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Silver Wolf Exploration Ltd. — Management Reports 2023
Apr 26, 2023
43566_rns_2023-04-25_58eb3eab-15fa-4635-9607-a6041f625b64.pdf
Management Reports
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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The following discussion and analysis of the operations, results, and financial position of Silver Wolf Exploration Ltd. (the “Company” or “Silver Wolf”) should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2022, which are prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and the notes thereto.
This Management Discussion and Analysis (“MD&A”) is dated April 25, 2023, and discloses specified information up to that date. Silver Wolf is classified as a “venture issuer” for the purposes of National Instrument 51-102.
We recommend that readers consult the “Cautionary Statement” on the last page of this report.
Additional information relating to the Company can be obtained by contacting Peter Latta, the President & Director of the Company, on SEDAR at www.sedar.com, or on the Company’s website at www.silverwolfexploration.com.
Business Overview
Silver Wolf Exploration Ltd. (“the Company”) was incorporated under the laws of the Province of British Columbia. Its principal business comprises the exploration for and development of mineral properties. The Company has an option on the Ana Maria and Laberinto properties in Durango, Mexico. The Company’s head office and principal place of business is Suite 900, 570 Granville Street, Vancouver, BC, Canada.
The Company is in the exploration stage. The common shares of the Company commenced trading on the TSX Venture Exchange on November 29, 2006, under trading symbol GRK. The Company is classified as a Mineral Exploration company. The financial statements, to which this MD&A relates, have been prepared on a going concern basis, which presumes the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The Company has accumulated losses of $6,007,852 since incorporation. The Company’s ability to meet its obligations and maintain its operations is contingent upon additional financing or profitable operations in the future.
Overall Performance - 2022:
Sampling Program
Geochemical sampling throughout 2022 totaled 1,010 rock chip and grab samples, with both La Recompensa and El Soldado properties returning several significant sampling grades throughout the year. Highlights included 37.0 g/t gold and 7.6% zinc over 0.7m reported from a rock chip channel sample at the outcropping skarn structure at the La Recompensa claim and 1,536 g/t of silver, 34.0% lead and 19.4% zinc was sampled at the El Soldado Claim.
See further details below for individual news releases on the ongoing surface sampling program.
– Ongoing Surface Sampling Program 1,536 g/t Silver and 33% Lead Samples
On August 9, 2022, the Company announced assay results from one hundred and fifty-five (155) grab samples collected during the on-going surface sample program at the Ana Maria Property.
Highlights from Ana Maria Central and Ana Maria South are indicated in the table below. The complete list of the samples is available on our website.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Table 1: Significant Assay Results of Grab Samples: The samples with silver grades higher than 100 ppm are highlighted in blue, and the lead or zinc grades with values greater than 0.4% are highlighted in red
| Sample | Ag | Pb | Zn |
|---|---|---|---|
| number | **ppm ** | % | % |
| 729 | 904 | 20.90 | 5.64 |
| 730 | 7 | 0.23 | 0.87 |
| 731 | 1,143 | 34.01 | 7.13 |
| 733 | 468 | 12.50 | 4.79 |
| 734 | 84 | 1.28 | 5.19 |
| 736 | 61 | 2.68 | 3.38 |
| 737 | 188 | 5.75 | 6.17 |
| 738 | 1,484 | 28.50 | 0.43 |
| 740 | 1,536 | 33.04 | 4.73 |
| 742 | 379 | 13.50 | 0.03 |
| 743 | 234 | 8.34 | 0.10 |
| 753 | 6 | 0.93 | 0.43 |
| 757 | 162 | 0.05 | 0.10 |
| 758 | 69 | 10.40 | 3.45 |
| 759 | 50 | 4.23 | 3.87 |
| 761 | 6 | 1.17 | 0.04 |
| 762 | 1 | 0.74 | 0.04 |
| 763 | 37 | 4.43 | 0.08 |
| 764 | 411 | 10.20 | 0.30 |
| 766 | 24 | 0.92 | 0.01 |
| 768 | 138 | 5.83 | 0.85 |
| 770 | 1 | 0.29 | 0.87 |
| 771 | 49 | 2.80 | 0.18 |
| 773 | 367 | 9.32 | 7.16 |
| 775 | 20 | 0.96 | 0.16 |
| 776 | 12 | 0.71 | 0.09 |
| 777 | 24 | 0.89 | 0.59 |
| 780 | 11 | 0.47 | 2.35 |
| 783 | 725 | 17.40 | 4.75 |
| 784 | 689 | 14.00 | 6.32 |
| 785 | 533 | 9.58 | 11.60 |
| 786 | 18 | 0.57 | 0.13 |
| 787 | 585 | 12.20 | 5.66 |
| 788 | 31 | 0.88 | 0.23 |
| 789 | 85 | 3.52 | 0.90 |
| 790 | 22 | 0.74 | 6.40 |
| 794 | 682 | 10.50 | 3.49 |
| 797 | 22 | 0.87 | 1.12 |
| 798 | 799 | 25.90 | 19.40 |
| 799 | 678 | 9.80 | 7.36 |
| 800 | 59 | 2.98 | 10.70 |
| Sample | Ag | Pb | Zn |
|---|---|---|---|
| number | **ppm ** | % | % |
| 902 | 113 | 3.43 | 17.20 |
| 903 | 190 | 8.03 | 17.90 |
| 905 | 300 | 8.29 | 0.37 |
| 906 | 1 | 0.13 | 2.06 |
| 908 | 305 | 13.80 | 11.60 |
| 909 | 214 | 9.25 | 12.40 |
| 911 | 115 | 1.45 | 23.30 |
| 913 | 214 | 6.03 | 29.40 |
| 916 | 22 | 1.39 | 1.60 |
| 917 | 73 | 2.73 | 2.21 |
| 919 | 25 | 0.84 | 4.18 |
| 920 | 26 | 1.28 | 0.99 |
| 922 | 141 | 5.71 | 5.84 |
| 924 | 456 | 7.85 | 1.67 |
| 926 | 486 | 6.24 | 2.19 |
| 928 | 286 | 6.57 | 3.24 |
| 930 | 420 | 7.34 | 18.40 |
| 935 | 26 | 1.52 | 0.01 |
| 936 | 1104 | 16.70 | 0.26 |
| 937 | 21 | 1.68 | 0.02 |
| 939 | 617 | 18.20 | 0.50 |
| 940 | 16 | 0.90 | 0.02 |
| 941 | 103 | 3.85 | 0.71 |
| 942 | 24 | 1.30 | 0.40 |
| 946 | 374 | 3.34 | 7.27 |
| 956 | 32 | 1.16 | 11.40 |
| 964 | 294 | 8.15 | 37.22 |
| 965 | 5 | 0.15 | 0.52 |
| 969 | 8 | 4.34 | 0.08 |
| 970 | 47 | 1.60 | 2.38 |
| 973 | 30 | 2.18 | 0.53 |
| 975 | 22 | 0.48 | 14.00 |
| 983 | 73 | 3.05 | 0.42 |
| 984 | 1 | 0.16 | 0.53 |
| 987 | 375 | 14.20 | 0.52 |
| 989 | 1 | 0.84 | 0.06 |
| 991 | 28 | 1.08 | 0.60 |
| 992 | 21 | 0.88 | 0.70 |
| 993 | 118 | 13.10 | 0.20 |
| 999 | 3 | 0.63 | 0.03 |
| 1103 | 1 | 0.19 | 0.54 |
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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– Ongoing Surface Sampling Program 1,306 g/t Silver, 20% Lead and 7% Zinc Samples
On April 5, 2022, the Company announced assay results from eighty-eight (88) grab samples collected during the on-going surface sample program at the Ana Maria Property.
Highlights from Ana Maria Central are indicated in the table below. The complete list of the samples are available on our website.
Table 1: Significant highlights from Ana Maria Central
| Sample | Coordinate X | Coordinate Y | Ag | Cu | Pb | Zn |
|---|---|---|---|---|---|---|
| Number | (WGS84) | (WGS84) | g/t | % | % | % |
| 651 | 635685 | 2828715 | 246 | 0.03 | 4.52 | 1.73 |
| 656 | 635694 | 2828695 | 74 | 0.09 | 2.33 | 0.66 |
| 659 | 635686 | 2828684 | 105 | 0.03 | 3.31 | 1.51 |
| 660 | 635713 | 2828683 | 578 | 0.03 | 11.90 | 0.30 |
| 661 | 635765 | 2828644 | 442 | 0.04 | 11.40 | 1.50 |
| 662 | 635783 | 2828641 | 163 | 0.04 | 6.17 | 0.47 |
| 663 | 635778 | 2828653 | 168 | 0.01 | 4.13 | 0.22 |
| 664 | 635801 | 2828665 | 22 | 0.01 | 1.04 | 7.63 |
| 665 | 635808 | 2828674 | 60 | 0.01 | 5.07 | 11.20 |
| 666 | 635558 | 2829216 | 64 | 2.05 | 0.04 | 0.01 |
| 669 | 635561 | 2829209 | 27 | 2.21 | 0.02 | 0.03 |
| 670 | 635515 | 2829370 | 18 | 0.42 | 0.43 | 0.02 |
| 672 | 635507 | 2829370 | 12 | 1.76 | 0.24 | 0.05 |
| 679 | 635773 | 2827822 | 28 | 0.02 | 0.55 | 2.48 |
| 682 | 635714 | 2828683 | 1,227 | 0.06 | 25.70 | 0.56 |
| 684 | 635698 | 2828722 | 309 | 0.03 | 2.26 | 4.83 |
| 685 | 635648 | 2828773 | 1,306 | 0.09 | 20.40 | 7.36 |
| 686 | 635646 | 2828771 | 57 | 0.01 | 1.53 | 0.49 |
| 688 | 635644 | 2828775 | 130 | 0.02 | 1.41 | 3.78 |
| 693 | 635705 | 2828691 | 263 | 0.07 | 15.40 | 11.00 |
| 695 | 635725 | 2828681 | 792 | 0.04 | 16.90 | 0.64 |
| 697 | 635639 | 2828659 | 70 | 0.00 | 2.86 | 0.04 |
| 698 | 635615 | 2828691 | 56 | 0.01 | 1.79 | 0.12 |
| 699 | 635608 | 2828696 | 253 | 0.02 | 6.46 | 0.64 |
– Ongoing Surface Sampling Program 37 g/t Gold and 7.6% Zinc Samples
On January 18, 2022, the Company announced assay results from one hundred and fourteen (114) grab samples collected during the on-going surface sample program at the Ana Maria Property.
Highlights from Ana Maria Central and Ana Maria South are indicated in the tables below. The complete list of the samples are available on our website.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Table 1: Significant highlights from Ana Maria Central
| Sample Number |
Coordinate-X (WGS84) |
Coordinate-Y (WGS84) |
Width Meters |
Au g/t |
Ag g/t |
Cu % |
Pb % |
Zn % |
|---|---|---|---|---|---|---|---|---|
| 544 | 633847 | 2839587 | 0.4 | 2.48 | 8 | 0.06 | 0.02 | 5.25 |
| 545 | 633847 | 2839588 | 0.3 | 3.29 | 1 | 0.02 | 0.01 | 3.18 |
| 546 | 633848 | **2839587 ** | 0.7 | 36.98 | 1 | **0.02 ** | **0.01 ** | **7.57 ** |
| 547 | 633848 | 2839586 | 0.9 | 5.83 | 1 | **0.01 ** | **0.01 ** | 6.33 |
| 548 | 633849 | 2839586 | 0.4 | 7.66 | 1 | 0.03 | **0.01 ** | 5.35 |
| 549 | 633848 | 2839589 | 0.3 | 0.88 | 11 | 0.05 | 0.07 | 2.37 |
| 552 | 633850 | 2839589 | 0.4 | 0.41 | 1 | 0.01 | 0.02 | 2.53 |
| 553 | 633851 | 2839589 | 0.5 | 2.06 | 8 | 0.05 | 0.05 | 4.50 |
| **554 ** | **633851 ** | 2839590 | 0.3 | 0.22 | 6 | **0.04 ** | **0.02 ** | 9.65 |
| 555 | 633851 | 2839588 | 0.8 | 0.83 | 6 | 0.07 | 0.04 | 3.80 |
| 562 | 633855 | 2839593 | 0.6 | 1.10 | 12 | 0.02 | 0.07 | 2.18 |
| 568 | 633856 | 2839588 | 0.6 | 2.24 | 9 | 0.05 | 0.06 | 11.9 |
Reported widths are not true widths and cannot be determined due to style and orientation of mineralization
Table 2: Significant Grab Sample highlights from Ana Maria South
| Sample Number |
Coordinate-X (WGS84) |
Coordinate-Y (WGS84) |
Au g/t |
Ag g/t |
Cu % |
Pb % |
Zn % |
|---|---|---|---|---|---|---|---|
| 600 | 635978 | 2828199 | 0.00 | 74 | 0.01 | 3.37 | 0.00 |
| **601 ** | 635959 | 2828204 | 0.00 | 120 | 0.02 | 11.60 | 0.00 |
| **602 ** | 635959 | **2828204 ** | 0.00 | 169 | **0.02 ** | 11.50 | 0.00 |
| 606 | 636053 | 2828185 | 0.00 | 150 | 0.02 | 5.96 | 0.00 |
| 626 | 636341 | 2828240 | 0.00 | **54 ** | **0.01 ** | 1.88 | 12.30 |
| 627 | 636342 | 2828239 | 0.00 | 56 | 0.01 | 1.61 | 21.30 |
| 628 | 636336 | 2828246 | 0.00 | 53 | 0.01 | 1.92 | 7.80 |
| **632 ** | 636350 | 2828205 | 0.00 | 40 | 0.02 | 1.17 | 16.60 |
| 644 | 636433 | 2828203 | 0.00 | 199 | **0.02 ** | 20.10 | 1.71 |
| 829 | 635910 | 2828234 | 0.00 | 247 | 0.02 | 7.33 | 0.00 |
| 830 | **635901 ** | 2828224 | 0.00 | 339 | 0.06 | 9.99 | 7.94 |
| **831 ** | 635920 | 2828244 | **0.01 ** | 319 | 0.03 | 8.33 | 5.76 |
Sampling and Assay Methods
Grab samples are selective in nature, and do not necessarily reflect the general geology of the Ana Maria property. Sampling and analyses of rock samples is subject to SWLF QA/QC protocols. Control samples are routinely used including standards, blank and field duplicate samples. Samples were submitted to the SGS Laboratory facility in Durango, Mexico. Multi-element analyses are completed using 4-acid digest methods (ICP14B). Any zinc, lead, copper or manganese samples exceeding 10,000 ppm (1%) are assayed using over limit methods (ICP90Q). Gold is analyzed by lead fusion fire assay with atomic absorption spectrometry (FAA313) and gravimetric finish above over limit. For silver above over limit, a lead fusion fire assay with gravimetric finish is used (FAG313).
Strengthening the Board of Directors and Technical Advisory Board
Silver Wolf continues to attract top quality personnel to be involved with the project. Vic Chevilion was added to the technical advisory board, and his contributions have led to significant advances in the understanding of the Ana Maria property. Dr. Honza Catchpole was added to the board of directors for his technical experience and attention to detail which has also proved enormously valuable to the technical team.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Property Descriptions
Ana Maria Property
The Ana Maria property is located 21 kilometres (km) northwest of the City of Gómez Palacio and the adjacent City of Torreón, and 1 km north of the town of Dinimita, in the municipality of Gómez Palacio, Durango, Mexico. The claims are located in the Minitas mining district in the Guadalupe Victoria mining region. The property consists of 9 mining concessions encompassing 2,549 hectares (ha).
Minimal documentation exists regarding the history and production at Ana Maria; however, historical reporting states that La Lucha was exploited for Iron (Fe) and Manganese (Mn). Production terminated in 1943 and it was estimated to have produced 12,000 tons of material and reserves of approximately 25,000 tons.
The historical estimates of production and reserves as stated above are for historical reference only and do not use the categories set out in NI 43-101. The estimates are deemed relevant from the perspective that mineralization is present on the property which may indicate the existence of other related mineral assemblages. The QP has not validated nor verified these historical estimates nor any underlying data as information and data is not available. The QP has not done sufficient work to classify the estimates and the issuer is not treating the historical estimate as current. The source of the information is the Mexican Government website and USGS (United States Geological Survey) website.
These projects are located in the North West-South East (NW-SE) striking fold-thrust belt of the Sierra Madre Oriental within a west trending prong known as the Sierras Transversales or the Monterrey-Torreón transverse system. It divides the Mesa Central, an elevated plateau to the South, from the eastern Mexican Basin and Range to the North.
The region hosts a number of carbonate replacement deposits (CRD´s) within Cretaceous limestones and dolomites. Mineralization is associated with large stocks, dykes or sills of granitoids ranging from diorites to quartz monzonites and rhyolites and inferred to be lower crustal in origin. Mineralization is present as skarns or massive sulphides and occurred during Mid-Tertiary volcanism when the aforementioned intrusions were emplaced (Megaw et al., 1988 and references therein). The deposits typically produce silver, lead, zinc and copper although some districts, such as Ojuela (~10 kilometres from Ana Maria and La Zorra), are enriched in gold relative to typical CRD´s.
El Laberinto Property
The El Laberinto Property is located in the “Sierra de la Silla” northwest of the town of Francisco I. Madero in the municipality of Panuco de Coronado. It is approximately 60 kilometers northeast of the city of Durango City, México. The property consists of mining concession encompassing 91.7 ha.
El Laberinto is situated within the Tepehuano terrane, as are Ana Maria, La Recompensa, and the El Soldado projects, but in close proximity to the contact with the Tahue terrane, W of the Sierra Madre Oriental. The carbonates that host the CRD projects are absent; no Mesozoic rocks survived erosional processes in the region. Instead of the thrust belts of the Sierra Madre Oriental, the region is controlled by a series of North West-South East (NW-SE) to North North West-South South East (NNW-SSE) striking faults that create a horst-and-graben topography.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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The main mineralized material at El Laberinto are comprised of iron, lead and zinc sulphides with minor silver sulphosalts. Gold and silver are present with minor lead and copper and to a lesser extent zinc. Values of gold and silver are localized in oxidized portions of the system suggesting that supergene enrichment may be an important component of the deposit. Mineralization is found in quartz veins, veinlet zones and, to a lesser degree, dissemination around veins and veinlets.
In the mid-1990’s, the El Laberinto historical exploration performed by “Compañía Minera Mexicana de Avino S.A. de C.V.” was focused on the objective of evaluating the potential of the main vein.
The historic work consisted of mapping and geological surface sampling, diamond drilling (3 Holes totaling 753.73 metres), mine development of the Jabalí Tunnel, with a strike length of 300 metres over the main structure and 80 metres in a cross-cut.
The historical exploration work as stated above are for historical reference only. The QP has not validated nor verified the data as the information is not currently available. The source of the information is an internal report from the previous operator, Endeavor Silver Corporation.
From September 2012 through to July 2013, work was carried out as part of the agreement between Avino Gold & Silver Mines (Avino) and Endeavour Silver Corp. (EDR) to test the potential of mineralization in the El Laberinto Claim.
This historical work included a mapping and systematic sampling campaign, collecting a total of 208 samples on surface with values of up to 8 grams per tonne (“g/t”) gold & 421 g/t silver with the anomalous values mostly coming from the Laberinto Structure.
The drilling completed at that time was focused on the South part of the Laberinto Structure which was thought to have had the best potential of mineralization with large volumes and low grades. A total of 5 Holes were completed with 1,367 meters drilled and 2,800 samples were collected in both alteration zones and structures focused particularly in the host rock.
The historic exploration activities as listed above were performed by previous operators. The QP has not validated nor verified the information nor any underlying data however the information is considered reasonable and reliable.
Qualified Person
Mr. Garth Kirkham P.Geo, Independent Consultant for Silver Wolf Exploration Ltd, is a Qualified Person ("QP") as defined by National Instrument 43-101 ("NI 43-101"), and has approved the scientific and technical disclosure on the Ana Maria and the Laberinto Properties, and prepared or supervised its preparation. In addition, Dr. Honza Catchpole P. Geo., is a “qualified person” as defined by National Instrument 43-101 and has approved the scientific and technical disclosure in certain news releases.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Review of Operations
Year ended December 31, 2022 compared with the year ended December 31, 2021.
| 2022 | 2021 | Note | ||
|---|---|---|---|---|
| General and Administrative Expenses | ||||
| Administrative salaries and benefits |
$ 63,997 | $ | 138,893 | 1 |
| Automobile | 1,280 | 2,521 | ||
| Consulting and management fees | 35,202 | 40,458 | ||
| Depreciation | 7,306 | 10,759 | ||
| Foreign exchange (gain) loss | 110,368 | (12,938) | 2 | |
| Interest and bank charges | 7,870 | 6,467 | ||
| Listing and filing fees | 38,087 | 68,212 | ||
| Office and miscellaneous | 67,334 | 65,521 | ||
| Professional fees | 115,907 | 67,395 | 3 | |
| Share-based compensation | 304,500 | 169,200 | 4 | |
| Shareholder information | 115,173 | 30,230 | 5 | |
| Transferagentfees | 15,419 | 13,309 | ||
| Operating Loss | (882,443) | (600,027) | 9 | |
| Other Items | ||||
| Impairment loss | - | (323,619) | 7 | |
| Gainon forgiveness ofdebt | 56,849 | - | 8 | |
| **Net Loss For the Year ** | (825,594) | (923,646) | ||
| Items that will not subsequently be re-classified to net income: | ||||
| Unrealized gain (loss) on investments | 33,723 | (36,100) | ||
| Reclassification of accumulated loss on | ||||
| Investments sold | 322,958 | - | 6 | |
| Currency translationdifferences | 189,154 | (529) | 2 | |
| Total Comprehensive Loss | (270,563) | (960,275) | ||
| Basic and Diluted Lossper Share | $(0.02) | $(0.03) | 9 | |
| Weighted Average Number of Shares Outstanding | 33,368,403 | 28,642,845 |
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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-
Administrative benefits and salaries for the year ended December 31, 2022, were $63,997 compared to $138,893 for the year ended December 31, 2021. The decrease is primarily due to lower corporate activity and administrative costs associated with exploration expenditures on the Ana Maria and Laberinto properties in the current period.
-
Foreign exchange gains or losses result from transactions in currencies other than the Canadian dollar functional currency. During the year ended December 31, 2022 the Canadian dollar depreciated in relation to the United States dollar and Mexican peso, resulting in a foreign exchange gain.
-
Professional fees for year ended December 31, 2022, were $115,907 compared to $67,395 for year ended December 31, 2021. The increase is mainly due to higher audit and legal fees.
-
Share-based payments increased as a result of 2,520,000 stock options granted during the year ended December 31, 2022, compared to 1,000,000 stock options granted during the same period in 2021.
-
Shareholder information expenses for the year ended December 31, 2022, were $115,173 compared to $30,230 for the year ended December 31, 2021. The increase is mainly due to increased investor relations and promotional activities at the corporate level.
-
Realized loss on investment sold for year ended December 31, 2022, mainly due to the company disposed of 125,000 common shares of Garibaldi resources Corp for proceeds of $50,383 and resulting in a reclassification from comprehensive loss to accumulated loss for $322,958.
-
During the year ended December 31, 2021, the Company performed an evaluation of the exploration and evaluation asset at Silver Stream and recorded an impairment charge of $323,619 against the carrying value, reducing the carrying value to nil. There was no such comparable transaction in 2022.
-
Gain on forgiveness of debt was $56,582 for the year ended December 31, 2022, mainly due to outstanding amounts payable to a related party being forgiven by the related party. See “Related Party Transactions” section for further details. There was no such comparable transaction in 2021.
-
As a result of the transactions in the period, the Company recorded a loss of $825,594 for the year ended December 31, 2022, compared to a loss of $923,646 for the year ended December 31, 2021. The loss is a direct result of the items noted above and resulted in a basic and diluted loss per share of $0.03 for both periods.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Year ended December 31, 2021 compared with the year ended December 31, 2020.
| 2021 | **2020 ** | Note | |
|---|---|---|---|
| General and Administrative Expenses | |||
| Administrative salaries and benefits | $ 138,893 | $ 23,592 | 1 |
| Automobile | 2,521 | 914 | |
| Consulting and management fees | 40,458 | 34,555 | 2 |
| Depreciation | 10,759 | 9,620 | |
| Foreign exchange (gain) loss | (12,938) | 123 | 3 |
| Interest and bank charges | 6,467 | 4,174 | |
| Listing and filing fees | 68,212 | 22,624 | 4 |
| Office and miscellaneous | 65,521 | 19,032 | 5 |
| Professional fees | 67,395 | 48,566 | 6 |
| Share-based compensation | 169,200 | - | 7 |
| Shareholder information | 30,230 | 3,537 | 8 |
| Transfer agent fees | 13,309 | 6,436 | |
| Loss Before Other Items | (600,027) | (173,173) | |
| Other Items | |||
| Impairment loss | (323,619) | - | 9 |
| Fair value adjustment to promissory notes payable, net | |||
| of accretion | - | (80,556) | 10 |
| **Net Loss For the Year ** | (923,646) | (253,729) | 12 |
| Other Comprehensive Income (Loss) | |||
| Items that will not subsequently be re-classified to | |||
| net income or loss: | |||
| Unrealized loss on investments | (36,100) | (98,058) | 11 |
| Reclassification of accumulated gain (loss) on | |||
| investments sold | (529) | 6,798 | |
| Total Comprehensive Loss | (960,275) | (344,989) | |
| Basic and Diluted Loss per Share | $ (0.03) | $ (0.01) | 12 |
| Weighted Average Number of Shares Outstanding | 28,642,845 | 22,729,764 |
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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-
Administrative benefits and salaries for the year ended December 31, 2021, were $138,893 compared to $23,592 for the year ended December 31, 2020. The increase is primarily due to increased corporate activity required as a result of the acquisition and exploration activities of the Ana Maria and El Laberinto, as well as the completion of the $1,182,250 non-brokered private placements during Q1 and Q4 2021.
-
Consulting fees for the year ended December 31, 2021, were $40,458 compared to $34,555 for the year ended December 31, 2021. The increase is mainly consulting fees and consultant expenses for the technical report of Ana Maria and El Laberinto properties during January and February 2021.
-
Foreign exchange gains or losses result from transactions in currencies other than the Canadian dollar functional currency. During the year ended December 31, 2021 the US dollar remained fairly constant in relation to the Canadian dollar and Mexican peso, resulting in a minimal foreign exchange loss.
-
Listing and filing fees for the year ended December 31, 2021, were $68,212 compared to $22,624 for the year ended December 31, 2020. The increase is due to additional expenses at the corporate level as a result of the properties acquired as well as the Company had additional expenses with the upgrade listing in the US market to the OTCQB.
-
Office and miscellaneous expenses for the year ended December 31, 2021, were $57,711 compared to $13,187 during last year. Higher office expenses were mainly due to certain one-time training costs for key geological staff members and management, as well as increased corporate activity.
-
Professional fees for the year ended December 31, 2021, were $67,395 compared to $48,566 during last year. The increase is primarily due to increased professional fees associated with corporate legal expenses in Mexico and Canada related to new projects acquired, as well as the closing of the private placements in Q1 and Q4 2021.
-
Share-based payments are a result of the vesting of stock options granted in year ended December 31, 2021. No stock options were issued during the same period in 2020.
-
Shareholder information expenses for the year ended December 31, 2021 were $30,230 compared to $3,537 for the year ended December 31, 2020. The increase is due to additional marketing and investor relations programs related to new acquisition and projects in process.
-
As of December 31, 2021, the Company performed an evaluation of the exploration and evaluation asset at Silver Stream and recorded an impairment charge of $323,619 against the carrying value, reducing the carrying value to nil.
-
The fair value adjustment for promissory notes payable fluctuates with the fair value calculations of each note payable. During Q3 2020, the Company settled these promissory notes.
-
Unrealized gains or losses for the year ended December 31, 2021 and 2020, are primarily a direct result of the revaluation of the Company’s investment in Garibaldi Resources Inc. (“GGI”). The Company held 190,000 common shares of GGI at December 31, 2021
-
As a result of the transactions in the year, the Company recorded a loss of $923,646, or $0.03 per share, for the year ended December 31, 2021, compared to a loss of $253,729, or $0.01 per share, for the year ended December 31, 2020. The increased loss is a direct result of the items noted above.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Three months ended December 31, 2022 compared with the three months ended December 31, 2021.
2021. |
|||
|---|---|---|---|
| 2022 | 2021 | Note | |
| General and Administrative Expenses | |||
| Administrative salaries and benefits | $ 10,043 | $ 39,276 | 1 |
| Automobile | 274 | 554 | |
| Consulting and management fees | 10,000 | 8,358 | |
| Depreciation | 1,137 | 2,689 | |
| Foreign exchange (gain) loss | 35,029 | (10,074) | 2 |
| Interest and bank charges | 1,441 | 4,737 | |
| Listing and filing fees | 6,599 | 8,897 | |
| Office and miscellaneous | 16,665 | 7,809 | |
| Professional fees | 87,265 | 28,413 | 3 |
| Share based compensation | - | 4,500 | |
| Shareholder information | 41,390 | 16,922 | 4 |
| Transfer agent fees | 3,198 | 3,690 | |
| Operating Loss | (213,041) | (115,769) | 6 |
| Other Items | |||
| Impairment loss | - | (323,619) | 5 |
| Gainon forgiveness ofdebt | 56,849 | - | 6 |
| Net Loss For the Period | (156,192) | (439,390) | 7 |
| Other Comprehensive Income (Loss) | |||
| Items that will not subsequently be re-classified to net | |||
| income or loss: | |||
| Unrealized gain (loss) on investments | 13,398 | 950 | |
| Reclassification of accumulated loss on investment | |||
| sold | - | 79 | |
| Currency translationdifferences | 59,634 | - | 2 |
| Total Comprehensive Loss | (83,160) | (438,359) | |
| Basic and Diluted Loss per Share | $(0.00) | $(0.01) | 7 |
| Weighted Average Number of Shares Outstanding | 35,263,500 | 29,501,918 |
-
Administrative benefits and salaries for the three months ended December 31, 2022, were $10,043 compared to $39,276 for the three months ended December 31, 2021. The decrease is primarily due to lower corporate activity and administrative costs associated with exploration expenditures on the Ana Maria and Laberinto properties in the current period.
-
Foreign exchange gains or losses result from transactions in currencies other than the Canadian dollar functional currency. During the three months ended December 31, 2022 the Canadian dollar remained fairly constant in relation to the US dollar and Mexican peso, except for in the third quarter where the Canadian dollar depreciated, resulting in a foreign exchange gain.
-
Professional fees for the three months ended December 31, 2022, were $87,265 compared to $28,413 for the three months ended December 31, 2021. The higher fees is primarily due to higher audit and legal fees during the current year.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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-
Share holder information for the three months ended December 31, 2022, were $41,390 compared to $16,922 during the same period last year. The increase is mainly due to increased investor relations and promotional activities at the corporate level.
-
During the three months ended December 31, 2021, the Company performed an evaluation of the exploration and evaluation asset at Silver Stream and recorded an impairment charge of $323,619 against the carrying value, reducing the carrying value to nil. There was no such comparable transaction in Q4 2022.
-
Gain on forgiveness of debt was $56,582 for the year ended December 31, 2022, mainly due to outstanding amounts payable to a related party being forgiven by the related party. See “Related Party Transactions” section for further details. There was no such comparable transaction in 2021.
-
As a result of the transactions in the period, the Company recorded a loss of $156,192, or $0.01 per share, for the three months ended December 31, 2022, compared to a loss of $460,330, or $0.02 per share, for the three months ended December 31, 2021. The increased loss is a direct result of the items noted above.
Selected Annual Information
The following financial data is derived from the Company’s financial statements for the most recently completed and comparative fiscal years:
| December 31, 2022 |
December 31, 2021 |
December 31, 2020 |
|
|---|---|---|---|
| Total revenues | - | - | - |
| Netlossforthe year | $ (825,594) | $ (923,646) | $ (253,729) |
| Basic and dilutedloss pershare | (0.02) | (0.03) | (0.01) |
| Totalassets | 1,733,232 | 1,351,775 | 483,130 |
| Total liabilities | 379,528 | 342,064 | 162,464 |
| Working capital | (33,303) | 145,895 | (82,791) |
Summary of Quarterly Results
| 2022 | 2022 | 2022 | 2022 | 2021 | 2021 | 2021 | 2021 | |
|---|---|---|---|---|---|---|---|---|
| Quarter ended | Dec. 31 **Q4 ** |
Sep. 30 Q3 |
Jun. 30 **Q2 ** |
Mar. 31 **Q1 ** |
Dec. 31 **Q4 ** |
Sep. 30 Q3 |
Jun. 30 **Q2 ** |
Mar. 31 **Q1 ** |
| Total Revenue | - | - | - | - | - | - | - | - |
| Netloss | (156,192) | (123,845) | (94,782) | (321,959) | (439,390) | (143,498) | (75,229) | (265,428) |
| Other comprehensive income (loss) |
73,032 | (7,027) | 24,020 | (304,537) | 1,029 | (33,899) | 978 | (4,737) |
| Basic and diluted loss per Share |
(0.00) | (0.00) | (0.00) | (0.01) | (0.01) | (0.00) | (0.00) | (0.01) |
| Total Assets | 1,733,232 | 1,773,938 | 1,793,972 | 1,310,079 | 1,351,775 | 1,353,378 | 1,566,910 | 1,578,897 |
Net loss for Q4 2022 was fairly consistent with previous quarters. Fluctuations from period to period were as result of Company granted stock options for key personnel in January and August 2022 and January 2021, and in Q4 2021, the Company recognized an impairment loss for the Silver Stream Claims due to management’s decision to focus its efforts and resources on the Ana Maria and Laberinto properties. For remaining other expenses, such as in salaries, corporate and office expenses, fluctuations were a result of the timing of works on projects and the ongoing surface exploration program mentioned previously.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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The overall movements in other comprehensive loss in each quarter is a direct result of movements in the share price of the Company’s investment in Garibaldi Resources Inc., which is recorded through other comprehensive income or loss, as well as smaller movements in foreign exchange revaluation between difference currencies.
Liquidity and Capital Resources
Historically, the Company has raised funds through equity financing to fund its operations. At December 31, 2022, the Company had a cash balance of $208,715, a working capital deficit of $33,303, and accumulated losses of $5,834,486 since incorporation. The Company’s ability to meet its obligations and maintain its operations is contingent upon additional financing or profitable operations in the future. However, there can be no assurance that the Company will be able to obtain additional financing or achieve profitability or positive cash flow. If the Company is unable to generate positive cash flow or obtain adequate financing, the Company will need to further decrease its operations and exploration activities.
During the year ended December 31, 2022, the Company closed a non-brokered private placement (the “Private Placement”) financing for 4,014,734 units of the Company (“Units”) at a purchase price of $0.15 per unit for aggregate gross proceeds of up to $602,160.
Each Unit will be comprised of one (1) common share of the Company and one non-transferable common share purchase warrant “Warrant”. Each Warrant will entitle the holder to purchase one additional common share of the Company at an exercise price of $0.25 at any time up to 18 months following the date of issuance
Management will continue to review other financing options to raise capital in 2022-2023 to meet its future obligations and operating expenses. Mineral exploration and development is capital extensive, and in order to maintain the terms of the recently announced Option Agreement, the Company may be required to raise new equity capital in the future. There is no assurance that the Company will be successful in raising additional new equity capital.
The Company is in the exploration stage. The investment in and expenditures on the mineral properties comprise substantially all of the Company’s assets. The recoverability of amounts shown for its mineral property interest and related deferred costs and the Company’s ability to continue as a going concern is dependent upon the continued support from its directors, the discovery of economically recoverable reserves, and the ability of the Company to obtain the financing necessary to complete development and achieve profitable operations in the future. The outcome of these matters cannot be predicted at this time.
Off-Balance Sheet Arrangements
The Company has no off-balance sheet arrangements.
Proposed Transactions
The Company has no proposed transactions.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Related Party Transactions
- (a) Key management compensation
The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel are as follows:
| 2022 | 2021 | |||
|---|---|---|---|---|
| Consulting fees, wages and benefits | $ | 17,998 | $ | 41,691 |
| Share-based payments | 207,450 | 108,000 | ||
| $ | 225,448 | $ | 149,691 |
(b) Amounts due to related parties
In the normal course of operations, the Company transacts with companies related to its directors or officers. All amounts payable are non-interest bearing, unsecured, and due on demand. As at December 31, 2022, and December 31, 2021 the following amounts were due to related parties:
| 2022 | 2021 | |||
|---|---|---|---|---|
| Oniva International Services Corp. | $ | 128,909 | $ | 78,859 |
| Avino Silverand GoldMinesLtd. | 117,485 | - | ||
| $ | 246,394 | $ | 78,859 |
During the year ended December 31, 2022, the Company entered into a debt forgiveness agreement with Oniva International Services Corp. (“Oniva”) for certain outstanding amounts payable for office, occupancy, and administrative salaries and services paid by Oniva on behalf of the Company. The Company and Oniva agreed to have an amount of $56,582 forgiven, which the Company had owed Oniva. The Company has recorded a gain in other income for the amount forgiven.
(c) Related party transactions
During the year ended December 31, 2022, $99,328 (2021 - $165,830) was charged for office, occupancy, and administrative salaries and services paid on behalf of the Company by Oniva. Further, the Company paid $2,483 of administrative fees during the year ended December 31, 2022 (2021 - $947) to Oniva.
The Company takes part in a cost-sharing arrangement to reimburse Oniva for a variable percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on the total overhead and corporate expenses. The arrangement may be terminated with one-month notice by either party
Critical Judgments and Estimates
The preparation of these financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the amount of revenues and expenses for the periods reported. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in operations in the period they become known.
Financial Instruments
The fair values of the Company’s cash, loan from a related party, trade and other payables, and amounts due to related party approximate their carrying values because of the short-term nature of these instruments. The fair value of the Company’s available for sale investments and promissory notes payable are detailed in the unaudited condensed consolidated interim financial statements.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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The Company’s financial instruments are exposed to certain financial risks comprising credit risk, liquidity 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. The Company’s maximum credit risk is equal to the carrying value of cash. The Company manages credit risk, in respect of cash, by maintaining the majority of cash at high credit rated Canadian financial institutions. Concentration of credit risk exists with respect to the Company’s cash, as the majority of the amounts are held with a single Canadian financial institution.
(b) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by operations and anticipated investing and financing activities. At December 31, 2022, the Company had cash in the amount of $208,715 (December 31, 2021 - $364,784) in order to meet short-term business requirements. At December 31, 2022, the Company had current liabilities of $364,646 (December 31, 2021 – $277,245). Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms.
The maturity profiles of the Company’s contractual obligations and commitments as at December 31, 2022, are summarized as follows:
| Less Than | More Than | |||
|---|---|---|---|---|
| **Total ** | **1 Year ** | 1-5 years | 5 Years | |
| Trade and other payable | $ 110,424 | $ 110,424 | $ - | $ - |
| Lease liability | 19,710 | 7,828 | 11,882 | - |
| Due torelated parties | 246,394 | 246,394 | - | - |
| Total | $376,528 | $364,646 | $11,882 | $- |
(c) Market Risk
Market risk consists of interest rate risk, foreign currency risk, and other price risk. These are discussed further below.
Interest Rate Risk
Interest rate risk consists of two components:
-
(i) To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.
-
(ii) To the extent that changes in prevailing market rates differ from the interest rate in the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.
The Company’s cash is currently held in highly liquid short-term investments and therefore management considers the interest rate risk to be minimal.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Foreign Currency Risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities are denominated in foreign currency.
The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and US dollars:
| Cash and cash equivalents Amounts receivable Accounts payable and accrued liabilities |
December31,2022 December31,2021 |
|---|---|
| MXN USD MXN USD |
|
| $ 201,936 $ 3,552 $ 53,645 $ 50,220 1,596,057 - 723,635 - (2,026,316) - (875,942) - |
|
| Net exposure | (228,323) 3,552 (98,661) 50,220 |
| Canadian dollar equivalent | $21,616 $4,810 $ (6,018) $(70,036) |
Based on the net Canadian dollar denominated asset and liability exposures as at December 31, 2022, a 10% fluctuation in the Canadian/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the year ended December 31, 2022 by approximately $640 (year ended December 31, 2021 - $6,428). The Company has not entered into any foreign currency contracts to mitigate this risk.
Other Price Risk
Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk. The Company is exposed to other price risk with respect to its investment in marketable securities, as they are carried at fair value based on quoted market prices.
(d) Classification of Financial instruments
IFRS 7 ‘Financial Instruments: Disclosures’ establishes a fair value hierarchy that prioritizes the input to valuation techniques used to measure fair value as follows:
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).
The following table sets forth the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy as at December 31, 2022:
| Level 1 | Level 2 | Level 3 | ||||
|---|---|---|---|---|---|---|
| Cash | $ | 208,715 | $ | - | $ | - |
| Investments | 13,649 | - | - | |||
| $ | 222,364 | $ | - | $ | - |
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Risks associated with Public Health Crises, including COVID-19
The Company's business, operations and financial condition could be materially adversely affected by the outbreak of epidemics, pandemics or other health crises, such as the outbreak of COVID-19 that was designated as a pandemic by the World Health Organization on March 11, 2020. The international response to the spread of COVID-19 has led to significant restrictions on travel, temporary business closures, quarantines, global stock market volatility and a general reduction in consumer activity. Such public health crises can result in operating, supply chain and project development delays and disruptions, global stock market and financial market volatility, declining trade and market sentiment, reduced movement of people and labour shortages, and travel and shipping disruption and shutdowns, including as a result of government regulation and prevention measures, or a fear of any of the foregoing, all of which could affect commodity prices, interest rates, credit risk and inflation. In addition, the current COVID-19 pandemic, and any future emergence and spread of similar pathogens could have an adverse impact on global economic conditions which may adversely impact the Company's operations, and the operations of suppliers, contractors and service providers, including smelter and refining service providers, and the demand for the Company's production.
The Company may experience business interruptions, including suspended (whether government mandated or otherwise) or reduced operations relating to COVID-19 and other such events outside of the Company's control, which could have a material adverse impact on its business, operations and operating results, financial condition and liquidity.
As at the date of this MD&A, the duration of the business disruptions internationally and related financial impact of COVID-19 cannot be reasonably estimated. It is unknown whether and how the Company may be affected if the pandemic persists for an extended period of time. In particular, the region in which we operate may not have sufficient public infrastructure to adequately respond or efficiently and quickly recover from such event, which could have a materially adverse effect on the Company's operations. The Company's exposure to such public health crises also includes risks to employee health and safety. Should an employee, contractor, community member or visitor become infected with a serious illness that has the potential to spread rapidly, this could place the Company's workforce at risk.
Risks
Mineral exploration and development involve a high degree of risk and few properties are ultimately developed into producing mines. There is no assurance that the Company’s future exploration and development activities will result in any discoveries of commercial bodies of ore. Whether an ore body will be commercially viable depends on a number of factors including the particular attributes of the deposit such as size, grade and proximity to infrastructure, as well as mineral prices and government regulations, including regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals, and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in a mineral deposit being unprofitable.
Subsequent Event
Second Anniversary Payment – Option Agreement – Subsequent to December 31, 2022, the Company issued 500,000 common shares to satisfy the terms laid out in Item 1 c) of the Option Agreement. For full details of the Option Agreement, see Note 6 of the consolidated financial statements.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Outstanding Share Data
The Company’s authorized share capital consists of unlimited common shares without par value.
As at April 25, 2023, the following common shares, warrants and stock options were outstanding:
| Numberofshares | Exercise price | Remaininglife (years) | |
|---|---|---|---|
| Share capital | 35,263,500 | - | - |
| Warrants | 4,389,734 | $0.25 - $0.35 | 0.54 – 1.03 |
| Stockoptions | 3,345,000 | $0.15-$0.20 | 3.10– 4.68 |
| Total | 42,998,234 |
The following are details of outstanding warrants as at December 31, 2022, and April 25, 2023:
| Expiry Date | Exercise Price Per Share |
Number of Underlying Shares (December 31, 2022) |
Number of Underlying Shares (April 25, 2023) |
|---|---|---|---|
| June20,2023 | $0.35 | 375,000 | 375,000 |
| December 16,2023 | $0.25 | 4,014,734 | 4,014,734 |
| Total: | **4,389,734 ** | **4,389,734 ** |
The following are details of outstanding stock options as at December 31, 2022, and April 25, 2023:
| Expiry Date | Exercise Price Per Share |
Number of Shares Remaining Subject to Options (December 31, 2022) |
Number of Shares Remaining Subject to Options (April 25, 2023) |
|---|---|---|---|
| January 8,2026 | $0.20 | 845,000 | 845,000 |
| March30,2027 | $0.20 | 1,810,000 | 1,810,000 |
| August 8,2027 | $0.15 | 690,000 | 690,000 |
| Total: | 3,345,000 | 3,345,000 |
Disclosure Controls and Procedures
The Chief Executive Officer and the Chief Financial Officer of the Company are responsible for evaluating the effectiveness of the Company’s disclosure controls and procedures and have concluded, based on our evaluation, that they are effective as at December 31, 2022, to ensure that information required to be disclosed in reports filed or submitted under Canadian securities legislation is recorded, processed, summarized, and reported within the time period specified in those rules and regulations.
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Form 51-102F1 MANAGEMENT DISCUSSION AND ANALYSIS For the Year Ended December 31, 2022
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Approval
The Board of Directors of the Company has approved the disclosure contained in this MD&A.
Cautionary Statement
This MD&A is based on a review of the Company’s operations, financial position, and plans for the future based on facts and circumstances as of April 25, 2023. Except for historical information or statements of fact relating to the Company, this document contains “forward-looking statements” within the meaning of applicable Canadian securities regulations. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from our expectations are disclosed in the Company’s documents filed from time to time via SEDAR with the Canadian regulatory agencies to whose policies we are bound. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and we do not undertake any obligation to update forward-looking statements should conditions or our estimates or opinions change. These statements involve known and unknown risks, uncertainties, and other factor that may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievement expressed or implied by these forward-looking statements.
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