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Temas Resources Corp. — Interim / Quarterly Report 2023
Aug 16, 2023
47893_rns_2023-08-16_795ed40b-d81d-4527-b75b-dd28a82e79d9.pdf
Interim / Quarterly Report
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CONDENSED INTERIM FINANCIAL STATEMENTS
(Expressed in Canadian dollars)
For the Six Months Ended June 30, 2023 and 2022
The accompanying unaudited interim condensed consolidated financial statements of Temas Resources Corp. 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 financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditors.
1
Temas Resources Corp. Condensed Interim Statements of Financial Position
(Expressed in Canadian dollars)
| June 30, 2023 | December 31, 2022 | ||
|---|---|---|---|
| Note | Unaudited | Audited | |
| $ | $ | ||
| Assets | |||
| Cash | 32,218 | 789,501 | |
| Prepaids | 5 | 67,959 | 71,250 |
| Taxes receivable | 77,626 | 14,561 | |
| 177,803 | 875,312 | ||
| Exploration and evaluation assets | 6 | 6,406,721 | 6,406,721 |
| Long-term loan receivable | 4 | 124,541 | 115,418 |
| Deferred financing charges | 9 | 376,229 | 821,763 |
| Investment in associate | 7 | 563,752 | 571,752 |
| Total Assets | 7,649,045 | 8,790,966 | |
| Liabilities | |||
| Accounts payable and accrued liabilities | 10 | 1,174,268 | 1,506,734 |
| Flow-through premium liability | 11 | 99,529 | 143,750 |
| Total Liabilities | 1,273,797 | 1,650,484 | |
| Shareholders’ Equity | |||
| Share capital | 8 | 11,534,697 | 11,932,731 |
| Reserves | 8 | 4,810,252 | 4,810,252 |
| Deficit | (9,929,701) | (9,602,501) | |
| Total Shareholders’ Equity | 6,375,248 | 7,140,482 | |
| Total Liabilities and Shareholders’ Equity | 7,649,045 | 8,790,966 |
Nature and Continuance of Operations (Note 1)
Approved on behalf of the Board on August 16, 2023:
| “Kyler Hardy” CEO & Director |
“David Robinson” |
|---|---|
| Director |
4
The accompanying notes are an integral part of these financial statements
Temas Resources Corp. Condensed Interim Statements of Loss and Comprehensive Loss For the Six months Ended June 30, 2023 and 2022
(Expressed in Canadian dollars)
| For the Three | For the Three | For the Six | For the six | ||
|---|---|---|---|---|---|
| Months ended, | Months ended, | Months ended, | Months ended, | ||
| Note | June 30, 2023 | June 30, 2022 | June 30, 2023 | June 30, 2022 | |
| Expenses | $ | $ | $ | $ | |
| Amortization | - | 15,783 | - | 31,566 | |
| Consulting | 10 | 52,000 | 86,357 | 99,503 | 185,760 |
| Exploration expenditures | 48,611 | 275,197 | 249,477 | 460,432 | |
| General administration | 10 | - | 59,257 | - | 125,410 |
| Insurance | 3,375 | 3,750 | 7,125 | 7,750 | |
| Interest and bank charges | 192 | 293 | 521 | 637 | |
| Investor relations | 4,485 | 42,373 | 9,206 | 318,049 | |
| Patents | - | - | 1,865 | 3,018 | |
| Professional fees | 26,999 | 22,764 | 28,923 | 22,764 | |
| Share-based payments | 8 & 11 | - | - | - | 108,278 |
| Transfer agent and filing fees | 1,108 | 18,133 | 9,685 | 24,847 | |
| Travel | - | - | - | 2,959 | |
| Total expenses | 136,770 | 523,907 | 406,304 | 1,291,470 | |
| Other items | |||||
| Interest income | - | (1,552) | (2,883) | (2,122) | |
| Equity loss in investee | 7 | 3,000 | 6,243 | 8,000 | 11,809 |
| Recoveryof flow-throughpremium liability | 11 | - | (55,000) | (44,221) | (90,000) |
| Total other items | 3,000 | (50,309) | (39,104) | (80,313) | |
| Net loss and comprehensive loss for theyear | (139,770) | (473,598) | (367,200) | (1,211,157) | |
| Basic and diluted loss per common share | (0.01) | (0.06) | (0.04) | (0.15) | |
| Weighted average number of common | |||||
| shares outstanding | 9,832,386 | 7,840,734 | 9,777,712 | 7,840,734 |
5
The accompanying notes are an integral part of these financial statements
Temas Resource Corp. Statements of Changes in Shareholders’ Equity For the Six Months Ended June 30, 2023 and 2022
(Expressed in Canadian dollars)
| Note | Share Capital Number of shares Amount Reserves Deficit Total Shareholders’ Equity |
|---|---|
| Balance, December 31, 2021 | ($) ($) ($) ($) 7,840,734 11,819,327 4,596,535 (5,578,087) 10,837,775 |
| Share issuance costs 8 Share-based payments 8 Net loss for theperiod |
- (445,534) - - (445,534) - - 108,278 - 108,278 - - - (1,211,157) (1,211,157) |
| Balance, June 30, 2022 | 7,840,734 11,373,793 4,704,813 (6,789,244) 9,289,362 |
| Balance, December 31, 2022 Common shares issued –Equity facility 8 Common shares issued –Debt settlement 8 Share issuance costs 9 Net loss for theperiod |
9,676,831 11,932,731 4,810,252 (9,602,501) 7,140,482 100,000 22,500 - - 22,500 55,555 25,000 - - 25,000 - (445,534) - - (445,534) - - - (367,200) (367,200) |
| Balance, June 30, 2023 | 9,832,386 11,534,697 4,810,252 (9,969,701) 6,375,248 |
6
The accompanying notes are an integral part of these financial statements .
Temas Resource Corp. Statements of Cash Flows For the Periods Ended June 30, 2023 and 2022
(Expressed in Canadian dollars)
| Six months ended | Six months ended | |||
|---|---|---|---|---|
| Cash Provided By (Used In): | June 30, 2023 | June 30, 2022 | ||
| Operating Activities | ||||
| Net Loss | $ | (367,200) | $ | (1,211,157) |
| Non-cash item | ||||
| Amortization | - | 31,566 | ||
| Equity loss in investee | 8,000 | 11,809 | ||
| Flow-through premium liability | (44,221) | (90,000) | ||
| Share-based payments | - | 108,278 | ||
| Shares issued for services | - | 229,195 | ||
| Changes in non-cash working capital: | ||||
| Prepaids | (6,374) | (3,750) | ||
| Taxes receivable | (53,398) | (68,368) | ||
| Accounts payable and accrued liabilities | (332,467) | (15,397) | ||
| Cash flows used in operating activities | (795,660) | (1,007,823) | ||
| Investing Activities | ||||
| Long term loans receivable | (9,123) | (16,148) | ||
| Exploration and evaluation assets | - | (127,638) | ||
| Cash flows used in investing activities | (9,123) | (143,786) | ||
| Financing Activities: | ||||
| Issuance of new shares, net of share issue costs | 47,500 | - | ||
| Cash flows from financing activities | 47,500 | - | ||
| Increase (decrease) in cash | (757,283) | (1,151,609) | ||
| Cash, beginning of the period | 789,501 | 2,010,936 | ||
| Cash, end of theperiod | $ | 32,218 |
$ | 859,327 |
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
1. Nature and Continuance of Operations
Temas Resources Corp. (the “Company”) was incorporated pursuant to the provisions of the British Columbia Business Corporations Act on June 25, 2018, under the name “Clean Earth Chemical Corp.” On August 12, 2019, the Company changed its name to Temas Resources Corp.
The Company’s head office and registered office is located at 520 - 999 West Hastings Street, Vancouver, British Columbia, V6C 2W2. The Company’s principal business activity is the acquisition, development and exploration of mineral properties.
On June 26, 2023, the Company consolidated its issued and outstanding common shares on the basis of 9 pre-consolidation common shares to 1 post consolidation common share. All information relating to basic and diluted loss per share, issued and outstanding common shares, and per share amounts in these financial statements have been adjusted retroactively to reflect the share consolidation
The Company has an accumulated deficit of $9,969,701 as at June 30, 2023. The Company’s continued operations are dependent upon its ability to obtain the necessary financing to complete the development of its mineral properties (note 6) and to bring them into future profitable production or realize proceeds from their dispositions. The Company has not yet determined whether its mineral properties contain reserves that are economically recoverable. All of the preceding indicates the existence of a material uncertainty that may cast substantial doubt about the Company’s ability to continue as a going concern. These condensed interim financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying condensed interim financial statements.
These condensed interim financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) with the assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business rather than through a process of forced liquidation.
These condensed interim financial statements were authorized by the Board of Directors on August 16, 2023.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
2. Basis of Presentation
Statement of Compliance
The condensed interim financial statements for the six months ended June 30, 2023 have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to the presentation of interim statements including IAS 34, Interim Financial Reporting.
Basis of Measurement
These condensed interim financial statements have been prepared on a historical cost basis, except for financial instruments classified in accordance with measurement standards under IFRS. All dollar amounts presented are in Canadian dollars unless otherwise specified. These condensed interim financial statements have been prepared using IFRS principles applicable to a going concern, which contemplate the realization of assets and settlement of liabilities in the normal course of business as they come due.
3. Significant Accounting Policies
The Company’s significant accounting policies can be read in Note 3 to the Company’s annual audited financial statements at and for the year ended December 31, 2022.
4. Loan’s receivable
As at June 30, 2023, the Company had advanced $124,541 (December 31, 2022 - $115,418) to its associated company ORF Technologies Inc. The amount advanced is non-interest bearing, unsecured and has no set terms of repayment.
5. Prepaid expenses and deposits
Included in prepaid expenses and deposits as of June 30, 2023, are $10,125 in prepaid insurance and $67,500 in other prepaid expenses.
6. Exploration and Evaluation Assets
The carrying value of the Company’s mineral properties is as follows:
| Lac Brule La Blache DAB |
Piskanja Total |
|
|---|---|---|
| December 31, 2021 | $ 29,000$ 5,827,721$ 550,000 | $ 179,175$ 6,585,896 |
| Technical services | - - - |
127,638 127,638 |
| Impairmentprovision | - - - |
(306,813) (306,813) |
| December 31, 2022 | $ 29,000$ 5,827,721$ 550,000 | $ -$ 6,406,721 |
| June 30, 2023 | $ 29,000$ 5,827,721$ 550,000 | $ -$ 6,406,721 |
Title to exploration and evaluation assets involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as for problems arising from the frequently ambiguous conveyance history characteristic of many mineral properties. The Company has investigated the title to its exploration and evaluation assets and, to the best of its knowledge, the title is in good standing.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
6. Exploration and Evaluation Assets (continued)
La Blache Property, Quebec, Canada
On June 18, 2020, the Company entered into a Purchase Agreement to purchase a 100% interest in the La Blache property in Core-Nord, Quebec from Cloudbreak Discovery Corp. and Cronin Services Ltd. (collectively known as “Vendors”) for an aggregate of 2,222,222 common shares (issued) of the Company, $60,000 (paid) in cash payments and the delivery of an NSR royalty of 2%. The Company has the right to repurchase one-half of the NSR royalty (1%) for $2,500,000 at any time. The Vendors have common directors with the Company.
DAB Property, Quebec, Canada
On January 15, 2020, the Company entered into an option agreement with Contigo Resources Ltd. (“Contigo”) to acquire a 100% interest in the 124 claims comprising the DAB property. Under the terms of the option agreement, the Company needs to undertake the following to exercise its option:
-
make cash payments of $25,000 on January 15, 2020 (paid) and $50,000 (paid) on January 15, 2021; and
-
issue 1,111,111 common shares of the Company to Contigo on January 15, 2020 (issued).
Per the terms of the option agreement, Contigo retains a 2% net smelter royalty (“NSR”) on the DAB property. The Company can purchase 50% of the NSR at any time for a cash payment of $1,500,000.
The DAB and La Blache properties were historically one project. As such, the Company operates and references to the two purchases as “La Blache”.
Lac Brule, Quebec, Canada
To augment the Company’s claims acquired through staking, on August 19, 2021, the Company had entered into a purchase agreement to acquire a 100% interest in an additional mineral claim comprising the Lac Brule property. Under the terms of the agreement, the Company made a cash payment of $10,000 and issued 5,555 common shares of the Company to the seller at a value of $19,000. Per the terms of the option agreement, the seller retains a 1% net smelter royalty (“NSR”) on the additional mineral claim. The Company can purchase 50% of the NSR at any time for a cash payment of $500,000.
Piskanja Borate Project, Serbia
On June 16, 2021, the Company entered into an option and joint venture agreement with Erin Ventures Inc. and Balkan Gold D.O.O. Temas has the right and option to earn up to a 50% undivided interest in the Piskanja Borate Project located in Serbia by incurring €10,500,000 in work expenditures on the project. As initial consideration for the option, the Company issued 27,777 common shares, valued at $103,750, and 27,777 common share purchase warrants with an exercise price of $2.88 per share expiring August 4, 2025, valued at $75,425. On December 23, 2022, the Company terminated the option and joint venture agreement, therefore, no longer has an interest in this project.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
7. Investment
On March 26, 2021, the Company purchased a 50% interest in ORF Technologies Inc. (“ORF”) for $600,000. ORF is an early-stage Canadian Company with a focus on mineral extraction technologies. The Company measures its investment in ORF using the equity method. For the six months ended June 30, 2022, the Company recorded an equity loss of $5,000 relating to its investment in ORF.
| Investment at March 26, 2021 | $ | 600,000 |
|---|---|---|
| Equityloss for theperiod | 10,840 | |
| Investment at December 31, 2021 | 589,160 | |
| Equityloss for theperiod | 17,408 | |
| Investment at December 31, 2022 | 571,752 | |
| Equityloss for theperiod | 8,000 | |
| Investment at June 30, 2023 | $ | 563,752 |
Summarized financial information of ORF is as follows:
| Cash Current assets Current liabilities Revenue Net loss and comprehensive loss |
Six Months ended June 30, 2023 Six Months ended June 30, 2022 |
|---|---|
| 2,933 $ 5,363 $ |
|
| 70,000 70,000 126,795 118,028 - - |
|
| 10,000 $ 23,619 $ |
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
8. Share Capital
On June 26, 2023, the common shares of the Company were consolidated on a basis of 9 preconsolidation shares to 1 post-consolidation share, no fractional shares were issued. Accordingly, the Company has effected the share consolidation in these financial statements as if it had happened at the beginning of periods reported, and disclosed all share capital, warrant and stock option information respectively on a post consolidated basis
Authorized
The Company’s authorized share capital consisted of an unlimited number of common shares without par value. As at June 30, 2023, the Company had 9,832,386 (9,676,831 - December 31, 2022) common shares outstanding.
Issued and outstanding common shares
Fiscal 2023
On February 28, 2023, the Company issued 100,000 common shares at $0.225 for proceeds of $22,500 in connection with the Crescita Capital equity investment facility.
On March 27, 2023, the Company settled outstanding fees of $25,000 for 55,555 common shares with an issue price of $0.45.
Fiscal 2022
On December 19, 2022, the Company issued 208,333 flow-through units at a price of $0.89 per unit for gross proceeds of $150,000. Each unit is comprised of one flow-through share and one half-share purchase warrant, each whole warrant is exercisable at $0.90 per common share, and expires three years from the date of issuance. The Company paid cash share issuance costs of $7,500 and issued 18,750 finder’s warrants, exercisable at $0.90 per common share, and expire two years from the grant date. The finder’s warrants have a fair value of $3,868.
On November 22, 2022, the Company issued 27,777 common shares for gross proceeds of $14,625 in connection with the Equity Investment Facility.
On November 22, 2022, the Company issued 486,111 flow-through units at a price of $0.72 per unit for gross proceeds of $350,000. Each unit is comprised of one flow-through share and one half-share purchase warrant, each whole warrant is exercisable at $0.90 per common share, and expires three years from the date of issuance. The Company paid cash share issuance costs of $21,500, issued 19,444 finder’s warrants, exercisable at $0.72 per common share, and expire three years from the grant date, and issued 18,750 finder’s warrants, exercisable at $0.90 per common share, and expire two years from the grant date. The finder’s warrants have a combined fair value of $11,916.
On November 1, 2022, the Company issued 22,222 common shares for gross proceeds of $12,240 in connection with the Equity Investment Facility.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
8. Share Capital (Continued)
On October 12, 2022, the Company issued 77,777 common shares for gross proceeds of $44,100 in connection with the Equity Investment Facility.
On August 31, 2022, the Company issued 847,222 flow-through units at a price of $0.72 per unit for gross proceeds of $610,000. Each unit is comprised of one flow-through share and one half-share purchase warrant, each whole warrant is exercisable at $0.90 per common share, and expires three years from the date of issuance. The Company paid cash share issuance costs of $30,500 and issued 76,250 finder’s warrants, exercisable at $0.90 per common share, and expire three years from the grant date. The finder’s warrants have a fair value of $43,709.
On August 22, 2022, the Company issued 111,111 common shares for gross proceeds of $57,000 in connection with the Equity Investment Facility.
On August 8, 2022, the Company issued 55,555 common shares for gross proceeds of $29,250 in connection with the Equity Investment Facility.
Stock Options
As at June 30, 2023, the Company has 150,000 stock options outstanding (December 31, 2022: 461,296)
A summary of the status of the stock options as of June 30, 2023, and changes during the periods then ended is presented below:
| A summary of the status of the stock then ended is presented below: |
options as of June | 30, 2023, and chang |
|---|---|---|
| Number | Weighted Average Exercise Price |
|
| Balance at December 31, 2021 |
552,222 | $4.50 |
| Granted |
88,889 | $6.08 |
| Expired/Cancelled |
(179,815) | $3.78 |
| Balance at December 31, 2022 | 461,296 | $3.06 |
| Expired/Cancelled |
(311,296) | $2.25 |
| Balance at June 30, 2023 | 150,000 | $4.66 |
| Exercisable at June 30, 2023 | 150,000 | $4.66 |
Stock options outstanding as at June 30, 2023 were as follows:
| Weighted Average | Remaining Life | ||
|---|---|---|---|
| Number of Options | Exercise Price | (In Years) | Expiry Date |
| 100,000 | 6.39 | 0.35 | November 3, 2023 |
| 33,333 | 1.26 | 3.67 | February 27, 2027 |
| 16,667 | 1.08 | 1.71 | March 14,2025 |
| 150,000 | 4.66 | 1.23 |
On March 14, 2022, the Company granted 16,666 stock options to an officer of the Company exercisable at $1.08 per option for a period of three years. The options are vest immediately. The options were fair valued using Black-Scholes Option Pricing Model using the following assumptions: average risk-free rate – 1.94%; expected life – 3 years; expected volatility – 99.77%; forfeiture rate - Nil and expected dividends – Nil.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
On February 2, 2022, the Company granted 72,222 stock options to various directors, officers, and consultants of the Company at an exercise price of $1.26 per option. The options will expire in five years and vest immediately on the grant date. The options were fair valued using Black-Scholes Option Pricing Model using the following assumptions: average risk-free rate – 1.61%; expected life – 5 years; expected volatility – 100.00%; forfeiture rate - Nil and expected dividends – Nil.
Share Purchase Warrants
Share purchase warrants outstanding as at June 30, 2023 were as follows:
| Number of | Weighted Average | Remaining Life | |
|---|---|---|---|
| Warrants | Exercise Price | (In Years) | Expiry Date |
| 27,778 | 2.25 | 0.10 | August 4, 2023 |
| 515,365 | 2.88 | 0.41 | November 27, 2023 |
| 499,861 | 0.90 | 2.17 | August 31, 2025 |
| 281,250 | 0.90 | 2.40 | November 21, 2025 |
| 104,167 | 0.90 | 2.47 | December 19, 2025 |
| 18,750 | 0.90 | 1.47 | December 19,2024 |
| 1,447,170 | 1.63 | 1.56 |
9. Equity Investment Facility
On November 18, 2020, the Company entered into a $5,000,000 equity investment facility with Crescita Capital. The Company can draw down funds from the $5,000,000 equity investment facility from time to time during the three-year term at the Company’s discretion by providing a drawdown notice to Crescita Capital, and in return for each drawdown notice funded by Crescita Capital, the Company will allot and issue fully paid common shares to Crescita Capital. To date, the Company has drawn $1,247,115 on the facility and as at June 30, 2023, the remaining undrawn balance is $3,752,885.
The shares issued in connection with any drawdown notice will be priced at the higher of (i) the floor price set by the Company and (ii) 90% of the average closing bid price resulting from the following ten days of trading after the drawdown notice (“Pricing Period”). The drawdown notice amount requested by the Company cannot exceed 700% of the average daily trading volume of the Pricing Period.
In connection with the equity investment facility, the Company paid a commitment fee. This fee consisted of a 3% commission to be paid in common shares, at a price of $2.25 per share (67,777 shares valued at $150,000), and warrants equal to 8% of the outstanding common shares of the Company (515,364 warrants valued at $2,560,331). The warrants have an exercise price of $2.25 per common share and expire three years from the grant date. The warrants were fair valued using the Black-Scholes Option Pricing Model using the following assumptions average risk-free interest rate - 0.29%; expected life - 3 years; expected volatility - 100.00%; forfeiture rate - Nil and expected dividends - Nil.
The value of the commitment fee was recorded as a deferred financing charge and is being amortized as share issue costs over the term of the equity investment facility, with amortization charges amounting to $445,534 for the six months ended June 30, 2023 (2022 - $445,534). As at June 30, 2023, the carrying amount of the deferred financing charges is $376,229 (December 31, 2022 - $821,762).
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
10.Related Party Transactions
Key management personnel at the Company are the directors and officers of the Company.
During the period ended June 30, 2023, the Company incurred:
-
consulting fees of $156,000 (2022 - $159,500) to a company owned by a director of the Company.
-
payroll-related expenses of Nil (2022 - $90,000) to an officer of the Company
-
management fees of Nil (2022 - $91,617) to a former director and officer of the Company
-
share-based payments of $25,000 (2022 - $108,278) to officers, directors and companies with common officers and directors.
As of June 30, 2023, loans and receivable includes:
-
$124,541 (December 31, 2022 – $115,418) is due from ORF Technologies.
-
$359,385 (December 31, 2022 – $222,372) payable to a company owned by a director of the Company
-
$135,000 (December 31, 2022 - $135,000) due to a former officer of the Company
-
$70,000 (December 31, 2022 – $70,000) due to ORF Technologies Inc.
All loans are non-interest bearing and due on demand. All related party transactions are in the normal course of operations and have been measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.
11.Liability and Income Tax Effect on Flow-through Shares
Funds raised through the issuance of flow-through common shares are expected to be expended on qualified Canadian mineral exploration expenditures, as defined pursuant to Canadian income tax legislation. The flow-through gross proceeds less the qualified expenditures made to date represent the funds received from flow-through share issuances that have not been spent and are held by the Company for such expenditures.
In December 2020, the Company issued 402,777 flow-through common shares at $9.00 per share for gross proceeds of $3,625,000 and recognized an initial liability for flow-through shares of $606,250. During the years ended December 31, 2021 and 2022, the Company has completed its flow-through spending obligations and has recognized a flow-through recovery of $606,250.
During the 2022 year, the Company issued 1,541,666 flow-through common shares at an average price of $0.72 for gross proceeds of $1,110,000 and recognized an initial liability for flow-through shares of $143,750. As at June 30, 2023, the Company has spent $341,463 of the flow-through obligations and recognized a flow-through recovery of $44,221.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
12.Financial and Capital Risk Management
Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are described below.
Level 1 - unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 - inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and
Level 3 - inputs that are not based on observable market data.
The Company enters into financial instruments to finance its operations in the normal course of business. The Company has no financial instruments carried at fair value. The Company’s cash, accounts receivable, loan receivable, accounts payable and accrued liabilities and loan payable are recorded at subsequently measured at amortized cost.
The Company is exposed to varying degrees to a variety of financial instrument related risks. The Board of Directors approves and monitors the risk management processes. The type of risk exposure and the way in way in which such exposure in managed is provided as follows:
Foreign exchange risk
The Company’s functional and reporting currency is the Canadian dollar and major purchases are transacted in Canadian dollars. As a result, the Company’s exposure to foreign currency risk is minimal.
Credit risk
The Company’s cash is largely held in large Canadian financial institutions. The Company does not have any asset-backed commercial paper. The Company maintains cash deposits with Schedule A financial institution, which from time to time may exceed federally insured limits. The Company has not experienced any significant credit losses and believes it is not exposed to any significant credit risk.
Interest rate risk
Interest rate risk is the risk the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Financial assets and liabilities with variable interest rates expose the Company to cash flow interest rate risk. The Company does not hold any financial liabilities with variable interest rates. The Company does maintain bank accounts which earn interest at variable rates, but it does not believe it is currently subject to any significant interest rate risk.
Liquidity risk
The Company’s ability to continue as a going concern is dependent on management’s ability to raise the required funding through future equity issuances and through short-term borrowing. The Company manages its liquidity risk by forecasting cash flows from operations and anticipating any investing and financing activities. Management and the Board of Directors are actively involved in the review, planning and approval of significant expenditures and commitments.
Price risk
The ability of the Company to explore its mineral properties and the future profitability of the Company are directly related to the market price of precious metals. The Company monitors precious metals prices to determine the appropriate course of action to be taken by the Company.
Temas Resources Corp. Notes to the Condensed Interim Financial Statements Six months ended June 30, 2023 and 2022
13.Subsequent event
On July, 2023, the Company entered a $90,000 secured loan agreement (“Loan”) with Cronin Capital Corp. (“Cronin”). Cronin is wholly owned by Samuel (Kyler) Hardy, who is currently a director and CEO of Temas. The Loan carries an interest rate of 12% per annum, paid in advance quarterly with a maturity date of July 17, 2024, and secured by the assets of Temas. The loan proceeds will be used to complete a preliminary economic assessment and updated mineral resource estimate on the La Blache project.
On August 2, 2023, the Company granted 760,000 incentive stock options to certain directors, officers and consultants. The options vest immediately and are exercisable for three years at a price of 10.5 cents per share.