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Silver Valley Metals Corp. — Interim / Quarterly Report 2021
Mar 2, 2021
45539_rns_2021-03-02_830e609c-e222-41ea-9832-b7ea5ac9ecfd.pdf
Interim / Quarterly Report
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OrganiMax Nutrient Corp. (An Exploration Stage Enterprise)
Condensed Consolidated Interim Financial Statements For the Six Months Ended December 31, 2020 and 2019
(Expressed in Canadian Dollars)
Responsibility for Financial Statements
Under National Instrument 51-102, Part 4, subsection 4.3(3) (a), if an auditor has not performed a review of the condensed consolidated interim financial statements they must be accompanied by a notice indicating that the condensed consolidated interim financial statements have not been reviewed by an auditor.
The accompanying unaudited condensed consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management.
The Company’s independent auditor has not performed a review of these condensed consolidated interim financial statements in accordance with standards established by Chartered Professional Accountants of Canada for the review of interim financial statements by an entity’s auditor.
OrganiMax Nutrient Corp.
(An Exploration Stage Enterprise)
Condensed Consolidated Interim Statements of Financial Position
(Expressed in Canadian Dollars)
| December 31, | ||
|---|---|---|
| As at | 2020 | June 30,2020 |
| $ | $ | |
| ASSETS | ||
| Current | ||
| Cash | 82,344 | 63,791 |
| Amounts receivable | 30,376 | 32,466 |
| 112,720 | 96,257 | |
| Equipment (Note 4) | 6,615 | 7,783 |
| Exploration and evaluation assets (Note 5) | 2,198,747 | 3,637,402 |
| 2,318,082 | 3,741,442 | |
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||
| Liabilities | ||
| Current | ||
| Accounts payable and accrued liabilities (Note 8) | 151,426 | 1,606,112 |
| 151,426 | 1,606,112 | |
| Loan payable (Note 6) | 40,000 | 40,000 |
| 191,426 | 1,646,112 | |
| Shareholders' equity | ||
| Share capital (Note 7) | 5,632,680 | 5,412,680 |
| Reserves | 8,205,701 | 8,205,701 |
| Deficit | (11,711,725) | (11,523,051) |
| 2,126,656 | 2,095,330 | |
| 2,318,082 | 3,741,442 |
Nature of operations and going concern (Note 1)
These consolidated financial statements were authorized for issued by the Board of Directors on March 1, 2021. They are signed on the Company’s behalf by:
“ Timothy Mosey ”
_____ Director
“ Brandon Rook ”
_____ Director
1
The accompanying notes are an integral part of these condensed consolidated interim financial statements
OrganiMax Nutrient Corp.
(An Exploration Stage Enterprise)
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss
For the three and six months ended December 31, 2020 and 2019 (Expressed in Canadian Dollars)
| Three months ended | December 31, | Six months ended December 31 | Six months ended December 31 | |
|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |
| $ | $ | $ | $ | |
| EXPENSES | ||||
| Advertising and promotion | 1,118 | 4,830 | 3,559 | 11,683 |
| Consulting fees (Note 8) | - | 22,100 | - | 52,600 |
| Depreciation (Note 4) | 406 | 580 | 812 | 1,160 |
| General administrative | 7,138 | 28,625 | 21,749 | 53,313 |
| Professional fees (Note 8) | 42,204 | 39,359 | 72,117 | 51,359 |
| Salaries and wages (Note 8) | 30,000 | 32,165 | 60,000 | 56,087 |
| LOSS BEFORE OTHER ITEMS | (80,866) | (127,659) | (158,237) | (226,202) |
| OTHER ITEMS | ||||
| Foreign exchange gain (loss) | 563 | (18,235) | (30,437) | (10,380) |
| Interest and other income | - | - | - | 3,709 |
| NET LOSS AND COMPREHENSIVE LOSS | (80,303) | (145,894) | (188,674) | (232,873) |
| Loss and comprehensive loss per share, | ||||
| basic and diluted | (0.00) | (0.01) | (0.01) | (0.01) |
| Weighted average number of common shares outstanding, | ||||
| basic and diluted | 23,084,785 | 18,684,785 | 20,884,785 | 16,067,828 |
2
The accompanying notes are an integral part of these condensed consolidated interim financial statements
OrganiMax Nutrient Corp.
(An Exploration Stage Enterprise)
Condensed Consolidated Interim Statements of Changes in Shareholders' Equity
For the six months ended December 31, 2020 and 2019 (Expressed in Canadian Dollars)
| Number Subscriptions Received Total Shareholders’ of Shares Amount in Advance Reserves Deficit Equity Common Shares |
|
|---|---|
| Balance, June 30, 2019 Private placement Loss and comprehensive loss |
(Note 7) $ $ $ $ $ 9,424,785 4,954,680 60,000 8,205,701 (11,386,296) 1,834,085 9,260,000 463,000 (60,000) - - 403,000 - - - - (232,873) (232,873) |
| Balance,December 31,2019 | 18,684,785 5,417,680 - 8,205,701 (11,619,169) 2,004,212 |
| Balance, June 30, 2020 Private placement Loss and comprehensive loss |
18,684,785 5,412,680 - 8,205,701 (11,523,051) 2,095,330 4,400,000 220,000 - - - 220,000 - - - - (188,674) (188,674) |
| Balance,December 31,2020 | 23,084,785 5,632,680 - 8,205,701 (11,711,725) 2,126,656 |
3
The accompanying notes are an integral part of these condensed consolidated interim financial statements
OrganiMax Nutrient Corp.
(An Exploration Stage Enterprise)
Condensed Consolidated Interim Statements of Cash Flows
For the six months ended December 31, 2020 and 2019
(Expressed in Canadian Dollars)
| 2020 | 2019 | |
|---|---|---|
| $ | $ | |
| CASH USED IN: | ||
| OPERATING ACTIVITIES | ||
| Loss and comprehensive loss | (188,674) | (232,873) |
| Items not involving cash: | ||
| Depreciation | 812 | 1,160 |
| Changes in non-cash working capital items: | ||
| Amounts receivable | 2,090 | (8,836) |
| Prepaid expenses | - | (19,000) |
| Accounts payable and accrued liabilities | (15,675) | (151,911) |
| (201,447) | (411,460) | |
| FINANCING ACTIVITIES | ||
| Proceeds from share issuance, net of issue costs | 220,000 | 403,000 |
| 220,000 | 403,000 | |
| INVESTING ACTIVITIES | ||
| Exploration and evaluation assets expenditures | - | (5,130) |
| - | (5,130) | |
| INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 18,553 | (13,590) |
| CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD | 63,791 | 60,141 |
| CASH AND CASH EQUIVALENTS,END OF THE PERIOD | 82,344 | 46,551 |
| Supplemental Cash Flow Information: | ||
| Income tax paid | - | - |
| Interestpaid | - | - |
4
The accompanying notes are an integral part of these condensed consolidated interim financial statements
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
1. NATURE OF OPERATIONS AND GOING CONCERN
OrganiMax Nutrient Corp. (the “Company”) was incorporated on July 10, 2003 under the laws of British Columbia. On April 28, 2016, the Company changed its name from Benton Capital Corp. to Alset Energy Corp. On May 3, 2017, the Company further changed its name to Alset Minerals Corp., and retained the same ticker symbol “ION” on the TSX Venture Exchange. On August 28, 2018, the Company further changed its name to OrganiMax Nutrient Corp. and ticker symbol to “KMAX” on the TSX Venture Exchange. The Company is an exploration stage company which engages in the business of acquisition, exploration and development of mineral properties in Canada and Mexico. The Company’s head office is located at Suite 1400 – 1040 West Georgia Street, Vancouver, B.C., V6E 4H8. The Company began trading on the TSX Venture Exchange in April 2005.
The Company had a working capital deficiency of $38,706 (June 30, 2020 – $1,509,855) and a deficit of $11,711,725 (June 30, 2020 - $11,523,051) as at December 31, 2020, which has been funded mainly by the issuance of equity. The accompanying consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes the realization of assets and the settlement of liabilities in the normal course of business. The appropriateness of the going concern assumption is dependent upon the Company’s ability to generate future profitable operations and/or generate continued financial support in the form of equity financings. These material uncertainties may cast significant doubt regarding the Company’s ability to continue as a going concern. These consolidated financial statements do not reflect any adjustments to the carrying values of assets and liabilities and the reported expenses and the financial position classification that would be necessary if the going concern assumption were not appropriate and such adjustments could be material.
In March 2020, the World Health Organization declared a global pandemic related to the virus known as Covid-19. The expected impacts on global commerce are anticipated to be far reaching. To date there have been significant effects on the world’s equity markets and the movement of people and goods has become restricted. As the Company does not have production activities, the ability to fund ongoing exploration is affected by the availability of financing. Due to market uncertainty, the Company may be restricted in its ability to raise additional funding. The impact of these factors on the Company is not yet determinable; however, they may have a material impact on the Company's financial position, results of operations and cash flows in future periods. It is not possible to reliably estimate the length and severity of these developments and the impact on the financial results and condition of the Company and its operations in future periods.
2. BASIS OF PREPARATION
Statement of Compliance
These condensed consolidated interim financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting of International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to the preparation of the condensed consolidated interim financial statements. The accounting policies followed in these consolidated financial statements are the same as those applied in the audited annual consolidated financial statements for the Company for the year ended June 30, 2020.
These condensed consolidated interim financial statements of the Company for the six months ended December 31, 2020 were reviewed, approved and authorized for issue by the Board of Directors on March 1, 2021.
Basis of Measurement
These consolidated financial statements have been prepared on an accrual basis, except for cash flow information, and are based on historical costs except for certain financial instruments, which are measured at fair value. The consolidated financial statements are presented in Canadian dollars which is also the functional currency of the Company and its subsidiary.
5
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
2. BASIS OF PREPARATION (continued)
Basis of Consolidation
These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary Grupo Minero Alset, S.A. de. C.V. (“Grupo”) in Mexico. Grupo was incorporated on June 7, 2016. All inter-company balances and transactions have been eliminated on consolidation.
Use of Accounting Judgments, Estimates and Assumptions
The preparation of the Company’s consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities as at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates.
The effect of a change in an accounting estimate is recognized prospectively by including it in comprehensive loss in the period of the change, if the change affects that period only, or in the period of the change and future periods, if the change affects both.
The areas which require management to make significant judgments, estimates and assumptions in determining carrying values include, but are not limited to:
a) Exploration and Evaluation Expenditures
The application of the Company’s accounting policy for exploration and evaluation expenditure requires judgment in determining whether it is likely that future economic benefits will flow to the Company, which may be based on assumptions about future events or circumstances. Estimates and assumptions made may change if new information becomes available. If, after expenditures are capitalized, information becomes available suggesting that the recovery of the expenditures is unlikely, the amount capitalized is written off in the profit or loss in the period the new information becomes available.
b) Title to Mineral Properties
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.
c) Going Concern
The assessment of the Company’s ability to execute its strategy by funding future working capital requirements involves judgment. Management monitors future cash requirements to assess the Company’s ability to meet these future funding requirements. Further information regarding going concern is outlined in Note 1.
6
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
3. SIGNIFICANT ACCOUNTING POLICIES
Adoption of New Pronouncements
There were no new accounting standards, amendments and updates that would either be applicable or have a material effect upon adoption.
4. EQUIPMENT
| Computer Hardware and | Drilling and | ||
|---|---|---|---|
| Software | Exploration Equipment | Total | |
| $ | $ | $ | |
| COST | |||
| Balance at June 30, 2019 | 16,571 | 4,313 | 20,884 |
| Additions | - | 874 | 874 |
| Balance at June 30, 2020 and | |||
| December 31, 2020 | 16,571 | 5,187 | 21,758 |
| DEPRECIATION | |||
| Balance at June 30, 2019 | 8,837 | 1,995 | 10,832 |
| Depreciation | 2,320 | 823 | 3,143 |
| Balance at June 30, 2020 | 11,157 | 2,818 | 13,975 |
| Depreciation | 812 | 356 | 1,168 |
| Balance at December 31, 2020 | 11,969 | 3,174 | 15,143 |
| NET CARRYING AMOUNT AS AT | |||
| June 30, 2020 | 5,414 | 2,369 | 7,783 |
| December 31,2020 | 4,602 | 2,013 | 6,615 |
7
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
5. EXPLORATION AND EVALUATION ASSETS
Mineral property acquisition, exploration and development expenditures are deferred until the properties are placed into production, sold, impaired or abandoned. These deferred costs will be amortized over the estimated useful life of the properties following commencement of production, or written-down if the properties are allowed to lapse, are impaired, or are abandoned. The deferred costs associated with each property for the six months ended December 31, 2020 and the year ended June 30, 2020 are summarized in the tables below:
| Lithium | |
|---|---|
| Salars | |
| $ | |
| Acquisition costs | |
| Balance, June 30, 2020 | 1,656,217 |
| Acquisition | - |
| Total, December 31, 2020 | 1,656,217 |
| Exploration and evaluation costs | |
| Balance, June 30, 2020 | 1,981,185 |
| Depreciation | 356 |
| Taxes and duties | 297,051 |
| Cost recovery | (1,736,062) |
| Total,December 31,2020 | 542,530 |
| Total, December 31, 2020 | 2,198,747 |
| Lithium | |
| Salars | |
| $ | |
| Acquisition costs | |
| Balance, June 30, 2019 | 1,656,217 |
| Acquisition | - |
| Total,June 30,2020 | 1,656,217 |
| Exploration and evaluation costs | |
| Balance, June 30, 2019 | 1,126,231 |
| Depreciation | 823 |
| Field supplies and miscellaneous | 2,055 |
| Permitting and prospecting | 544 |
| Taxes and duties | 851,532 |
| Total, June 30, 2020 | 1,981,185 |
| Total, June 30, 2020 | 3,637,402 |
8
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
5. EXPLORATION AND EVALUATION ASSETS (continued)
(a) Lithium Salars, Mexico
Pursuant to an agreement dated July 28, 2016 and amended on April 7, 2017 with MKG Mining Mexico, S.A. de C. V. (“MKG”), the Company acquired a 100% interest in lithium, potassium, boron soils, and brine salar assets located in Zacatecas and San Luis Potosi, Mexico, which includes four large concessions containing seven top priority salars namely, Caliguey, La Doncella, Colorada, La Salada, Santa Clara, Saldivar and Chapala. As consideration for the properties, the Company agreed to pay the outstanding mining taxes on the four concessions of $143,870 (paid) and US$210,000 to MKG. During the year ended June 30, 2017, the Company paid US$20,000 in cash and issued 700,505 common shares of the Company as payment of the remaining US$190,000 balance.
The Company also paid $44,587 as finder’s fee to an individual who became a director of the Company in March 2017.
The property is subject to a 2% net smelter royalty (“NSR”) of which 1% can be purchased by the Company for US$250,000. The property is also subject to a 0.25% NSR in favour of the finder mentioned above.
Pursuant to an agreement dated June 15, 2017, the Company entered into an assignment of mining rights and obligations agreement with Hot Spring Mining, S.A. de C.V. (“Hot Spring Mining”) to acquire two concessions located in Zacatecas and San Luis Potosi, Mexico. The Company agreed to issue 444,444 common shares to Hot Spring Mining as consideration for the properties (issued in August 2017). The Company also agreed to pay the outstanding mining taxes on the two concessions totaling $180,998. The properties are subject to a 2.5% NSR of which the Company has the right to purchase up to 1.5% for $1,500,000.
In November 2017, the Company completed the staking and filing of additional mineral claims for this property.
During the year ended June 30, 2019, the Company incurred acquisitions costs of $155,839 which consist of annual mining fees on the mining claims that make-up the property.
During the six months ended December 31, 2020, the Company has been successful in challenging the Mexican Mining Authority in the Federal Court of Administrative Justice to reduce its land position significantly focusing on its three primary salar assets and in so doing eliminating the past 3 years of back dated taxes charged by the government to the Company on its total land package. The judgment in favour has resulted in the Company’s accounts payable having been decreased by $1,736,062.
6. LOAN PAYABLE
On April 28, 2020, the Company received $40,000 under the Canada Emergency Business Account (“CEBA”). The loan is non-interest bearing and no principal repayments are required up to December 31, 2022. If the principal balance of $30,000 is repaid by December 31, 2022, then the remaining $10,000 of the principal balance will be forgiven. Any remaining balance after January 1, 2023 will be converted into a 3 year term loan with a fixed interest of 5% per annum, monthly interest-only payments and the outstanding balance must be repaid in full by December 31, 2025.
9
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
7. SHARE CAPITAL
Authorized:
Class A common - unlimited Class B common - unlimited Common shares - unlimited Issued: Class A common - Nil Class B common - Nil Common shares – 23,084,785 shares
Effective May 6, 2019, the Company completed a share consolidation on the basis of 3 pre-consolidation common shares for 1 post-consolidation common share. All references to common shares, options, and warrants and per common share amounts have been retroactively restated to reflect this share consolidation.
(a) Shares issued
On September 30, 2020 the Company closed a private placement through the issuance of 4,400,000 units at $0.05 per unit for gross proceeds of $220,000. Each unit consists of one common share and one share purchase warrant. Each full warrant entitles the holder to purchase an additional common share at $0.15 for 24 months from the date of closing of the private placement.
On August 21, 2019, the Company received approval from the TSX Venture Exchange for a non-brokered $0.05 unit private placement financing. The Company issued 9,260,000 units for gross proceeds of $463,000, each unit consisting one common share and one common share purchase warrant. $60,000 of these gross proceeds were received in the year ended June 30, 2019. Each warrant entitles the holder to purchase one common share at a price of $0.075 per share at any time within two years of the date of issuance.
(b) Stock options
The Company has adopted an incentive stock option plan for granting options to directors, employees and consultants. The exercise prices shall be determined by the board, but shall, in no event, be less than the closing market price of the Company’s shares on the grant date, less the maximum discount permitted under the TSX Venture Exchange’s policies. Options granted may not exceed a term of five years. All options vest upon grant unless otherwise specified by the Board of Directors.
10
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
7. SHARE CAPITAL (continued)
(b) Stock options (continued)
Details of stock option transactions for the six months ended December 31, 2020 and the year ended June 30, 2020 are detailed below.
| Weighted Average | ||
|---|---|---|
| Number of Options | Exercise Price | |
| $ | ||
| Balance, June 30, 2019 | 208,332 | 1.21 |
| Expired and forfeited | (83,333) | 0.99 |
| Balance, June 30, 2020 | 124,999 | 1.35 |
| Expired | - | - |
| Balance,December 31,2020 | 124,999 | 1.35 |
As at December 31, 2020, the following stock options were outstanding:
| Exercise | |||
|---|---|---|---|
| ExpiryDate | Price | Number of Options | Options Exercisable |
| $ | |||
| April 21, 2021 | 0.63 | 25,000 | 25,000 |
| July 27, 2021 | 3.51 | 11,111 | 11,111 |
| December 12, 2021 | 1.17 | 33,333 | 33,333 |
| May10,2022 | 1.35 | 55,555 | 55,555 |
| 124,999 | 124,999 |
The weighted average life of the options outstanding and exercisable at December 31, 2020 is 0.97 years (June 30, 2020 – 1.47 years).
11
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
7. SHARE CAPITAL (continued)
(c) Warrants
The changes in warrants during the six months ended December 31, 2020 and the year ended June 30, 2020 were as follows:
| Weighted Average | ||
|---|---|---|
| Number of Warrants | Exercise Price | |
| $ | ||
| Balance, June 30, 2019 | 1,908,626 | 0.510 |
| Issued | 9,260,000 | 0.075 |
| Expired | (296,825) | 0.900 |
| Balance, June 30, 2020 | 10,871,801 | 0.130 |
| Issued | 4,400,000 | 0.150 |
| Balance,December 31,2020 | 15,271,801 | 0.135 |
Warrants outstanding at December 31, 2020 were as follows:
| ExpiryDate | Number of Warrants | Exercise Price |
|---|---|---|
| $ | ||
| April 13, 2021 | 1,378,361 | 0.450 |
| April 13, 2021 | 233,440 | 0.360 |
| August 21, 2021 | 9,260,000 | 0.075 |
| September 30,2022 | 4,400,000 | 0.150 |
| 15,271,801 |
12
ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
8. RELATED PARTY TRANSACTIONS
The Company accrued the following amounts to related parties during the six months ended December 31, 2020 and 2019:
| Payee | Description of Relationship | Nature of Transaction | 2020 | 2019 |
|---|---|---|---|---|
| $ | $ | |||
| Gordon J. Fretwell Law | Company controlled by Gorden | Letgal fees and | 6,234 | 10,175 |
| Corporation | Fretwell, officer and former dirctor | consultingfees | ||
| Gilberto Zapata Casteneda | Former Director,and former CFO | Consultingfees | - | 21,600 |
| Bradonon Rook | CEO and director | Consulting fees and | 60,000 | 62,308 |
| salaries and wages | ||||
| Golden Tree Capital Corp. | Company controlled by Dong | Accounting fees | 18,000 | 18,000 |
| Shim, CFO | ||||
| SHIM & Associates LLP | Company controlled by Dong | Accounting fees | 6,000 | 6,000 |
| Shim, CFO |
The services provided by and fees charged by the related parties are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.
Amounts due to related parties as at December 31, 2020 and June 30, 2020 were as follows:
| December 31, | June 30, | ||
|---|---|---|---|
| Payee | Description of Relationship | 2020 | 2020 |
| $ | $ | ||
| Gilberto Zapata Casteneda | Former Director, and former CFO | 9,280 | 9,280 |
| Albert Wu & Associates Ltd. | Companycontrolled byAlberta Wu,former CFO | 4,620 | 4,620 |
| Allan Laboucan | Former president, former CEO, and a former | 36 | 36 |
| director | |||
| Golden Tree Capital Corp. | Companycontrolled byDongShim,CFO | 30,500 | 12,600 |
| SHIM & Associates LLP | Company controlled bu Dong Shim, CFO | 8,500 | 8,500 |
The amounts due to related parties are included in accounts payable and are non-interest bearing, unsecured, and have repayment terms similar to other non-related party trade payables.
During the year ended June 30, 2020, the Company wrote-off accounts payable to Mr. Timothy Mosey and Golden Tree Capital Corp. in the amount of $21,500 and $7,950, respectively.
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ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
8. RELATED PARTY TRANSACTIONS (continued)
The Company has identified its directors and senior officers as its key management personnel. No post-employment benefits, other long-terms benefits and termination benefits were made during the six months ended December 31, 2020 and 2019.
Short-term key management compensation consists of the following for the six months ended December 31, 2020 and 2019:
| 2020 | 2019 | |
|---|---|---|
| $ | $ | |
| Professional fees | 30,234 | 34,175 |
| Consulting fees | - | 31,600 |
| Salariesand wages | 60,000 | 52,308 |
| 90,234 | 118,083 |
9. CAPITAL DISCLOSURES
The Company’s objectives when managing capital are as follows:
-
To safeguard the Company’s ability to continue as a going concern;
-
To raise sufficient capital to finance its exploration activities on its mineral exploration properties;
-
To raise sufficient capital to meet its general and administrative expenditures.
The Company manages its capital structure and makes adjustments to it based on the general economic conditions, its short-term working capital requirements, and its planned exploration and development program expenditure requirement. The capital structure of the Company is composed of working capital (deficiency) and shareholders’ equity. The Company may manage its capital by issuing flow through or common shares, or by obtaining additional financing.
The Company utilizes annual capital and operating expenditure budgets to facilitate the management of its capital requirement. These budgets are approved by management and updated for changes in the budgets underlying assumptions as necessary.
There were no changes in the Company’s approach to managing capital during the current period. In order to maintain or adjust the capital structure, the Company considers the following;
-
i) incremental investment and acquisition opportunities;
-
ii) equity and debt capital available from capital markets;
-
iii) equity and debt credit;
-
iv) sale of assets;
-
vi) limiting the size of the investment program; and
-
vi) new share issuances if available on favorable terms.
Except as otherwise disclosed, the Company is not subject to any external financial covenants at December 31, 2020 and June 30, 2020.
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ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
10. FINANCIAL INSTRUMENTS AND FINANCIAL RISK
IFRS establishes a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 - inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Fair Value of Financial Instruments
The Company’s financial assets include cash, which is classified as Level 1.
Assets measured at fair value on a recurring basis were presented on the Company’s consolidated statements of financial position as at December 31, 2020 and June 30, 2020 are as follows:
| Fair Value Measurements Using | Fair Value Measurements Using | ||||
|---|---|---|---|---|---|
| Quoted Prices in | Significant |
||||
| Active Markets | Other | Significant | |||
| For Identical | Observable | Unobservable | |||
| Instruments | Inputs | Inputs | |||
| (Level 1) | (Level 2) | (Level | 3) | Total | |
| $ | $ | $ | $ | ||
| Cash and cash equivalents | |||||
| December 31, 2020 | 82,344 | - | - | 82,344 | |
| June 30,2020 | 63,791 | - | - | 63,791 |
Fair value
The fair value of the Company’s financial instruments approximates their carrying value as at December 31, 2020 and - June 30, 2020 because of the demand nature or short term maturity of these instruments.
The following table summarizes the carrying value of the Company’s financial instruments:
| December 31, 2020 | June 30, 2020 | |
|---|---|---|
| $ | $ | |
| Fair value through profit and loss (i) | 82,344 | 63,791 |
| Amortized cost (ii) | 191,426 | 1,646,112 |
(i) Cash (ii) Accounts payable and loan payable
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ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
10. FINANCIAL INSTRUMENTS AND FINANCIAL RISK (continued)
The Company’s financial instruments are exposed to certain risks, including credit risk, interest rate risk, liquidity risk, currency risk and market risk.
(a) Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. Financial instruments that potentially subject the Company to credit risk consist of cash. The Company’s cash are held through a large Canadian financial institution. Management believes the risk of loss to be remote.
(b) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In management’s opinion, the Company is not exposed to significant interest rate risk.
(c) Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. The Company monitors and reviews current and future cash requirements and matches the maturity profile of financial assets and liabilities. This is generally accomplished by ensuring that cash is always available to settle financial liabilities. At December 31, 2020, the Company had cash on hand of $82,344 (June 30, 2020 - $63,791) available to settle current liabilities of $151,426 (June 30, 2020 - $1,606,112). All of the Company’s financial liabilities have contractual maturities of less than 30 days and are subject to normal trade terms.
(d) Currency risk
The Company’s functional currency is the Canadian dollar. The Company is primarily exposed to currency fluctuations related to accounts payable and accrued liabilities and payment obligations for exploration and evaluation that are denominated in Mexican Pesos. As at December 31, 2020, the Company had net current liabilities of $29,077 (June 30, 2020 – net current liabilities of $1,452,864) denominated in Mexican Pesos which was translated at 0.06404 pesos to $1 (June 30, 2020 - 0.05905). The Company does not actively manage this risk.
(e) Market risk
Market risk is the risk of loss that may arise from changes in market factors such as market prices, foreign exchange rates and interest rates. In management’s opinion, the Company is not exposed to significant market risk.
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ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
11. SEGMENTED INFORMATION
The Company currently operates in two geographical operating segments, the exploration of mineral properties in Canada and Mexico. Management of the Company makes decisions about allocating resources based on the operating segments. A geographic summary of identifiable assets and liabilities by country is as follows:
| As at December 31, 2020 | |||
|---|---|---|---|
| Canada | Mexico | Total | |
| $ | $ | $ | |
| Equipment | 4,601 | 2,014 | 6,615 |
| Exploration and evaluation assets | - | 2,198,747 | 2,198,747 |
| As at June 30, 2020 | |||
|---|---|---|---|
| Canada | Mexico | Total | |
| $ | $ | $ | |
| Equipment | 5,414 | 2,369 | 7,783 |
| Exploration and evaluation assets | - | 3,637,402 | 3,637,402 |
12. SUBSEQUENT EVENTS
On February 10, 2021, the Company granted 2,150,000 stock options to directors, officers and consultants of the Company with an exercise price of $0.20 per share for a term of five years.
In February 2021, the Company entered into a binding letter of intent with Blackhawk Exploration LLC (“Blackhawk”) providing the Company with the option to acquire a 100% interest in the past producing Government Gulch Silver project in the Silver Valley, Coeur d’Alene Mining District, Idaho USA (the “Option”). The Company may exercise the Option by paying US$650,000 and incurring US$3,000,000 of exploration expenditures on the property to earn a 75% interest in the property as follows:
-
Pay a non-refundable deposit of US$20,000 upon execution of the binding letter of intent
-
Pay US$130,000 upon approval of the Option by the TSX Venture Exchange
-
Pay US$250,000 and completing a minimum of US$600,000 of expenditures on the property by the first anniversary of the option date
-
Pay an additional US$250,000 and completing an additional minimum of US$600,000 of expenditures on the property by the second anniversary of the option date
-
Completing an additional minimum of US$1,200,000 of expenditures on the property by the third anniversary of the option date
-
Completing an additional $600,000 of expenditures on the property by the fourth anniversary of the option date
Upon the Company acquiring a 75% interest in the property, the Company shall have the right to either:
- Cause the parties to form a joint venture with terms consistent with the usual industry practice including a provision for a participant’s interest to be converted to a 2% NSR if its interest is diluted to less than a 10% interest. The Company has the right, at any time after the NSR takes effect to purchase one half of the NSR by making a payment of US$1,000,000 and has the right of first refusal to purchase the remainder of the NSR; or
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ORGANIMAX NUTRIENT CORP. (An Exploration Stage Enterprise) NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Expressed in Canadian Dollars) For the Six Months Ended December 31, 2020 and 2019
- Purchase Blackhawk’s 25% interest at a price to be negotiated between Blackhawk and the Company with both parties acting diligently and in good faith to arrive at a mutually acceptable purchase price. If the parties do not come to agreement on the purchase price, the Company, at its option, can either pay US$2,000,000 or issue US$2,000,000 worth of shares of the Company to Blackhawk priced at the 20 day volume weighted average price following the date that the Company acquires the 75% interest.
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