receivables and prepayments

Receivables and prepayments consist of the following:

June 30, December 31,
2020 2019
$ $
Sales tax recoverable 8,609 6,160
Other receivables 5,868 -
Prepaid expenses 28,964 22,523
43,441 28,683

8

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

4. Marketable securities

The Company holds share positions in other resource companies which were obtained under mineral property option agreements or by participation in private placements. The valuation of the shares has been determined in whole by reference to the bid price of the shares on the TSX-V at each reporting date. 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 six months ended June 30, 2020 and June 30, 2019 is as follows:

Common Total
shares Warrants Total gain (loss)
$ $ $ $
Cost
January 1, 2019 178,035 - 178,035
Additions 12,000 - 12,000
Proceeds on disposal (14,660) - (14,660)
Realizedgain 2,160 - 2,160 2,160
June 30,2019 177,535 - 177,535
Fair value
January 1, 2019 113,097 - 113,097
Additions 12,000 - 12,000
Cost of disposals (12,500) - (12,500)
Unrealizedgain 19,900 - 19,900 19,900
June 30,2019 132,497 - 132,497
Total gain 22,060
Cost
January 1, 2020 225,702 - 225,702
Proceeds on disposal (72,864) - (72,864)
Realized loss (9,803) - (9,803) (9,803)
June 30, 2020 143,035 - 143,035
Fair value
January 1, 2020 177,327 22,291 199,618
Cost of disposals (82,667) - (82,667)
Unrealized loss (12,540) (12,030) (24,570) (24,570)
June 30, 2020 82,120 10,261 92,381
Total loss (34,373)

Additions for the six months ended June 30, 2019, include common shares received pursuant to a Debt Settlement Agreement entered into with Trifecta Gold Ltd. (“Trifecta”) on February 14, 2019, whereby Trifecta issued to the Company a total of 200,000 common shares to settle an amount owing to the Company of $12,000 as at December 31, 2018. No gain or loss was recognized in connection with this settlement.

There were no additions for the six months ended June 30, 2020.

Subsequent to June 30, 2020, the Company entered into a Property Purchase Agreement with Trifecta in respect of the Yuge Property. In connection with the agreement, the Company is expected to receive additional common shares of Trifecta (see note 16(a)).

9

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

5. Subsidiary information

As part of the purchase agreement with Panarc Resources Ltd. (“Panarc”), as described in note 6(b), the Company acquired 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, 2019 935,445 481,268 1,823,367 709,945 3,950,025
Exploration and evaluation 8,971 55 2,248 17,702 28,976
Write-offs - - (1,238) (7,247) (8,485)
Option proceeds (17,500) (45,000) (22,500) - (85,000)
June 30, 2019 926,916 436,323 1,801,877 720,400 3,885,516
January 1, 2020 938,183 390,235 1,846,481 845,871 4,020,770
Acquisitions/staking/assessments 6,210 259 - 28,827 35,296
Exploration and evaluation 14,553 5,279 25,519 7,483 52,834
Write-offs - - - (9,743) (9,743)
Option proceeds - - - (30,000) (30,000)
June 30, 2020 958,946 395,773 1,872,000 842,438 4,069,157

10

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

Changes in the project carrying amounts for the six months ended June 30, 2019 are summarized as follows:

==> picture [415 x 545] intentionally omitted <==

----- Start of picture text -----

Exploration
Beginning and Option Ending
balance evaluation Write-offs proceeds balance
$ $ $ $ $
Yukon Projects
(1) Silver Range 162,536 8,971 - - 171,507
Mel 626,905 - - (17,500) 609,405
Barb 36,003 - - - 36,003
Michelle 110,001 - - - 110,001
Total 935,445 8,971 - (17,500) 926,916
Northwest Territories Projects
Hare 36,892 55 - - 36,947
Itchen 43,101 - - - 43,101
Sparta 10,567 - - - 10,567
Uptown Gold 390,708 - - (45,000) 345,708
Total 481,268 55 - (45,000) 436,323
Nunavut Projects
Hard Cash 189,974 - - - 189,974
Atlantis 755 280 - - 1,035
Nigel 34,026 414 - - 34,440
Uist 119,472 - - (3,215) 116,257
Yandle 175,961 134 - - 176,095
Noomut 8,502 134 - - 8,636
Quartzite 45,949 110 - - 46,059
Happy Thought 11,220 - - - 11,220
Grumpy 9,698 - - - 9,698
Bling 185,257 - - (3,215) 182,042
Goldbugs 721,740 - - (3,214) 718,526
Esker Lake 152,859 - - (3,214) 149,645
Quannituq 64,298 - - (3,214) 61,084
Hiqiniq 5,066 - - (3,214) 1,852
Ujaraq 5,168 - - (3,214) 1,954
Contoyto 1,238 - (1,238) - -
Tree River 92,184 1,176 - - 93,360
Total 1,823,367 2,248 (1,238) (22,500) 1,801,877
Nevada Projects
Bellehelen 13,315 - - - 13,315
Black Star 8,933 (1,708) - - 7,225
Cold Springs 77,538 314 - - 77,852
Gold Chief 135,816 - - - 135,816
Krug 12,788 - - - 12,788
Legal Tender 24,073 - - - 24,073
Loner 6,586 (485) - - 6,101
Rand 17,641 - - - 17,641
Posh 3,897 - - - 3,897
Robot 19,445 - - - 19,445
Skylight 105,269 972 - - 106,241
Stinson 44,069 496 - - 44,565
Strongbox 89,447 4,511 - - 93,958
Lucky Boy 10,952 - - - 10,952
Enigma 80,867 - - - 80,867
Hannipah 14,576 - - - 14,576
East Gold Point - 309 - - 309
East Goldfield 10,428 13,293 - - 23,721
Stash 7,247 - (7,247) - -
Bottom Dollar 27,058 - - - 27,058
Total 709,945 17,702 (7,247) - 720,400
Total Projects 3,950,025 28,976 (8,485) (85,000) 3,885,516
----- End of picture text -----

(1) Includes depreciation on equipment of $8,891.

11

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

Exploration and evaluation expenditures on the projects consisted of the following:

Northwest
Yukon Territories Nunavut Nevada Total
Six months ended June 30, 2019 $ $ $ $ $
Assays - - - 370 370
Field 8,896 55 33 2,729 11,713
Labour - - 1,739 268 2,007
Survey and consulting (note 11) - - 476 12,842 13,318
Travel and accommodation 75 - - 1,493 1,568
Total 8,971 55 2,248 17,702 28,976

12

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

Changes in the project carrying amounts for the six months ended June 30, 2020 are summarized as follows:

Acquisitions/ Exploration
Beginning staking/ and Option/sale Ending
balance assessments evaluation Write-offs proceeds balance
$ $ $ $ $ $
Yukon Projects
(1) Silver Range 182,774 - 12,935 - - 195,709
Mel 609,405 6,210 1,618 - - 617,233
Barb 36,003 - - - - 36,003
Michelle 110,001 - - - - 110,001
Total 938,183 6,210 14,553 - - 958,946
Northwest Territories Projects
Hare 36,947 - - - - 36,947
Itchen 43,101 - - - - 43,101
Sparta 40,187 259 5,009 - - 45,455
Uptown Gold 270,000 - 270 - - 270,270
Total 390,235 259 5,279 - - 395,773
Nunavut Projects
Hard Cash 176,474 - 113 - - 176,587
Atlantis 25,988 - 70 - - 26,058
Nigel 20,940 - - - - 20,940
Uist 116,257 - 113 - - 116,370
Yandle 182,101 - 991 - - 183,092
Noomut 8,636 - - - - 8,636
Quartzite 46,059 - - - - 46,059
Happy Thought 11,220 - - - - 11,220
Grumpy 24,313 - - - - 24,313
Bling 182,042 - 201 - - 182,243
Goldbugs 733,006 - - - - 733,006
Esker Lake 149,645 - - - - 149,645
Quannituq 66,745 - 201 - - 66,946
Tree River 103,055 - 23,830 - - 126,885
Total 1,846,481 - 25,519 - - 1,872,000
Nevada Projects
Bellehelen 15,298 - - - - 15,298
Black Star 8,283 - - - - 8,283
Bottom Dollar 28,576 - - - - 28,576
Cold Springs 83,097 - - - - 83,097
East Gold Point 25,828 - 1,144 - - 26,972
East Goldfield 51,904 28,827 3,729 - (30,000) 54,460
Enigma 85,877 - - - - 85,877
Gold Chief 141,519 - - - - 141,519
Hannapah 4,907 - 319 - - 5,226
Irwin 4,792 - - (4,792) - -
Kawich 7,088 - 1,820 - - 8,908
Krug 14,771 - - - - 14,771
Legal Tender 26,986 - 62 - - 27,048
Lucky Boy 13,172 - - - - 13,172
Loner 22,664 - 347 - - 23,011
Rand 19,856 - - - - 19,856
Posh 4,951 - - (4,951) - -
Robot 21,787 - - - - 21,787
Sniper 5,221 - - - - 5,221
Skylight 110,084 - 62 - - 110,146
Stinson 49,571 - - - - 49,571
Strongbox 99,639 - - - - 99,639
Total 845,871 28,827 7,483 (9,743) (30,000) 842,438
Total Projects 4,020,770 35,296 52,834 (9,743) (30,000) 4,069,157

(1) Includes depreciation on equipment of $8,890 (note 7).

13

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

Exploration and evaluation expenditures on the projects consisted of the following:

Northwest
Yukon Territories Nunavut Nevada Total
Six months ended June 30, 2020 $ $ $ $ $
Depreciation (note 7) 8,890 - - - 8,890
Field - 9 991 1,571 2,571
Labour 5,663 270 943 125 7,001
Survey and consulting (note 11) - 5,000 23,585 5,787 34,372
Total 14,553 5,279 25,519 7,483 52,834

The cumulative acquisition, exploration and evaluation costs incurred on the projects for all periods/years and the current carrying values are as follows:

Cumulative Option Proceeds / Carrying
costs, net Write-offs / Gain on Sale Value
As at June 30, 2020 $ $ $
Yukon 28,592,570 (27,633,624) 958,946
Northwest Territories 1,132,040 (736,267) 395,773
Nunavut 2,505,946 (633,946) 1,872,000
Nevada 966,771 (124,333) 842,438
Total **33,197,327 ** (29,128,170) 4,069,157

Option proceeds on the projects for the six months ended June 30, 2020 and June 30, 2019 consisted of the following:

June 30, June 30,
2020 2019
$ $
Yukon Projects - 17,500
Northwest Territories Projects - 45,000
Nunavut Projects - 22,500
Nevada projects 30,000 -
30,000 85,000

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.

14

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

(a) Yukon projects

(i) 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, the Company signed a Letter of Intent (“LOI”) to option out its Silver Range project to a private British Columbia company for future shares and a retained 2% and 1% NSR.

The transaction is still pending.

(ii) 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.

On March 14, 2017, and as amended on March 27, 2019, the Company entered into an Agreement with Benz Mining Corp. (“Benz”) for the sale of a 100% interest in the Company’s Mel property. On October 28, 2019, the Company provided a termination notice to Benz as the option was in default. During the option period, the Company received cash payments totalling $192,500 ($17,500 received during the year ended December 31, 2019), and common shares of Benz with an aggregate fair value of $75,000.

15

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (a) Yukon projects (continued)

(iii) 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.

On October 17, 2018, the Company entered into an agreement with Zinciferous Limited (“Zinciferous”) to option to Zinciferous a 100% interest in the Michelle project. Under the agreement, the Company was to receive cash and Zinciferous common shares. A $10,000 payment was received on execution of the agreement.

On February 4, 2020, the option agreement was terminated as Zinciferous could not obtained a public listing nor make an extension payment as required under the agreement.

(b) Northwest Territories, Nunavut, and Nevada projects

Panarc transaction

On July 8, 2016, the Company completed the purchase of various mineral properties located in the Northwest Territories and Nunavut, Canada, and in Nevada, USA, from Panarc (note 5). 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.

16

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (b) Northwest Territories, Nunavut, and Nevada projects (continued)

Northwest Territories projects

(i) Uptown Gold property option

By Agreement dated September 9, 2016, and as amended on August 15, 2017, April 6, 2018, September 5, 2018 and February 18, 2020, the Company granted Rover Metals Corp. (“Rover”) the right to earn up to a 100% interest in the Company’s Uptown Gold property. For a 75% interest Rover must issue Silver Range 7.5% of its outstanding common shares, make cash payments of $300,000 and incur exploration expenditures of $1,600,000 on or before March 16, 2021.

To complete the 75% earn-in, the following payments and expenditures are required:

Cash payments of $300,000:

  • $30,000 on or before March 9, 2017 (received);

  • $60,000 on or before September 9, 2017 (received);

  • $45,000 on or before September 9, 2018 (received);

  • $45,000 in cash or shares on or before April 30, 2019 (received in cash); and

  • $120,000 on or before March 16, 2021.

Incurring exploration expenditures of $1,600,000:

  • $350,000 on or before September 9, 2017 (incurred); and

  • $1,250,000 on or before March 16, 2021.

Should Rover 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, Rover is required to issue Silver Range 2,500,000 common shares on or before September 30, 2020.

Should Rover attain either a 75% or a 100% interest in the property the Company would retain a 2% NSR from any commercial production, which would require annual advance royalty payments of $50,000 beginning in 2021. One-half of the NSR may be purchased by Rover for $1,000,000. The properties are subject to an area of mutual interest extending three kilometres from the borders of the properties.

During the year ended December 31, 2019, a write-off of $76,410 was recorded against the Uptown Gold project as it was determined that the carrying value of the project exceeded the expected proceeds from the option to Rover.

17

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (b) Northwest Territories, Nunavut, and Nevada projects (continued)

Northwest Territories projects (continued)

(ii) Cabin Lake royalty interest

By agreement dated November 7, 2017, and amended on August 9, 2018, the Company agreed to sell 100% of its Cabin Lake property located in the Northwest Territories, to 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 equal to the lesser of $20,000 or 7% of annual exploration expenditures by Rover for each of the calendar years 2019, 2020 and 2021, and thereafter at $20,000 per year. The advance royalty payments cease once a total of $220,000 has been paid. As Rover did not incur any expenditures on the property during the year ended December 31, 2019, no advance royalty payment was receivable.

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.

Nunavut projects

(iii) Amaroq option

On February 4, 2019, the Company signed a Letter Agreement which superseded a Letter of Intent (“LOI”) signed on March 5, 2018, and amended on May 28, 2018, with Amaroq Gold Corp. (“Amaroq”) to sell Amaroq a 100% interest in the Company’s Bling, Esker Lake, Gold Bugs, Hiqiniq, Qannitug, Uist and Ujaraq claims located in Nunavut, Canada. Under the Letter Agreement, the Company was to receive cash and Amaroq common shares staged over five years from when Amaroq receives a TSX-V or Canadian Securities Exchange Listing (“listing”). The Company has received cash payments totalling $32,500 (received during the year ended December 31, 2019).

On February 4, 2020, the agreement was terminated as Amaroq was unable to obtain a listing as required under the Letter Agreement.

18

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (b) Northwest Territories, Nunavut, and Nevada projects (continued)

Nunavut projects (continued)

(iv) Hard Cash and Nigel option

On November 23, 2018, the Company signed a Property Option Agreement with Canarc Resource Corp. (“Canarc”) to sell Canarc a 100% interest in the Company’s Hard Cash and Nigel properties located in Nunavut, Canada. Under the Option Agreement, the Company will receive cash and Canarc common shares staged over four years.

The Company will receive cash and common shares from Canarc based on the following schedule:

Cash payments of $150,000:

  • $10,000 within five days of TSX-V acceptance (received);

  • $20,000 on or before November 23, 2019 (received);

  • $30,000 on or before November 23, 2020;

  • $40,000 on or before November 23, 2021; and

  • $50,000 on or before November 23, 2022.

  • 1,500,000 common shares of Canarc:

  • 100,000 within five days of TSX-V acceptance (received at a fair value of $4,500);

  • 200,000 on or before November 23, 2019 (received at a fair value of $7,000);

  • 300,000 on or before November 23, 2020;

  • 400,000 on or before November 23, 2021; and

  • 500,000 on or before November 23, 2022.

The Company will retain a 2% NSR on all mineral production from the properties, of which up to 1% can be purchased for $1,000,000.

The Company will also be entitled to receive a one-time cash payment equal to $1 per ounce of gold (or the value equivalent in other metals), identified in a NI 43-101 compliant measured and indicated resource estimate application to either of the properties; and an additional one-time cash payment equal to $1 per ounce of gold (or the value equivalent in other metals), identified in a NI 43-101 compliant proven or probable reserve estimate applicable to either of the properties.

19

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (b) Northwest Territories, Nunavut, and Nevada projects (continued)

Nevada projects

(v) Yuge property option

On February 27, 2018, the Company signed a letter of intent to option to Trifecta up to a 75% interest in the Company’s Yuge property.

For a 51% interest Trifecta is required to:

  • Reimburse staking and recording costs of approximately US$7,100 (received $9,066);

  • Incur US$1,000,000 in exploration expenditures on or before February 28, 2021;

  • Pay the Company US$250,000 cash and/or shares at Trifecta’s election, on or before February 28, 2021;

  • Grant the Company a 1% NSR on all commercial production from Trifecta’s 51% interest; and

  • Grant the Company a success fee of US$1 per ounce, payable upon completion of a Preliminary Economic Assessment based on measured and indicated resources greater than 500,000 ounces.

For an additional 24% interest Trifecta is required to:

  • Complete an additional US$2,000,000 in exploration expenditures on or before February 28, 2023;

  • Pay the Company US $500,000 cash and/or shares at Trifecta’s election, on or before February 28, 2023; and

  • Grant the Company an additional 1% NSR on all commercial production, so that the Company will retain in total a 2% NSR on Trifecta’s 75% interest, of which 1% can be purchased by Trifecta for US$1,000,000 at any time prior to production.

The Company will act as the project operator for the first phase of exploration in return for a 10% management fee. Once fully vested, a Joint Venture would be formed to continue exploration of the property. Should either party’s interest be diluted to below 10%, it would be converted into a 1% NSR, half of which could be purchased for US$1,000,000.

Subsequent to June 30, 2020, the Company and Trifecta terminated the option agreement and entered into a property purchase agreement in respect of the Yuge Property (note 16(a)).

(vi) Gold Chief property option

On November 1, 2018, the Company signed an option agreement with Crocan Capital Corp. (“Crocan”), giving Crocan the right to purchase a 100% interest in the Gold Chief property. Exercise of the option was conditional upon Crocan obtaining a public listing on or before June 30, 2019. The listing was not obtained, and the option was terminated. A $10,000 payment was received on execution of the agreement.

20

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

Silver Range Resources Ltd.

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (b) Northwest Territories, Nunavut, and Nevada projects (continued)

Nevada projects (continued)

(vii) East Goldfield property option

On February 20, 2020, 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 has the right to earn an initial 75% interest in the property (the “Initial Option”) by making cash payments to the Company based on the following schedule:

Cash payments of $400,000:

  • $30,000 on execution of the Option Agreement (received);

  • $40,000 on or before April 1, 2021;

  • $70,000 on or before April 1, 2022;

  • $100,000 on or before April 1, 2023; and

  • $160,000 on or before April 1, 2024.

In addition, the Initial Option requires ATAC to incur exploration expenditures on the property as follows:

  • $200,000 on or before April 1, 2021;

  • An additional $200,000 on or before April 1, 2022; and

  • An additional $9,600,000 on or before December 1, 2025.

ATAC has the right at its sole election to make up 50% of all of the cash payments under the Initial Option through the issuance of common shares to the Company. The number of common shares to be issued as payment is to be calculated using a share price equal to the volume weighted average price of ATAC’s common shares for the 10 trading days immediately preceding the applicable payment date, subject to such price not being less than $0.05 per share. The Company is not required to accept any number of common shares where accepting the number of shares will result in the Company holding (directly or indirectly) more than an aggregate 19.9% of the issued and outstanding shares of ATAC.

On completion of the Initial Option, ATAC will have the right to acquire an additional 25% interest in the property (the “Second Option”) by paying the Company an additional $10,000,000 on or before the date that is six months from receipt of a notice from ATAC confirming their desire to exercise the Second Option.

The Company will retain a 2% NSR on all mineral production from the properties, of which up to 1% can be purchased for $1,000,000.

The Company will also be entitled to receive a one-time cash payment equal to $2 per ounce of gold (or the value equivalent in other metals) on the first 1,000,000 ounces of gold, identified in a NI 43-101 compliant measured and indicated resource estimate application (or proven and probable reserves) to the property; and an additional one-time cash payment equal to $1 per ounce of gold (or the value equivalent in other metals) on all ounces of gold in excess of 1,000,000 ounces of gold, identified in a NI 43-101 compliant proven or probable reserve estimate applicable (or proven and probable reserves) to the property.

21

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

6. Mineral property interests (continued)

  • (b) Northwest Territories, Nunavut, and Nevada projects (continued)

Nevada projects (continued)

(viii) Hannapah property option

On July 16, 2019, the Company signed a Property 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”). Pursuant to the agreement, the Company will receive cash staged over four years from Infield based on the following schedule:

Cash payments of US$30,000:

  • US$10,000 upon execution of the Agreement (received, Cdn$13,294);

  • US$10,000 on or before July 16, 2020 (subsequently received Cdn$13,748); and

  • US$10,000 on or before July 16, 2021.

To exercise the option, Infield must provide the Company with documentation on or before August 20, 2020, confirming that all rentals, administrative filing fees and annual returns related to the property have been submitted to, and accepted by, the Bureau of Land Management and Nye County, as applicable.

After exercising the option, Infield is required to make annual royalty payments to the Company not to exceed in aggregate US$205,000, staged over fifteen years as follows:

  • US$10,000 on or before July 16, 2024;

  • US$15,000 on or before July 16, 2025; and

  • US$20,000 on or before July 16, 2026 and each year through to July 16, 2034.

Additionally, the Company is entitled to receive a one-time cash payment of US$2 per ounce of gold or equivalent identified in a NI 43-101 compliant measured or indicated resource estimate (or proven and probable reserve) to the property.

The Company will retain a 2% NSR on all mineral production from the property, of which up to 1% can be purchased by Infield for US$1,000,000.

22

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

7. Equipment

Equipment
Right-of-use
asset
$
Cost
January 1, 2019 -
Additions 81,600
December 31,2019 81,600
Accumulated depreciation
January 1, 2019 -
Depreciation 17,781
December 31,2019 17,781
Cost
January 1, 2020 and June 30, 2020 81,600
Accumulated depreciation
January 1, 2020 17,781
Depreciation 8,890
June 30, 2020 26,671
Net book value
December 31,2019 63,819
June 30, 2020 54,929

Equipment is comprised of a right-of-use (“ROU”) asset, being the lease to purchase of 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). Title to the equipment remains with the lessor until completion of the lease. See note 14 for lease liability details.

8. Reclamation deposits

The reclamation deposits are comprised of cashable guaranteed investment certificates with one-year terms. They are pledged to the Northwest Territories, the Kivalliq Inuit Association in Nunavut (“KIA”), and the Bureau of Land Management in the State of Nevada (“BLM”) to ensure specified properties are 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, 2019, the BLM released one of the Company’s bonds totalling $48,295 which matured during the six months ended June 30, 2020. The bond was recorded within cash and cash equivalents as at December 31, 2019.

During the six months ended June 30, 2020, the KIA released one of the Company’s bonds totalling $15,665, which is classified within cash and cash equivalents in the amount of $15,712 as at June 30, 2020 and includes accrued interest income.

23

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

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 six months ended June 30, 2020:

  • (a) On April 6, 2020, the Company closed the first tranche of a private placement consisting of 1,300,000 units at a price of $0.08 per unit for gross proceeds of $104,000. Each unit is comprised of one common share and one share purchase warrant, exercisable at a price of $0.16 until April 6, 2022. The residual value of the warrants attached to the private placement units were determined to be $nil.

There were no finders’ fees paid in respect of the placement. Legal and filing fees amounted to $4,500 and were recorded as a reduction to share capital.

  • (b) On May 6, 2020, the Company issued 412,839 common shares to Paladin Corp. with a fair value of $35,438, in settlement of consulting fees as described below.

  • (c) On May 26, 2020, the Company closed the second tranche of a private placement consisting of 5,225,000 units at a price of $0.08 per unit for gross proceeds of $418,000. Each unit is comprised of one common share and one share purchase warrant, exercisable at a price of $0.16 until May 26, 2022. The residual value of the warrants attached to the private placement units were determined to be $nil.

There were no finders’ fees paid in respect of the placement. Legal and filing fees amounted to $8,200 and were recorded as a reduction of share capital.

Transactions for the issue of share capital during the six months ended June 30, 2019:

  • (a) On March 21, 2019, the Company completed a private placement consisting of the issue of 1,822,727 common shares at a price of $0.11 per share for gross proceeds of $200,500. No finders’ fees were incurred in respect of the placement. Legal and filing fees amounted to $6,003 and were recorded as a share issue cost deducted from share capital.

  • (b) On May 29, 2019, the Company issued 400,000 common shares with a fair value of $32,000 recorded within property examination costs, in respect of a Purchase and Sale Agreement entered into with Discovery Consultants to acquire an exploration database with data on targets in Nevada. A $10,000 cash payment was also made under the Purchase and Sale Agreement. Legal fees amounted to $2,000 and were recorded as a share issue cost deducted from share capital.

24

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

9. Share capital (continued)

Commitment to issue shares

On April 1, 2019, the Company entered into a revised Consulting Agreement with Paladin Corp., a company controlled by the President and CEO of the Company. The Consulting Agreement terminated on March 31, 2020 and was extended by way of an Amending Agreement effective April 1, 2020 for twelve months to March 31, 2021.

Pursuant to the Amending Agreement, Paladin Corp. will continue to receive a monthly consulting fee of $11,250 in cash and shares, of which a minimum of 50% of the fee and, at the sole discretion of Paladin Corp., up to a maximum of 100% of the fee will be payable in common shares of the Company. All other terms of the Amending Agreement are unchanged from the original revised Consulting Agreement. The consulting fee is paid/accrued on a monthly basis, and the common shares are issuable semi-annually. Amounts rendered by Paladin Corp. are recorded within both operating expenses and mineral property interests (notes 11,13).

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 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 June 30, 2020, the Company has accrued a commitment for $23,625, which was accrued for the three months ended June 30, 2020, comprised of $21,107 included within operating expenses and $1,393 capitalized as mineral property costs (both amounts are before applicable sales taxes)

As at June 30, 2020, the accrual represents the future issuance of an estimated 248,535 common shares to Paladin Corp. for services rendered from April 1, 2020 to June 30, 2020. During the six months ended June 30, 2020, the Company issued 412,839 common shares to Paladin Corp. for services rendered from October 1, 2019 to March 31, 2020. (Year ended December 31, 2019 - 389,483 common shares were issued for services from April 1, 2019 to September 30, 2019).

As at December 31, 2019, $17,719 was accrued of which $11,259 was included as part of operating expenses and $6,460 capitalized as mineral property costs.

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. All options are to be settled by physical delivery of common shares.

A summary of the status of the Company’s stock options as at June 30, 2020 and December 31, 2019 and changes during the period/year then ended is as follows:

during the period/year then ended is as follows:
Period ended Year ended
June 30, 2020 December 31, 2019
Weighted Weighted
average average
exercise exercise
Options price Options
price
# $ #
$
Options outstanding, beginning of period/year 3,665,000 0.22 4,945,000
0.20
Granted 300,000 0.11 -
-
Expired - - (1,035,000)
0.15
Cancelled (220,000) 0.25 (245,000)
0.25
Options outstanding, end ofperiod/year 3,745,000 0.21 3,665,000
0.22

25

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

9. Share capital (continued)

Stock options (continued)

As at June 30, 2020, the Company has stock options outstanding and exercisable as follows:

Options Options Exercise
outstanding exercisable price Expiry date
# # $
400,000 400,000 0.21 July 11, 2021
150,000 150,000 0.15 January 5, 2022
1,895,000 1,895,000 0.25 June 19, 2022
400,000 400,000 0.15 February 8, 2023
500,000 500,000 0.17 March 14, 2023
100,000 100,000 0.15 October 26, 2023
300,000
75,000 0.11 January13,2025
3,745,000 3,520,000

The following table summarizes information about the stock options outstanding at June 30, 2020:

Exercise Weighted average Weighted average
prices Options remaining life exercise price
$ # (years) $
0.11 - 0.21 1,850,000 2.56 0.16
0.25 1,895,000 1.97 0.25
3,745,000 2.26 0.21

During the six months ended June 30, 2020, 300,000 stock options were granted to a new Director and a consultant. The stock options are exercisable at $0.11 each and expire on January 13, 2025. 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 – 88.00%, no dividend yield, and a risk-free interest rate yield – 1.61%. 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 six months ended June 30, 2020, was $0.05 per option, for a total of $15,242. The total share-based payment expense for the six months ended June 30, 2020 was $7,938 (2019 - $14,040) and includes only options that vested during the period.

During the six months ended June 30, 2020, 220,000 options were cancelled as a result of a Director leaving employment. As a result, the original share-based payments expense of $39,444 was reversed from contributed surplus and credited to deficit.

During the six months ended June 30, 2019, no stock options were granted, exercised or cancelled.

26

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

9. Share capital (continued)

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.

A summary of the Company’s common share purchase warrants as at June 30, 2020 and December 31, 2019 and changes during the period/year then ended is as follows:

Period ended Year ended Year ended
June 30, 2020 December 31,2019
Weighted Weighted
average average
Warrants exercise price Warrants exercise price
# $ # $
Warrants outstanding, beginning of period/year 4,615,333 0.25 13,302,833 0.27
Issued 6,525,000 0.16 - -
Expired (4,615,333) 0.25 (8,687,500) 0.27
Warrants outstanding, end ofperiod/year 6,525,000 0.16 4,615,333 0.25

As at June 30, 2020, the Company has warrants outstanding and exercisable as follows:

Warrants Warrants Warrants
Exercise
outstanding exercisable price Expiry date
# # $
1,300,000 1,300,000 0.16 April 6, 2022
5,225,000 5,225,000 0.16 May26,2022
6,525,000 6,525,000

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, 2019 9,874 633,984 643,858
Options vesting - 14,040 14,040
June 30,2019 9,874 648,024 657,898
January 1, 2020 9,874 561,657 571,531
Options vesting - 7,938 7,938
Options cancelled - (39,444) (39,444)
June 30, 2020 9,874 530,151 540,025

10. Loss per share

The calculation of basic and diluted loss per share for the six months ended June 30, 2020 was based on the loss of $236,697 (2019 - $225,397) and a weighted average number of common shares outstanding of 76,484,911 (2019 – 73,223,811).

All stock options and warrants were excluded from the diluted weighted average number of common shares calculation, as their effect would have been anti-dilutive.

27

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

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 management personnel or Directors, or entities over which they have control or significant influence during the six months ended June 30, 2020 and June 30, 2019.

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 employment contracts with them that cannot be terminated without penalty on thirty days’ advance notice. Key management personnel and Directors participate in the Company’s stock option plan.

During the six months ended June 30, 2020, the Company granted 200,000 stock options (2019 – none) to a new Director having a fair value on grant of $10,161.

There were no stock options exercised by key management personnel during the six months ended June 30, 2020 and June 30, 2019.

During the six months ended June 30, 2020, 220,000 (2019 – none) stock options were cancelled as result of a Director leaving employment. As a result, the original share-based payments expense of $39,444 (2019 - $nil), was reversed from contributed surplus and credited to deficit.

The Company transacted with the following related parties:

  • (a) Douglas Eaton is a Company Director. He is a shareholder and has significant influence over 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 Corp., which provides the Company with consulting services. The consulting fees are paid by cash and shares (see note 9). He also has a financial interest in Panarc, which was party to the mineral property transaction with the Company as detailed in note 6(b).

  • (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.

28

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

Silver Range Resources Ltd.

11. Related party payables and transactions (continued)

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 Balances Balances Balances
six months ended six months ended outstanding outstanding
June 30, June 30, June 30, December 31,
2020 2019 2020 2019
$ $ $ $
Archer Cathro
- geological services 7,567 5,007 714 31,664
-rent and administration 25,015 20,395 4,242 5,186
32,582 25,402 4,956 36,850
Yeadon Law Corp. (1) 34,806 22,017 21,291 6,444
DBM CPA 16,500 19,200 8,000 13,000
Ian Talbot 14,393 21,000 1,791 -
Paladin Corp. (2)(3) 68,885 70,390 1,311 6,505
Drechsler Consulting 8,595 11,835 520 -
175,761 169,844 37,869 62,799

(1) Includes $12,700 in share issue costs for the six months ended June 30, 2020 (2019 - $7,000).

(2) Includes geological services (within survey and consulting) of $7,288 for the six months ended June 30, 2020 (2019 - $13,318).

(3) At June 30, 2020, an additional $23,625 has been accrued and included within commitment to issue shares (December 31, 2019 - $17,719).

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 period/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) Consulting fees

  • Includes the consulting fees paid to the Company’s president and CEO, Mike Power, charged to the Company by Paladin Corp.

  • (b) 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.

  • (c) Office rent

  • Charged by Archer Cathro.

  • (d) 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.

  • (e) Mineral property examination costs

  • Includes charges by Paladin Corp.

29

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

12. Income taxes

Income tax recovery varies from the amount that would be computed from applying the combined federal and provincial income tax rate to loss before income taxes as follows:

June 30, June 30,
2020 2019
$ $
Loss for the period before income taxes (236,697) (225,397)
Statutory Canadian corporate tax rate 27.0% 27.0%
Anticipated income tax recovery 63,908 60,857
Change in tax resulting from:
Unrecognized items for tax purposes (4,354) (813)
Tax benefits unrecognized (59,554) (60,044)
Net deferred income tax recovery - -

As at June 30, 2020, the Company has unclaimed resource and other deductions in the amount of approximately $21,800,000 (December 31, 2019 - $21,738,000), which may be deducted against future taxable income. These costs are approximately $17,731,000 more than the carrying value of the mineral property interests mainly because of the large impairment charges in both 2018 and 2015. The tax benefit of approximately $4,787,000 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 June 30, 2020, the Company has unused non-capital losses of approximately $4,115,000 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 $2,094,000 thereafter. The tax benefit of approximately $1,111,000 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 June 30, 2020, the Company has unused capital losses of approximately $10,000. The tax benefit of approximately $1,300 on the losses has not been recognized for tax purposes as there is no certainty that there will be adequate future capital gains to utilize the losses.

As at June 30, 2020, there are share issue costs totaling approximately $33,000 (December 31, 2019 – $27,000), which have not been claimed for income tax purposes. The tax benefit of approximately $9,000 (December 31, 2019 - $7,000) 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 June 30, 2020, the Company has unused investment tax credits of approximately $1,320,000 (December 31, 2019 - $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.

30

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

Silver Range Resources Ltd.

For the six months ended June 30, 2020 and 2019

13. Supplemental cash flow information

Changes in non-cash operating working capital during the six months ended June 30, 2020 and June 30, 2019 were comprised of the following:

comprised of the following:
June 30, June 30,
2020 2019
$ $
Receivables and prepayments (12,446) 7,357
Accounts payable and accrued liabilities (21,326) (24,073)
Accountspayable to relatedparties (16,321) (1,849)
Net change (50,093) (18,565)

The Company incurred non-cash financing and investing activities during the six months ended June 30, 2020 and June 30, 2019, which were comprised of the following:

June 30, 2019, which were comprised of the following:
June 30, June 30,
2020 2019
$ $
Non-cash financing activities:
Lease payments included in accounts payable and accrued liabilities (note 14) 4,500 3,150
4,500 3,150
Non-cash investing activities:
Marketable securities received pursuant to Debt Settlement (note 4) - (12,000)
Depreciation included in mineral property interests (note 6) 8,890 8,891
Recognition of equipment as an ROU asset (note 7) - 81,600
Deferred mineral property costs included in accounts payable and related party payables 18,974 2,045
Value of commitment to issue shares included in mineral property interests (note 9) 1,393 8,773
Value of shares issued included in mineral property interests (note 9) 2,330 -
Share issue costs included in accounts payable to related parties 8,200 2,000
39,787 91,309

Cash and cash equivalents consist of the following:

Cash and cash equivalents consist of the following:
June 30, December 31,
2020 2019
$ $
Bank and broker balances 464,881 91,361
Cashable investment certificates 15,712 47,720
480,593 139,081

During the six months ended June 30, 2020 and June 30, 2019, no amounts were paid for interest or income tax expenses.

31

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

14. Lease liability

Equipment lease

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 (note 7). The lease has a term of 4.5 years until November 30, 2023.

A reconciliation of the carrying amount of the lease liability as at June 30, 2020 and December 31, 2019, and for the period/year then ended is shown below. The lease commenced on April 30, 2019 and has a term of 4.5 years to November 30, 2023.

(1) June 30,
2020
$
December 31,
2019
$
Balance, beginning of period/year
64,432
-
Additions
-
81,600
Lease payments
(9,000)
(19,500)
Lease interest(finance costs)
1,335
2,332
Balance, end ofperiod/year
56,767
64,432
Current portion of lease liability
18,000
18,000
Non-currentportion of lease liability
38,767
46,432
56,767
64,432

(1) As at June 30, 2020, $4,500 of the lease payments are included within accounts payable and accrued liabilities (December 31, 2019 - $4,500).

As at June 30, 2020, the total undiscounted amount of the estimated future cash flows to settle the Company’s lease liability over the remaining lease term is $61,500.

The Company’s minimum annual commitments are as follows:

Total Commitment
$
Fiscal Year
2020 (remaining) 9,000
2021 18,000
2022 18,000
2023 16,500
Undiscounted amount of lease liability 61,500
Future finance charges (4,733)
56,767

32

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

15. 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. The Company’s capital structure as at June 30, 2020, is comprised of shareholders’ equity of $4,671,348 (December 31, 2019 - $4,349,463).

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 and cash equivalents, other receivables, marketable securities, reclamation deposits, accounts payable and accrued liabilities, accounts payable to related parties, and lease liability.

The carrying value of other 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. The carrying value of lease liability approximates its fair value due to bearing a market rate of interest.

Financial instruments measured at fair value on the 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
$ $ $ $
June 30, 2020
Cash and cash equivalents 480,593 - - 480,593
Marketable securities 82,120 10,261 - 92,381
Reclamation deposits 35,006 - - 35,006
597,719 10,261 - 607,980
December 31, 2019
Cash and cash equivalents 139,081 - - 139,081
Marketable securities 177,327 22,291 - 199,618
Reclamation deposits 51,858 - - 51,858
368,266 22,291 - 390,557

33

Silver Range Resources Ltd. Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

15. 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 and market and currency risk.

(a) Credit risk

The Company is exposed to credit risk by holding cash and cash equivalents. This risk is minimized by holding the funds in Canadian banks or with Canadian governments. The Company has minimal accounts receivable exposure as its refundable credits are due from the Canadian government.

(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 six months ended June 30, 2020, every 1% fluctuation in interest rates would have impacted loss for the period by approximately $2,000 (2019 - $2,000) 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 June 30, 2020 portfolio value, every 10% increase or decrease in the share price of the securities would have impacted loss for the period by approximately $9,000 (2019 - $13,000) before income taxes.

(e) Currency risk

The Company is exposed to currency risk because it holds funds and receivables in United States Dollars (“USD”), which, because of fluctuating exchange rates can create gains or losses at the time the funds are converted to Canadian dollars. The Company has no control over these fluctuations and does not hedge its foreign currency holdings. Based on its June 30, 2020 USD holdings, every 5% increase or decrease in the exchange rate would have impacted loss for the period by approximately $5,000 (2019 - $3,000) before income taxes.

16. Events after the reporting period

  • (a) On July 7, 2020, the Company entered into a Property Purchase Agreement (the “PP Agreement”) with Trifecta in respect of the Yuge Property, which had previously been under an option agreement, that would allow Trifecta to earn a 75% interest (Note 6(b)(v)). Pursuant to the terms of the PP Agreement, which is subject to regulatory approval, Trifecta can acquire a 100% interest in the Yuge Property by:

  • Terminating the option agreement;

  • 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 the first $500,000 of a financing;

  • Reimbursing the Company for property maintenance payments, rentals and filing fees made to maintain the property in good standing until September 1, 2021; and

  • Paying the Company $250,000 on or before July 7, 2021 (the “Final Payment”).

Upon completion of the PP Agreement, the Company will retain a 2% NSR from the commercial production of any mineral products on the property. At any time following the closing of the PP Agreement, Trifecta will have the right to purchase one-half of the NSR for $1,000,000.

34

Silver Range Resources Ltd.

Notes to the Condensed Interim Consolidated Financial Statements Unaudited – Prepared by Management

For the six months ended June 30, 2020 and 2019

16. Events after the reporting period (continued)

  • (b) On July 27, 2020, the Company signed an option agreement with GGL Resources Corp. (“GGL”), to option to 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 can acquire the project for cash consideration to the Company as detailed below and incurring minimum aggregate exploration expenditures of $1,500,000 on or before July 31, 2023.

Cash consideration of $180,000:

  • $10,000 upon the execution of the option agreement (received);

  • Reimbursing the Company for certain staking costs and fees on or before September 15, 2020;

  • $20,000 on or before December 31, 2020; and

  • The aggregate of $150,000 as calculated bi-annually and based on 10% of the expenditures incurred during each of the periods from January 1 to June 30, 2021, and July 1 to December 31, 2021.

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 onetime 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.

  • (c) On July 27, 2020, the Company and a private Nevada corporation (collectively, the “Optionors”) signed an option agreement with GGL, to option to GGL a 100% interest in certain additional claims underlying the East Gold Point Project (the “TOM property”). 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 or before July 31, 2023 and reimbursing the Optionors for certain staking costs and fees on or before September 15, 2020.

Upon GGL having earned the 100% interest in the TOM property, the Optionors will be entitled to receive a onetime 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 retain a 1% NSR on all mineral production from the property, of which up to 1% 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.

  • (d) On August 15, 2020, the Company signed a letter of intent (“LOI”) with Volt Energy Corp. (“Volt”), to option to Volt up to a 75% interest in certain claims underlying the Cold Springs project in Nevada. The parties intend to supersede the LOI with a Definitive Agreement by August 31, 2020. Pursuant to the terms of the LOI, Volt can acquire the project for cash consideration to the Company as detailed below, and by completing a minimum of 2,000 metres of drilling by August 15, 2023.

Cash consideration of $300,000:

  • $10,000 due by August 20, 2020 (received);

  • $20,000 on or before November 15, 2020;

  • $20,000 on or before February 15, 2021;

  • $50,000 on or before August 15, 2021;

  • $100,000 on or before August 15, 2022;

  • $100,000 on or before August 15, 2023;

The claims will be subject to a 2.5% NSR, of which 1.5% can be purchased by Volt for $1,250,000.

35