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Tarku Resources Ltd. — Interim / Quarterly Report 2021
Aug 27, 2021
46971_rns_2021-08-27_a3551ecc-932b-4cba-963a-a2f962acd14a.pdf
Interim / Quarterly Report
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Condensed Consolidated Interim Financial Statements
June 30, 2021
(Expressed in Canadian Dollars)
NOTICE OF NO AUDITOR REVIEW
The accompanying unaudited condensed consolidated interim financial statements have been prepared by management. The company’s independent auditors have not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditors.
Page 1
Tarku Resources Ltd.
Condensed Consolidated Interim Statements of Financial Position (unaudited)
(Expressed in Canadian Dollars)
| June 30, 2021 September 30, 2020 |
|
|---|---|
| Current Cash and cash equivalents $ 145,357 $ 512,672 Trade and other receivables 105,979 31,139 Prepaid 140,147 126,317 391,483 670,128 Non-current Explorationand evaluationassets (note 3) 1,524,868 363,072 Total assets $1,916,351 $1,033,200 Liabilities Current Trade and otherpayables (note 6) $163,517 $134,854 163,517 134,854 Equity Share capital (note 4) 7,408,475 5,118,692 Contributed surplus 1,298,354 360,484 Deficit (6,953,995) (4,580,830) 1,752,834 898,346 Total liabilities and equity $1,586,351 $1,033,200 Nature of business and continuance of operations (note 1) Events after the reporting period (note 11) |
|
APPROVED ON BEHALF OF THE BOARD
“Julien Davy” "Kyle Appleby" _____ ______ President, CEO & Director CFO & Director
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page 2
Tarku Resources Ltd.
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss (unaudited) For the three and nine months ended June 30, 2021 and June 30, 2020
(Expressed in Canadian Dollars)
| Three months ended | Three months ended | Three months ended | Nine months ended | Nine months ended | Nine months ended | |
|---|---|---|---|---|---|---|
| June | 30, | June | 30, | |||
| 2021 | 2020 | 2021 | 2020 | |||
| Expenses | ||||||
| Administrative expenses | $ 14,433 | $ 3,515 | $ 45,529 | $ | 11,875 | |
| Consulting fees (note 6) | 89,251 | 37,600 | 424,532 | 85,080 | ||
| Exploration costs (notes 3 and 6) | 679,375 | (1,182) | 1,148,242 | 19,818 | ||
| Investor relations expenses | 109,509 | 10,975 | 145,505 | 12,263 | ||
| Listing and filing fees | 19,307 | 5,467 | 73,177 | 23,089 | ||
| Professional fees | 21,423 | 7,392 | 45,011 | 35,884 | ||
| Share-based compensation(notes4and 6) | - | - | 502,400 | - | ||
| (933,298) | (63,767) | (2,384,396) | (188,009) | |||
| Impairment of exploration and evaluation assets | - | - | (93,870) | |||
| Gain on shares for debt settlement | - | 7,013 | - | 7,013 | ||
| Loss on foreign exchange | 11,171 | - | 11,231 | - | ||
| Other income- flow-throughpremium(note4) | - | - | - | 2,933 | ||
| Loss and comprehensive loss for theperiod | $(922,127) | $(56,754) | $(2,373,165) | $ (271,933) | ||
| Basic and diluted loss per common share | $(0.02) | $(0.00) | $(0.05) | $(0.02) | ||
| Weighted average number of common shares outstanding - basic and diluted |
53,512,494 | 13,004,578 | 50,652,604 | 12,140,268 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page 3
Tarku Resources Ltd.
Condensed Consolidated Interim Statements of Cash Flows (unaudited)
(Expressed in Canadian Dollars)
| For the nine months ended June 30, | 2021 2020 |
|
|---|---|---|
| Operating activities Loss for the period Adjustments: Other income - flow-through premium Other income – impairment of exploration and evaluation assts Other income – gain on shares for debt settlement Share-based compensation Changes in non-cash working capital items: Prepaid Trade and other receivables Trade and other payables Financing activities Cash received from exercise of warrants Cash received from share issuance Share issue costs Investing activities Additions to exploration and evaluation assets, net of ITCs received Increase in cash and cash equivalents Cash and cash equivalents, beginning of period Cash and cash equivalents, end of period Cash and Cash Equivalents consists of: Cash Term Deposit |
$ (2,373,165) $(271,933) - (2,933) - 93,869 - (7,013) 502,400 - (13,831) - (74,840) 2,022 28,664 169,259 |
|
| (1,930,772) (16,728) |
||
| 45,050 - 2,500,000 - (149,797) (387) |
||
| 2,395,253 (387) |
||
| (831,796) - |
||
| (831,796) - |
||
| (367,315) (17,115) 512,672 62,643 |
||
| $145,357 $45,528 |
||
| $ 145,357 $ 44,428 - 1,100 |
||
| $145,357 $45,528 |
Supplemental cash flow information (Note 10)
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page 4
Tarku Resources Ltd.
Condensed Consolidated Interim Statements of Changes in Equity (unaudited)
(Expressed in Canadian Dollars)
| Shares | Capital | Surplus | Deficit | Equity | ||
|---|---|---|---|---|---|---|
| Balance, September 30, 2019 |
11,715,197 | $ 4,075,380 | $ 335,441 | $ (4,131,412) | $ | 279,409 |
| Share issue costs | - | (387) | - | - | (387) | |
| Shares for debt settlement | 4,280,384 | 277,830 | - | - | 277,830 | |
| Netloss and comprehensiveloss | - | - | - | (215,179) | (215,179) | |
| Balance, June 30,2020 |
11,715,197 | $4,075,380 | $ 335,441 | $ (4,346,591) | $ 64,230 | |
| Balance, September 30, 2020 |
28,074,038 | $ 5,118,692 | $ 360,484 | $ (4,580,830) | $ | 898,346 |
| Private placement |
25,000,000 | 2,140,100 | 359,900 | - | 2,500,000 | |
| Property agreement | 3,000,000 | 330,000 | - | - | 330,000 | |
| Share issue costs | - | (225,367) | 75,570 | - | (149,797) | |
| Exercise of warrants |
530,000 | 45,050 | - | - | 45,050 | |
| Share based compensation | - | - | 502,400 | - | 502,400 | |
| Net loss and comprehensive loss | - | - | - | (2,373,165) | (2,373,165) | |
| Balance,June 30,2021 |
56,604,038 | $7,408,475 | $1,298,354 | $ (6,953,995) | $ | 1,752,834 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page 5
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
1. Nature of business and continuance of operations
The principal business activity of Tarku Resources Ltd. (the "Company") is the exploration for mineral resources in Arizona, U.S.A, and the province of Quebec. The Company's corporate office is located at Suite 602, 224 4th Ave S., Saskatoon, Saskatchewan. The Company shares are listed on the TSX Venture Exchange under the symbol TKU, the OTCQB under the symbol TRKUF and the Frankfurt stock exchange under the symbol 7TK.
These condensed consolidated interim financial statements (“financial statements”) have been prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its obligations in the normal course of operation. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but not limited to twelve months from the end of the reporting period. The use of these principles may not be appropriate.
On February 5, 2020, the Company consolidated its share capital on a 6.5 to 1 basis. These consolidated financial statements reflect the share consolidation. All per share amounts have been adjusted retrospectively except where shares were issued subsequent to the share consolidation.
The Company’s operations could be significantly adversely affected by the effects of a widespread global outbreak of a contagious disease, including the recent outbreak of respiratory illness caused by COVID-19. The Company cannot accurately predict the impact COVID-19 will have on its operations and the ability of others to meet their obligations with the Company, including uncertainties relating to the ultimate geographic spread of the virus, the severity of the disease, the duration of the outbreak, and the length of travel and quarantine restrictions imposed by governments of affected countries. In addition, a significant outbreak of contagious diseases in the human population could result in a widespread health crisis that could adversely affect the economies and financial markets of many countries, resulting in an economic downturn that could further affect the Company’s operations and ability to finance its operations. This outbreak may increase difficulties in financing, access to properties and increased government regulations, all of which may adversely impact the Company’s business and financial condition. To date, and at least the near future, the pandemic will continue to have, an impact on the Company's ability to operate efficiently in the field as a result of travel restrictions and necessary site safety measures. The impact on the efficiency of corporate activities has been minimal.
2. Basis of preparation
(a) Statement of compliance
The Company’s financial statements for the period ended June 30, 2021 are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (“IAS 34”) as issued by the International Accounting Standards Board (“IASB”). Accordingly, certain information and disclosure normally included in annual financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the IASB, has been omitted or condensed.
The same accounting policies and methods of computation were followed in the preparation of these condensed interim financial statements as were followed in the preparation, and described in Note 2 of the annual audited financial statements as at and for the year ended September 30, 2020. Accordingly, these condensed interim financial statements for the three and nine month periods ended June 30, 2021 and June 30, 2020 should be read together with the annual financial statements as at and for the year ended September 30, 2020. These financial statements were authorized for issue by the Board of Directors on August 24 2021.
Page 6
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
2. Basis of preparation (continued)
(b) Basis of consolidation
These financial statements include the financial statements of the Company and the entities controlled by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The financial statements of the subsidiary are included in the consolidated financial statements from the date that control commences until the date that control ceases. All intercompany transactions and balances have been eliminated on consolidation.
| Subsidiary name | Place of Incorporation | Ownership | Principal activity |
|---|---|---|---|
| Eureka Exploration Inc. ("Eureka") | Quebec | 100% | Exploration |
The preparation of financial statements in compliance with IFRS requires management to make certain judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from these estimates and assumptions.
The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources.
The estimates and underlying assumptions are continuously evaluated and reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and further periods if the revision affects both current and future periods.
Significant areas requiring the use of management estimates include amounts of provisions, if any, for impairment of exploration and evaluation assets, reclamation and environmental obligations, deferred income taxes, share-based payments, and contingencies reported in the notes to the financial statements.
Significant areas requiring the use of management judgments include recognition of impairment of exploration and evaluation assets, reclamation and environmental obligations, deferred income taxes, share-based payments, classification of financial instruments, assessment of the going concern assumption, and disclosure of contingencies reported in the notes to the financial statements.
- (d) Basis of Measurement
These financial statements have been prepared on a historical cost basis except for financial instruments classified as fair value through profit or loss (“FVTPL”) which are stated at their fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.
These financial statements are presented in Canadian dollars, which is also the functional currency of the Company and its subsidiary.
Page 7
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
3. Exploration and evaluation assets
Silver Strike project, Arizona
On October 12, 2020, the Company signed an earn-in and joint venture agreement with arm’s length individuals, to earn up to a 75% interest over 3 years in the project by funding project expenditures of up to US$3,000,000 million as follows:
-
Tarku will acquire 25% of the Property after spending US$1,000,000 in exploration expenses within the first year of earn-in period
-
Tarku will acquire an additional 26% (total of 51%) of the Property after spending an additional US$1,000,000 in exploration expenses and the production of a 43-101 report on the Property within the first 2 years of earn-in period
-
Tarku will acquire an additional 24% (total of 75%) of the Property after spending an additional US$1,000,000 for a cumulative US$ 3,000,000 in exploration expenses within the first 3 years of earn-in period.
At the end of this Earn-in Period, the Vendors and Tarku will become JV partners on the Property, 75% Tarku, 25% the Vendors. Should the Vendors elect to dispose of their remaining interest, Tarku will keep a Right of First Refusal. The Transaction is an arm's length transaction
In accordance with the Definitive Agreement, on April 30, 2021, Tarku issued 3,000,000 common shares to the Vendors in consideration for the Projects. The shares are subject to resale restrictions of 4 equal period of 6 month each and a right of first refusal will allow Tarku the opportunity to place these shares with existent shareholders at prevailing market price.
At each anniversary date over the 3 years, Tarku will pay US$175,000 to the vendors of which a minimum of US$50,000 will be a cash payment and US$125,000 will be paid either in shares or in cash at the Companies discretion. In addition, the signing of this agreement, also allows Tarku to acquire additional 33 patented claims in the historical area of Tombstone under agreement between third parties and the Vendors, namely the Rohe, Corkran, and Turner Options (The "Options"). These agreements are separate and independent from the Unpatented Claims Agreement. These Options require various cash payments with a total cost of US$ 700,000. The payments are spread out until July 2025 for the Rohe Option, until October 2021 for the Corkran Option, and July 2023 for the Turner Option. Tarku will also issue 50,000 shares for the Corkran Option. At the end of each Option acquisition, the patented claims will be added to the above Unpatented Claim Agreement to form the 75% Tarku, 25% Vendor JV Partnership.
Chateau Fort gold project, Quebec
The Company owns 100% of the Chateau Fort gold project and the right to buy down the royalty of 1% for $500,000.
During the nine months ended June 30, 2021 and the year ended September 30, 2020, the Company incurred no exploration expenditures in connection with this project.
Richardson gold project, Quebec
The Company owns 100% of the Richardson gold project located 20 kilometers north-northeast of Chibougamau, Quebec.
During the nine months ended June 30, 2021 and the year ended September 30, 2020 the Company incurred no exploration expenditures on this project.
Page 8
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
3. Exploration and evaluation assets (continued)
Bullion gold project, Quebec
The Company owns 100% of the Bullion gold project located 25 kilometers north-northeast of Chibougamau, Quebec.
During the nine months ended June 30, 2021 and the year ended September 30, 2020 the Company incurred no exploration expenditures on this project.
Apollo gold project, Quebec
The Company owns 100% of the Apollo gold project located 50 kilometers east from Matagami, Quebec.
During the nine months ended June 30, 2021, the Company incurred $92,800 (September 30, 2020 - $13,333) in exploration expenditures in connection with this project.
Admiral gold project, Quebec
The Company owns 100% of the Admiral gold project located 25 kilometers east from Matagami, Quebec.
During the nine months ended June 30, 2021, the Company incurred $11,000 (September 30, 2020 - $22,334) in exploration expenditures in connection with this project and received $nil (September 30, 2020 - $3,788) in exploration ITCs in connection with previous years exploration expenditures.
Atlas gold project, Quebec
The Company owns 100% of the Atlas gold project located 50 kilometers east from Matagami, Quebec.
During the nine months ended June 30, 2021, the Company incurred $94,090 (September 30, 2020 - $13,333) in exploration expenditures in connection with this project and received $nil (September 30, 2020 - $1,848) in exploration ITCs in connection with previous years exploration expenditures.
Virgin River project, Saskatchewan
The Company maintains a 1% net smelter royalty to the Company, which the purchaser has the right to buy down the royalty to 0.5% for $500,000 on or before commencement of commercial production.
The Richardson, Bullion, Apollo, Admiral and Atlas gold projects are subject to the following:
-
a 1% NSR in favour of Julien Davy, a director and officer of the Company, half of which can be bought back by the Company for $500,000.
-
a 1% NSR in favour of Benoit Lafrance, a former director of the Company; half of which can be bought back by the Company for $500,000.
Page 9
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
3. Exploration and evaluation assets (continued)
The following is a summary of changes to exploration and evaluation assets for the nine months ended June 30, 2021 and the year ended September 30, 2020:
| Balance at | |||||
|---|---|---|---|---|---|
| September 30, | Acquisitions | Impairment | Balance at | ||
| Projects | 2020 | and renewals | and disposal | June 30, 2021 | |
| Silver Strike | $ - | $ | 1,161,796 | $ - | $ 1,161,796 |
| Apollo | 168,400 | - | - | 168,400 | |
| Admiral | 43,028 | - | - | 43,028 | |
| Atlas | 151,644 | - | - | 151,644 | |
| $ 363,072 | $755,698 | $- | $1,524,868 | ||
| Balance at | Balance at | ||||
| September 30, | Acquisitions | Impairment | September 30, | ||
| Projects | 2019 | and renewals | and disposal | 2020 | |
| Chateau Fort | $ - | $ 4,620 | $ (4,620) |
$ - | |
| Apollo | 168,400 | - | - |
168,400 |
|
| Admiral | 42,367 | 661 | - |
43,028 |
|
| Atlas | 151,644 | - | - |
151,644 |
|
| Lac Fabien | 92,630 | 1,240 | (93,870) |
- | |
| $455,041 | $ 6,521 | $(98,490) |
$363,072 |
The following is a summary of exploration and evaluation expenditures for the nine months ended June 30, 2021:
| Apollo | Atlas | Admiral | Silver Strike | Total | |
|---|---|---|---|---|---|
| Project management | $ 9,000 $ 9,000 | $ 9,000 | $ 81,000 | $ 108,000 | |
| Drilling and field programs | - | - | - | 671,733 | 671,733 |
| Lab | - | - | - | 83,892 | 83,892 |
| Compilation, mapping and planning | - | - | - | 18,131 | 18,131 |
| Geological consulting | 5,805 | 2,340 | - | 93,595 | 101,740 |
| IP/Mag Survey | 77,995 | 82,750 | - | - | 160,745 |
| Other | 2,000 | - | 2,000 | - | 4,000 |
| Total exploration expenditures | $ 92,800 $ 94,090 | $ 11,000 | $ 948,351 | $1,148,241 |
Page 10
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
3. Exploration and evaluation assets (continued)
For nine months ended June 30, 2020
| Apollo | Atlas | Admiral | Total | |
|---|---|---|---|---|
| Geological |
$ 8,000 |
$ 8,000 | $ 17,000 | $ 33,000 |
| Exploration ITC refund | (7,546) | (1,848) | (3,788) | (13,182) |
| Total exploration expenditures | $454 | $ 6,152 | $13,212 | $19,818 |
Exploration input tax credits (“ITC”) are received from the Quebec government for qualifying exploration work. Expenditures incurred to satisfy flow through share issuance does not qualify for the ITC.
4. Share capital
(a) Authorized
Unlimited common shares with no par value
Issued
-
(i) On May 28, 2020, the Company issued 2,879,916 shares with a fair value of $172,795 to settle $198,714 of accounts payables.
-
(ii) On June 15, 2020, the Company issued 1,400,468 shares with a fair value of $105,035 to settle $86,129 of accounts payables.
-
(iii) On August 14, 2020, the Company closed a private placement for gross proceeds of $785,100. The private placement consisted of 12,078,457 non-flow through units. Each nonflow through unit consisted of one common share and one common share purchase warrant. Each warrant entitles the holder to acquire one common share at a price of $0.085 per common share for a period of twenty-four months, expiring on August 13, 2022. No value was attributed to the warrant component of the units sold. The Company incurred share issue costs of $19,618.
-
(iv) On October 30, 2020, the Company closed a private placement for gross proceeds of $2,500,000. The private placement consisted of 25,000,000 non-flow through units. Each non-flow through unit consisted of one common share and one half of one common share purchase warrant. Each whole warrant entitles the holder to acquire one common share at a price of $0.15 per common share for a period of twenty-four months, expiring on October 30, 2022. The warrants were valued at $359,900 using the Black-Scholes option pricing model. Assumptions used in the pricing model were as follows: risk-free interest rate of 0.28%, expected life of 2 years, annualized volatility 162%, and dividend rate of nil. The Company paid $150,905 in cash as a commission and issued 1,312,500 finders’ warrants, exercisable at $0.15 per common share until October 30, 2022. The finders’ warrants were valued at $75,569 using the Black-Scholes option pricing model with the same assumptions.
-
(v) During the nine months ended April 30, 2021, 530,000 warrants were exercised for proceeds of $45,050.
-
(vi) On April 30, 2021, 3,000,000 common shares were issued in accordance with the silver strike project agreement. The shares were issued at a fair market value of $0.11.
Page 11
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
4. Share capital (continued)
- (b) Stock option Plan
The Company has a stock option plan (the "Plan") whereby options to purchase common shares are granted by the board of directors to directors, officers, employees and consultants to the Company. Under the terms of the Plan, the Company has reserved an amount of common shares for options up to 10% of the issued and outstanding number of common shares. Options granted under the Plan are non-transferable; expire no later than the tenth anniversary of the date the option is granted and must comply with the requirements of the regulatory authorities. Options granted under the Plan are subject to vesting terms determined by the board.
A summary of the changes to outstanding and exercisable stock options during the nine months ended June 30, 2021 and the year ended September 30, 2020 is presented below.
| June | 30, 2021 | September | 30, 2020 | |
|---|---|---|---|---|
| Weighted | Weighted | |||
| Options | Ave Price | Options | Ave Price | |
| Beginning of period | 1,594,611 | $ 0.10 |
976,923 | $ 0.10 |
| Options granted | 3,200,000 | 0.17 |
810,000 | 0.11 |
| Options cancelled | (292,305) | 0.10 |
(192,312) | 0.10 |
| End ofperiod | 4,502,306 | $ 0.11 |
1,594,611 | $ 0.10 |
As at June 30, 2021, the weighted average remaining life of stock options is 4.07 years (September 30, 2020 – 3.52).
On April 21, 2020 the board passed a resolution (approved by the shareholders May 25, 2020 at the AGM), the exercise price of all 784,611 existing options (granted March 13, 2019) were repriced from $0.65 to $0.10.
On July 30, 2020, the board of directors of the Company approved the grant of 810,000 stock options pursuant to the Plan. 810,000 of the options were granted to directors and executive officers with the balance granted to consultants and the advisory board. The options are exercisable at $0.11 per share, vest immediately and, if not exercised, expire July 30, 2025, subject to earlier expiration in accordance with the Plan and applicable policies of the TSX Venture Exchange.
The value of options issued on July 30, 2020, using the Black-Scholes option pricing model, was $78,570 which was allocated to the share-based compensation expense with a corresponding increase in contributed surplus. Assumptions used in the pricing model for the year are as follows: risk-free interest rate of 0.26%, expected life of 5 years, annualized volatility 158.94%, and dividend rate of nil.
On November 11, 2020, the board of directors of the Company approved the grant of 3,200,000 stock options pursuant to the Plan. 2,500,000 of the options were granted to directors and executive officers with the balance granted to consultants. The options are exercisable at $0.17 per share, vest immediately and, if not exercised, expire November 11, 2025, subject to earlier expiration in accordance with the Plan and applicable policies of the TSX Venture Exchange.
Page 12
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
4. Share capital (continued)
The value of options issued on November 11, 2020, using the Black-Scholes option pricing model, was $502,400 which was allocated to the share-based compensation expense with a corresponding increase in contributed surplus. Assumptions used in the pricing model for the year are as follows: risk-free interest rate of 0.39%, expected life of 5 years, annualized volatility 158.79%, and dividend rate of nil.
(b) Warrants
During the nine months ended June 30, 2021 and the year ended September 30, 2020, the Company had the following warrant activities:
| Exercise | Weighted Average | ||
|---|---|---|---|
| Number of Warrants | Price | Exercise Price | |
| Balance, September 30, 2019 | 3,526,561 | $ 0.590 | |
| Expired | (2,671,177) | $ 0.65 | |
| Expired | (297,692) | $ 0.52 | |
| Expired | (557,692) | $ 0.33 | |
| Issue | 12,078,456 | $ 0.09 | |
| Balance, September 30, 2020 | 12,078,456 | $ 0.085 | |
| Issue | 13,812,500 | $ 0.15 | |
| Exercised | (530,000) | $ 0.085 | |
| Balance, June 30,2021 | 25,360,956 | $ 0.12 |
At June 30, 2021, the following table summarizes information about warrants outstanding:
| Warrants | Expiry | Exercise | |
|---|---|---|---|
| Total issued and outstanding | Outstanding | Date | Price |
| 11,548,456 | Aug 13, 2022 | $0.085 | |
| 13,812,500 | Oct 30, 2022 | $0.150 | |
| Balance, June 30, 2021 | 25,360,956 | $0.120 |
(c) Escrow shares
At June 30, 2021, nil (2020 – nil) common shares were held in escrow.
(d) Other income on settlement of flow-through premium liability
During the year ended September 30, 2019, the Company closed a flow-through financing and recorded a total premium received on flow-through shares in the amount of $46,183, which was recorded as a liability to be reversed to profit and loss as the eligible expenditures were incurred. As at September 30, 2020, the Company had reduced the liability by $2,933 (September 30, 2019 - $60,650) (based on expenditures incurred) to $nil (September 30, 2019 - $2,933) and accordingly, had recorded other income in the same amount.
Page 13
Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
5. Commitments and contingencies
As of June 30, 2021, the Company had $nil (September 30, 2020 - $1,140) in term deposits with a Canadian financial institution for the guarantee of business credit cards.
6. Related party transactions
The Company had the following related party transactions during the nine months ended June 30, 2021 and June 30, 2020:
-
(a) The Chief Executive Officer and director of the Company provided consulting services to the Company. Fees incurred during the period were $126,000 (2020 - $72,000). At June 30, 2021, $16,096 (September 30, 2020 - $81,619) is recorded in trade and other payables.
-
(b) The Chief Financial Officer and director of the Company provided consulting services to the Company. Fees incurred during the period were $30,000 (2020 - $nil). At June 30, 2021, $4,200 (September 30, 2020 - $nil) is recorded in trade and other payables.
-
(c) The former Chief Financial Officer and director of the Company provided consulting services to the Company. Fees incurred during the period were $12,240 (2019 - $46,080). At June 30, 2021, $nil (September 30, 2020 - $12,840) is recorded in trade and other payables.
-
(d) A director of the Company provided geological consulting services to the Company. Fees incurred during the period were $8,000 (2020 - $nil). At June 30, 2021 and September 30, 2020, $nil is recorded in trade and other payables.
Key Management Compensation:
| Ninemonths ended June 30, | 2021 | 2020 |
|---|---|---|
| Consulting fees | $ 60,240 |
$ 85,080 |
| Exploration expense | 92,000 | 33,000 |
| Share-based compensation to directors and officers |
392,500 | - |
| $ 544,740 | $ 118,080 |
7. Segmented information
The Company operates in one operating segment, being the exploration of mineral properties. The Company’s exploration and evaluation assets by geographic location are as follows:
| June 30, 2021 | September 30, 2020 | ||
|---|---|---|---|
| Arizona, U.S.A | $ | 1,161,796 | $ - |
| Quebec, Canada | 363,072 | 363,072 | |
| $ | 1,524,868 | $363,072 |
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Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
8. Capital management
The Company includes cash and cash equivalents and equity, comprising of issued common shares, contributed surplus and deficit, in the definition of capital.
The Company manages its capital structure and makes adjustments to it, based on the funds available to the Company, in order to support the acquisition, exploration and development of mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management but relies on the expertise of the Company’s management to sustain future development of the business.
The properties in which the Company currently has an interest are in the exploration stage; as such the Company is dependent upon external financings to fund activities. In order to carry out planned exploration and pay for administrative costs, the Company will spend its existing working capital and raise additional funds as needed. The Company will continue to assess new properties and seek to acquire an interest in additional properties if it feels there is sufficient geologic or economic potential and if it has adequate financial resources to do so.
Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. There were no changes in the Company’s approach to capital management during the nine months ended June 30, 2021. The Company was not subject to any externally imposed capital requirements.
9. Financial risk management
The Company is exposed in varying degrees to a variety of financial instrument related risks by virtue of its activities. The overall financial risk management program focuses on preservation of capital and protecting current and future Company assets and cash flows by reducing exposure to risks posed by the uncertainties and volatilities of financial markets.
The types of risk exposure and the way in which such exposures are managed are as follows:
Credit Risk - The Company’s credit risk is primarily attributable to its liquid financial assets. The Company limits exposure to credit risk on liquid financial assets through maintaining its cash and cash equivalents with high-credit quality financial institutions. The Company does not have financial assets that are invested in asset backed commercial paper.
Liquidity Risk – The Company ensures that there is sufficient capital in order to meet short term business requirements.
Interest rate risk – In respect to the Company’s financial assets, the interest rate risk mainly arises from the interest rate impact on our cash and cash equivalents. For the nine months ended June 30, 2021, every 1% fluctuation in interest rates up or down would have had little impact on net loss.
Commodity price risk – The value of the Company’s mineral resource properties is related to the price of various commodities and the outlook for them. Commodity prices have historically fluctuated widely and are affected by numerous factors outside of the Company’s control, including, but not limited to, industrial retail demand, central bank lending, forward sales by producers and speculators, level of worldwide production and short-term changes in supply and demand.
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Tarku Resources Ltd. Notes to the Condensed Consolidated Interim Financial Statements (unaudited) June 30, 2021 (Expressed in Canadian dollars)
9. Financial risk management (continued)
| June 30, 2021 | Level 1 | Level 2 | Level 2 | Level 3 | Level 3 | Total |
|---|---|---|---|---|---|---|
| Assets: | ||||||
| Cashand cashequivalents | $145,357 | $ | - | $ | - | $145,357 |
Fair Value - The Company has various financial instruments comprised of cash and cash equivalents, trade and other receivables and trade and other payables.
For disclosure purposes, all financial instruments measured at fair value are categorized into one of three hierarchy levels, described below. Each level is based on the transparency of the inputs used to measure the fair values of assets and liabilities:
Level 1 – Values based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities.
Level 2 – Values based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability.
Level 3 – Values based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement.
10. Supplemental cash flow information
Non-cash investing and financing activities
During the nine months ended June 30, 2021, the Company issued; The Company issued broker warrants with a prescribed value of $75,570.
The Company issued shares in accordance with the Silver Strike property agreement with a prescribed value of $330,000.
During the year ended September 30, 2020, the Company issued;
-
2,879,936 common shares with a value of $172,795 to settle debt in the amount of $198,714 pursuant to a shares for debt settlement agreement.
-
1,400,468 shares with a fair value of $105,035 to settle debt in the amount of $86,129 pursuant to a shares for debt settlement agreement.
-
Of the 3,526,561 warrants that expired, 801,330 carried a historical value, resulting in a fair value reversal of $53,526.
-
During the year ended September 30, 2020, $76,662 in exploration and evaluation assets that were included in accounts payable were settled, amongst other debt, through the issuance of shares, resulting in a loss on settlement of $18,906.
11. Events after the reporting period
On July 20, 2021, 1,000,000 common shares were issued on the exercise of 1,000,000 warrants for proceeds of $85,000.
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