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Trident Resources Corp. — Interim / Quarterly Report 2023
Aug 28, 2023
43917_rns_2023-08-28_388d44ba-406a-4908-97a5-e34e53bc8838.pdf
Interim / Quarterly Report
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(an exploration stage enterprise)
Condensed Interim Consolidated Financial Statements
Six months ended June 30, 2023 and 2022
(Unaudited - Expressed in Canadian Dollars)
NOTICE OF NO AUDITOR REVIEW
NOTICE TO READERS
Under National Instrument 51-102, Part 4.3 (3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.
The condensed interim consolidated financial statements of Eros Resources Corp. (an exploration stage company) are the responsibility of the Company’s management. The condensed interim consolidated financial statements are prepared in accordance with Canadian generally accepted accounting principles and reflect management’s best estimates and judgment based on information currently available.
Management has developed and maintains a system of internal controls to ensure that the Company’s assets are safeguarded, transactions are authorized and properly recorded, and financial information is reliable.
The Board of Directors is responsible for ensuring management fulfills its responsibilities for financial reporting and internal controls through an audit committee, which is comprised primarily of non-management directors.
The Company’s independent auditors have not performed an audit or review of these condensed interim consolidated financial statements.
“Ronald K. Netolitzky”
“Andrew Davidson”
Ronald K. Netolitzky Chief Executive Officer
Andrew Davidson Chief Financial Officer
Vancouver, British Columbia August 28, 2023
EROS RESOURCES CORP.
(an exploration stage enterprise)
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (unaudited - expressed in Canadian dollars)
| June 30, | December 31, | ||||
|---|---|---|---|---|---|
| Note | 2023 | 2022 | |||
| Assets | |||||
| Current | |||||
| Cash and cash equivalents | $ | 116,859 | $ | 61,074 | |
| Accounts receivable | 503,811 | 500,352 | |||
| Prepaid expenses | 30,193 | 33,827 | |||
| 650,863 | 592,253 | ||||
| Marketable securities | 4 | 8,244,503 | 11,160,489 | ||
| Reclamation bonds | 26,179 | 26,179 | |||
| Exploration and evaluation interests | 5 | 6,319,248 | 6,219,435 | ||
| Right-of-use asset | 11 | 27,272 | 27,272 | ||
| Property and equipment | 6 | 4,929 | 5,596 | ||
| $ | 15,272,995 | $ | 18,034,224 | ||
| Liabilities | |||||
| Current | |||||
| Accounts payable and accrued liabilities | $ | 3,372,602 | $ | 259,497 | |
| Margin loan payable | 1,245,493 | ||||
| Due to related parties | 2,020,748 | ||||
| Income taxes payable | 190,938 | 190,938 | |||
| Lease liability– short term | 11 | 28,764 | 12,755 | ||
| 3,592,304 | 3,729,431 | ||||
| Lease liability – long term | 11 | - | 16,009 | ||
| Decommissioning liability | 10 | 144,011 | 144,011 | ||
| Deferred income tax | 1,882,285 | 1,882,285 | |||
| 5,618,599 | 5,771,736 | ||||
| Shareholders’ Equity | |||||
| Capital stock | 7 | 74,809,125 | 74,809,125 | ||
| Contributed surplus | 7 | 1,061,840 | 1,061,840 | ||
| Deficit | (66,216,570) | (63,608,477) | |||
| 9,654,396 | 12,262,488 | ||||
| $ | 15,272,995 | $ | 18,034,224 |
Note 1: Going Concern On behalf of the Board:
“Tom MacNeill” “Ron Netolitzky” Tom MacNeill, Director Ron Netolitzky, Director
The accompanying notes are an integral part of these condensed interim consolidated financial statements .
3
EROS RESOURCES CORP.
(an exploration stage enterprise)
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited - expressed in Canadian dollars)
| Capital Stock Shares Amount Contributed Surplus Deficit Total Shareholders’ Equity |
|
|---|---|
| Balance at January 1, 2022 Net income for theperiod |
97,893,741 $ 74,809,125 $ 1,061,840 $ (57,047,782) $18,823,183 - - - (2,012,101) (2,012,101) |
| Balance at June 30,2022 | 97,893,741 $74,809,125 $1,061,840 $ (59,059,883) $16,811,082 |
| Balance at January 1, 2023 Net income for theperiod |
97,893,741 74,809,125 1,061,840 (63,608,477) 12,262,488 - - - (2,608,092) (2,608,092) |
| Balance at June 30,2023 | 97,893,741 $ 74,809,125 $ 1,061,840 $(66,216,570) $ 9,654,396 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements .
4
EROS RESOURCES CORP.
(an exploration stage enterprise)
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME (unaudited - expressed in Canadian dollars)
| For the three months ended | For the three months ended | For the three months ended | For the six months ended | For the six months ended | For the six months ended | ||||
|---|---|---|---|---|---|---|---|---|---|
| June 30 | June 30 | ||||||||
| Note | 2023 | 2022 | 2023 | 2022 | |||||
| Revenues | |||||||||
| Oil Revenues | $ | - | $ | - | $ | - | $ | - | |
| Net Revenue | - | - | - | - | |||||
| Oilproduction expenses | (80) | (130) | (45) | (73) | |||||
| Gross loss | (80) | (130) | (45) | (73) | |||||
| Expenses | |||||||||
| Amortization | $ | 333 | $ | 446 | $ | 667 | $ | 891 | |
| Consulting fees | 8 | 21,000 | 15,000 | 36,000 | 30,000 | ||||
| Finance costs | 92,674 | - | 92,674 | - | |||||
| Investor relations | 5,285 | 6,387 | 12,727 | 23,394 | |||||
| Office and administration | 13,859 | 15,168 | 28,927 | 31,235 | |||||
| Professional fees | 4,673 | 8,708 | 15,056 | 8,939 | |||||
| Investment research | 6,000 | 6,000 | 12,000 | 12,000 | |||||
| Transfer agent and listing fees | 4,596 | 3,930 | 12,192 | 14,698 | |||||
| Travel | - | - | - | - | |||||
| Wages and benefits | 8 | 63,657 | 62,148 | 127,314 | 110,943 | ||||
| (212,078) | (117,787) | (337,587) | (232,101) | ||||||
| Other items | |||||||||
| Gain (loss) on foreign exchange | (513) | (2,120) | (944) | (2,998) | |||||
| Gain on sale of mineral | |||||||||
| property | - | - | - | - | |||||
| Unrealized gain(loss) on marketable | (1,984,282) | (8,447,281) | (2,027,704) | (7,795,017) | |||||
| Gain(loss)on sale of marketable | (86,342) | (5,970) | (241,814) | (123,970) | |||||
| (Loss) Income before income taxes | (2,283,295) | (1,737,564) | (2,608,092) | (8,154,160) | |||||
| Income taxes | |||||||||
| Deferred income tax | - | - | - | - | |||||
| Net and comprehensive income (loss) | |||||||||
| for theperiod | (2,283,295) | (8,573,287) | (2,608,092) | (8,154,160) | |||||
| Basic and diluted net income | |||||||||
| (loss) per share | $ | (0.02) | $ | (0.08) | $ | (0.03) | $ | (0.08) | |
| Weighted average number of | |||||||||
| common shares outstanding | 97,893,741 | 97,893,741 | 97,893,741 | 97,893,741 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements .
5
EROS RESOURCES CORP.
(an exploration stage enterprise)
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited - expressed in Canadian dollars)
| For the three months ended | For the three months ended | For the three months ended | For the six months | For the six months | ended | |||
|---|---|---|---|---|---|---|---|---|
| June 30 | June | 30 | ||||||
| 2023 | 2022 | 2023 | 2022 | |||||
| Cash from operating activities | ||||||||
| Net income (loss) for the period | $ | (2,283,296) | $ | (7,273,754) | $ | (2,608,092) | $ | (8,154,160) |
| Add back non-cash items: | ||||||||
| Amortization | 334 | 445 | 667 | 891 | ||||
| Loss (gain) on sale of marketable | 86,342 | 5,969 | 241,814 | 123,970 | ||||
| Unrealized loss on marketable | ||||||||
| securities held for trading | 929,675 | 1,775,006 | 613,982 | 8,615,856 | ||||
| Changes in non-cash working capital: | ||||||||
| Accounts receivable | (3,794) | (798) | (3,459) | 25,649 | ||||
| Prepaid expenses | (9,726) | (8,455) | 3,632 | 1,961 | ||||
| Accountspayable and accrued | 1,443,161 | 1,535,697 | (153,137) | 1,439,481 | ||||
| Cash from(used in) operating activities | (192,396) | 2,227,691 | (1,904,595) | 2,053,468 | ||||
| Investing activities | ||||||||
| Acquisition of marketable securities | (55,000) | 53,927 | (55,000) | (77,575) | ||||
| Proceeds on sale of marketable securities | 368,540 | 412,772 | 2,115,191 | 1,665,113 | ||||
| Exploration and evaluation expenditures | (89,645) | (2,826,906) | (99,813) | (3,947,150) | ||||
| Cash from(used in) investing activities | 223,896 | (2,360,208) | 1,960,379 | (2,359,613) | ||||
| Financing activities | ||||||||
| Share issuance costs | - | - | - | - | ||||
| Cash from financing activities | - | - | - | - | ||||
| Increase (decrease) in cash | ||||||||
| during the period | 31,500 | (132,515) | 55,784 | (306,143) | ||||
| Cash and cash equivalents, | ||||||||
| beginning of theperiod | 85,359 | 260,630 | 61,074 | 434,258 | ||||
| Cash and cash equivalents, | ||||||||
| end of theperiod | $ | 116,858 | $ | 128,115 | $ | 116,858 | $ | 128,115 |
| Cash and cash equivalents consist of: | ||||||||
| Cash | $ | 116,858 | $ | 128,115 | $ | 116,858 | $ | 128,115 |
| Short-term deposits | - | - | - | - | ||||
| $ | 116,858 | $ | 128,115 | $ | 116,858 | $ | 128,115 | |
| Supplemental Cash Flow Information | ||||||||
| Interest received | $ | - | $ | - | $ | - | $ | - |
The accompanying notes are an integral part of these condensed interim consolidated financial statements .
6
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
1. NATURE OF OPERATIONS
Eros Resources Corp.'s ("Eros" or the "Company") principal business activities include the acquisition, exploration and development of mineral and oil and gas resource properties in North America. The Company’s corporate office is located at Suite 420, 789 West Pender Street, Vancouver, British Columbia V6C 1H2. Eros is a Tier 1 company and is listed on the TSX Venture Exchange (“TSX-V”).
These consolidated financial statements have been prepared on a going concern basis in accordance with IFRS under the assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business.
The Company’s continuing operations, as intended, are dependent upon its ability to identify, evaluate and negotiate an acquisition of or participation in an interest in properties, assets or businesses.
The business of mining and exploring for minerals and oil and gas reserves involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The recoverability of the carrying value of exploration and evaluation assets and the Company's ability to continue as a going concern is dependent upon the preservation of its interest in the underlying properties, the discovery of economically recoverable reserves, the achievement of profitable operations or the ability of the Company to raise alternative financing.
2. BASIS OF PRESENTATION
These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and interpretations of the IFRS Interpretations Committee (“IFRIC”) applicable to the preparation of interim financial statements, including International Accounting Standard 34 (“IAS 34”), Interim Financial Reporting.
These condensed interim consolidated financial statements include the accounts of Eros and its wholly owned subsidiaries, Anthem Resources Incorporated (“Anthem”) and Otish Minerals Ltd., both companies incorporated in British Columbia, and Bell Mountain Exploration Corp. (“Bell Mountain”), a company incorporated in Nevada, USA. These condensed interim consolidated financial statements should be read in conjunction with the annual financial statements for the year ended December 31, 2022, which have been prepared in accordance with IFRS as issued by the IASB.
Basis of measurement
These condensed interim consolidated financial statements have been prepared using the accrual basis of accounting, except for cash flow information. In addition, these financial statements have been prepared on a historical cost basis, except for certain financial instruments that have been measured at fair value.
These condensed interim consolidated financial statements are presented in Canadian dollars, which is the Company’s and its subsidiaries’ functional currency.
The preparation of financial statements in compliance with IFRS requires management to make certain critical accounting estimates. It also requires management to exercise judgement in applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 3.
7
EROS RESOURCES CORP. (an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
3. RISK MANAGEMENT AND FINANCIAL INSTRUMENTS
Market risk
Market risk consists of interest rate risk, foreign currency risk and other price risk. Market risk to which the Company is exposed is as follows:
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 is not exposed to significant interest rate risk.
Foreign currency risk
The Company is exposed to financial risk related to the fluctuation of foreign exchange rates. A significant change in the exchange rate between the Canadian dollar relative to the US dollar could have an effect on the Company’s future results of operations, financial position or cash flows. The Company has not hedged its exposure to currency fluctuations. As at June 30, 2023 and December 31, 2022, the Company is exposed to currency risk through the following financial assets denominated in a currency other than the Canadian dollar:
| June 30, 2023 | June 30, 2023 | December | 31, 2022 | |
|---|---|---|---|---|
| US $ | CDN $ | US $ | CDN $ | |
| Cash | 6,754 | 9,469 | 6,038 | 8,1778 |
| Accounts payable | (39,382) | (53,413) | (76,611) | (103,363) |
Based on the above, assuming all other variables remain constant, a 10% strengthening of the Canadian dollar against the US dollar would have increased the Company’s loss by $3,263 (2022 - $7,057). A weakening of the Canadian dollar would have had the opposite effect.
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’s marketable securities are carried at market value or fair value based on observable market values and are therefore directly affected by fluctuations in the market value of the underlying securities. Changes in market prices of securities in the portfolio have a material effect on net income (loss). A 20% increase in the market prices would have decreased the Company’s net loss by $1,648,900 (2022 - $2,232,098).
8
(an exploration stage enterprise)
EROS RESOURCES CORP.
Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
4. MARKETABLE SECURITIES
| MARKETABLE SECURITIES | |||
|---|---|---|---|
| June 30, 2023 | |||
| Number of | |||
| Company | common shares | Equitysecurities | |
| Skeena Resources Limited | 768,500 | $ | 4,910,715 |
| Acquisition Oil and Gas | 500,000 | 750,000 | |
| Southern Empire Resources Corp.(1) | 9,402,940 | 469,933 | |
| Getty Copper Corp. | 6,200,000 | 341,000 | |
| MAS Gold Corp. | 19,614,286 | 294,214 | |
| Eagle Plains Resources Corp. | 675,000 | 155.250 | |
| Nickel North Exploration Corp. | 10,200,000 | 153,000 | |
| Omineca Mining & Metals Ltd. | 500,000 | 42,500 | |
| Other equities and warrants | - | 1,127,891 | |
| $ | 8,244,503 |
| December | December | 31, 2022 | |
|---|---|---|---|
| Number of | |||
| Company | common shares | Equitysecurities | |
| Skeena Resources Limited | 819,500 | $ | 5,908,595 |
| Southern Empire Resources Corp.(1) | 9,402,940 | 940,294 | |
| MAS Gold Corp.(“MAS”)(2) | 19,614,286 | 784,571 | |
| Acquisition Oil & Gas Corp. | 500,000 | 750,000 | |
| Nickel North Exploration Corp. | 10,346,000 | 310,380 | |
| Eagle Plains Resources Corp. | 1,130,000 | 214,700 | |
| Getty Copper Inc. | 6,200,000 | 310,000 | |
| Tembo Resources | 435,000 | 80,475 | |
| Cornish Metals Ltd. | 150,000 | 46,500 | |
| Atico Mining Corp. | 75,000 | 15,750 | |
| Other equities and warrants | - | 1,799,224 | |
| $ | 11,160,489 |
9
(an exploration stage enterprise)
Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
4. MARKETABLE SECURITIES (continued)
-
(1) Southern Empire Resources Corp. is a company with common management and a common director.
-
(2) MAS is a company with a common director.
Securities were purchased and sold during the period, resulting in the realization of gains and losses. The fair value of equity securities is determined by reference to closing prices on a stock exchange. The continuity of the Company’s marketable securities during the six months ended June 30, 2023 is as follows:
| December | Proceeds from | Realized | Realized | Unrealized | June | 30, | ||
|---|---|---|---|---|---|---|---|---|
| 31,2022 | Additions | dispositions | Gains | Gains | 2022 | |||
| $ | $ | $ | $ | $ | $ | |||
| Investment in public | ||||||||
| entities: | ||||||||
| - Shares and shares | ||||||||
| purchase warrants | 10,410,489 | 55,000 | (2,115,191) | (241,814) | (613,982) | 7,494,503 | ||
| Investment in private | ||||||||
| entities: | ||||||||
| - Shares | 750,000 | - | - | - | - | 750,000 | ||
| Total | 11,160,489 | 55,000 | (2,115,191) | (241,814) | (613,982) | 8,244,503 |
The continuity of the Company’s marketable securities during the year ended December 31, 2022 is as follows:
| December | Proceeds from | Realized | Unrealized | December | ||
|---|---|---|---|---|---|---|
| 31,2021 | Additions | dispositions | Gains | Gains | 31,2022 | |
| $ | $ | $ | $ | $ | $ | |
| Investment in public | ||||||
| entities: | ||||||
| - Shares and shares | ||||||
| purchase warrants | 20,377,456 | 209,077 | (1,667,178) | (193,158) | (8,295,708) | 10,410,489 |
| Investment in | ||||||
| private entities: | ||||||
| - Shares | 300,000 | 300,000 | - | - | 150,000 | 750,000 |
| Total | 20,677,456 | 509,077 | (1,667,178) | (193,158) | (8,145,708) | 11,160,489 |
The marketable securities portfolio includes warrants where fair values were estimated using the Black Sholes option pricing model using the following ranges of inputs:
| ption pricing model using the following | ranges of inputs: | |
|---|---|---|
| 2023 | 2022 | |
| Stock price | Closing prices | Closing prices |
| Exercise price | $0.1 to $0.48 | $0.05 to $0.20 |
| Expected life | 0.16 to 3.24 years | 0.48 to 2.73 years |
| Annualized volatility | 80% | 80% |
| Dividend rate | 0% | 0% |
| Risk free rate | 0.91% to 1.14% | 3.82% to 4.07% |
10
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
5. EXPLORATION AND EVALUATION INTERESTS
The exploration and evaluation assets that have been capitalized for the periods ended June 30, 2023 and December 31, 2022 are as follows:
| Saskatchewan | Saskatchewan | Saskatchewan | Nevada | Total | |
|---|---|---|---|---|---|
| Commodity | Gold | Uranium | Gold-Silver | ||
| Balance at December 31,2021 | $ | - | $22,343 | $2,447,822 | $2,470,165 |
| Additions | |||||
| Land cost | - | - | - | - | |
| Staking and maintenance | - | - | 41,569 | 42,203 | |
| Royalties | - | - | 40,000 | 40,000 | |
| Geology/ geophysics | - | - | 54,243 | 54,243 | |
| Drilling | 3,500,000 | - | - | 3,500,000 | |
| Field support | - | - | 14,329 | 14,329 | |
| Environmental and socio- | |||||
| economic | - | - | 99,129 | 99,129 | |
| Total additions for the year: | 3,500,000 | - | 249,270 | 3,749,270 | |
| Impairment duringtheyear: | - | - | - | - | |
| Balance at December 31,2022 | 3,500,000 | 22,343 | 2,697,092 | 6,219,435 | |
| Additions | |||||
| Staking and maintenance | - | - | - | - | |
| Royalties | 20,000 | 20,000 | |||
| Geology/ geophysics | - | - | 11,249 | 11,249 | |
| Drilling | - | - | - | - | |
| Field support | - | - | 7,951 | 7,951 | |
| Environmental and socio- | |||||
| economic | - | - | 60,613 | 60,612 | |
| Total additions for the period: | - | - | 99,813 | 3,947,150 | |
| Impairment duringtheperiod: | - | - | - | - | |
| Balance at June 30,2023 | $3,500,000 | $22,343 | $2,796,905 | $6,319,248 |
Realization of exploration and evaluation assets
The investment in and expenditures on exploration and evaluation assets comprise a significant portion of the Company’s assets. Realization of the Company’s investment in these assets is dependent upon the establishment and maintenance of legal ownership, the attainment of successful production from the properties or from the proceeds of their disposal.
Mineral exploration and development is highly speculative and involves inherent risks. While the rewards if an ore body is discovered can be substantial, few properties that are explored are ultimately developed into producing mines. There can be no assurance that current exploration programs will result in the discovery of economically viable quantities of ore. There can be no assurance that compensation will be received for properties that have been or may be expropriated. The amounts shown for acquisition costs and deferred exploration expenditures represent costs incurred to date and do not necessarily reflect present or future
11
EROS RESOURCES CORP. (an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
5. EXPLORATION AND EVALUATION INTERESTS (continued)
values. These costs will be depleted over the useful lives of the properties upon commencement of commercial production or written off if the properties are abandoned or if the claims are allowed to lapse.
Title to exploration and evaluation interests
Title to exploration and evaluation assets involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyance history of many mineral properties. The Company has investigated title to its mineral property interests in accordance with industry standards for the current stage of exploration of such properties, and, to the best of its knowledge, title to its properties are in good standing; however, these procedures do not guarantee the Company’s title. Property title may be subject to unregistered prior agreements or transfers and title may be affected by undetected defects.
Environmental
The Company is subject to the laws and regulations relating to environmental matters in all jurisdictions in which it operates, including provisions relating to property reclamation, discharge of hazardous material and other matters. The Company may also be held liable should environmental problems be discovered that were caused by former owners and operators of its properties and properties in which it has previously had an interest.
The Company conducts its mineral exploration activities in compliance with applicable environmental protection legislation. The Company is not aware of any existing environmental problems related to any of its current or former properties that may result in material liability to the Company.
Environmental legislation is becoming increasingly stringent and costs and expenses of regulatory compliance are increasing. The impact of new and future environmental legislation on the Company’s operations may cause additional expenses and restrictions. If the restrictions adversely affect the scope of exploration and development on the mineral properties, the potential for production on the properties may be diminished or negated.
a. Nevada
In August 2016, the Department of the Navy of the United States Department of Defense (the “Navy”) issued a notice of its intent to prepare an Environmental Impact Statement (“EIS”) regarding a proposed expansion of the Fallon Range Training Complex, including a proposed withdrawal and reservation of military use of public lands. The Company’s Bell Mountain Project consists of unpatented mining claims that are located on federal lands within the proposed expansion area. As a result, surface activity on the Bell Mountain site has been prohibited by the Navy during the EIS period.
On July 10, 2018, the Bureau of Land Management (“BLM”) announced that it has submitted an application to withdraw 769,724 acres for land management evaluation purposes for up to four years from all forms of appropriation under public land laws, subject to valid existing rights. The purpose of the withdrawal is to maintain current environmental baseline conditions, relative to mineral exploration and development, subject to valid existing rights, in support of a possible legislative transfer of land to the Department of Navy in furtherance of the Navy’s proposed expansion of the Fallon Range Training Complex.
12
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
5. EXPLORATION AND EVALUATION INTERESTS (continued)
However, in a subsequent notice issued in August 2018, containing a specific listings of the lands subject to the moratorium, the properties held by Eros were specifically excluded from the moratorium, allowing the Company to again commence exploration activities.
a. Nevada (continued)
Bell Mountain Property
The Company has earned 100% ownership of the Bell Mountain gold-silver property. An Advance Royalty Payment of $20,000 is due annually on June 15 until such time as there is production from the property (paid during the year ended December 31, 2021). In conjunction with the updated notice from the BLM in August of 2018 which exempts the Bell Mountain project from the moratorium on exploration activities, the Company is once again actively exploring its Nevada properties.
b. Saskatchewan
Saskatchewan uranium interests
Hatchet Lake and Murphy Lake Joint Ventures
The Company has an interest in a joint venture property with Denison Mines Corp. (“Denison”) as operator, located on the Wollaston Trend at the northeast margin of the Athabasca Basin. Eros holds a 29.89% joint venture interest for Hatchet Lake with further dilution expected.
Wollaston Trend
The Company has a 2% net smelter return royalty (“NSR”) interest on 44 claims of uranium exploration lands along the Wollaston Trend underlying the southeast margin of the Athabasca Formation. Denison retains the right to purchase one-half of the NSR at any time for $1,000,000.
Athabasca Basin – Uranium
The Company has a 100% interest in six claim groups in the Athabasca Northern Basin of Saskatchewan. Some of the claims are subject to a non-participating, non-voting, carried 0.5% NSR.
La Ronge Gold Belt
On December 20, 2021, MAS Gold Corp. and the Company signed an option agreement granting the Company an option for the exclusive right to earn a 17.5% interest in all of MAS 's current properties in the prospective La Ronge Gold Belt of north-eastern Saskatchewan by funding $3,500,000 in exploration expenditures over a six-month period, starting from January 2022. The Company is required to fund $3,500,000 expenditure before the option deadline, which is six months after the Exchange Approval Date. In the six months ended June 30, 2022, Eros completed its funding commitment.
13
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
6. PROPERTY AND EQUIPMENT
| Oil & | gas interests | Mineral exploration | Mineral exploration | |||
|---|---|---|---|---|---|---|
| Cost | and | equipment | field | equipment | Total | |
| Balance, December 31, 2021 and | ||||||
| 2022 | $ | 392,210 | $ | 100,080 | $ | 492,290 |
| Additions | - | - | - | |||
| Balance,June 30,2023 | $ | 392,210 | $ | 100,080 | $ | 492,290 |
| Accumulated Amortization | ||||||
| Balance, December 31, 2021 | $ | 392,210 | $ 90,702 | $ | 482,912 | |
| Amortization/depletion | - | 1,782 | 1,782 | |||
| Balance, December 31, 2022 | $ | 392,210 | $ | 94,485 | $ | 486,695 |
| Amortization/depletion | - | 667 | 667 | |||
| Balance, June 30, 2023 | $ | 392,210 | $ | 95,152 | $ | 487,362 |
| Carrying Value | ||||||
| Balance, December 31, 2022 | $ | - | $ | 5,595 |
$ | 5,595 |
| Balance, June 30, 2023 | $ | - | $ | 4,928 | $ | 4,928 |
7. RIGHT-OF-USE ASSET AND LEASE LIABILITY
The Company has a lease agreement for the headquarter office space in Vancouver, British Columbia. Upon transition to IFRS 16, the Company recognized $35,336 for a ROU asset and $35,336 for a lease liability as at January 1, 2019.
The continuity of the ROU asset and lease liability for the periods ended June 30, 2022 and December 31, 2021 is as follows:
| Right-of-use asset | ||
|---|---|---|
| Value of right-of-use asset as at December 31, 2021 | $ 982 | |
| Additions | 39,272 | |
| Amortization | (12,982) | |
| Value of right-of-use asset as at December 31, 2022 | $ | 27,272 |
| Amortization | - | |
| Value of right-of-use asset as at June 30, 2023 | $ | 27,272 |
| Lease liability | ||
| Lease liability recognized as of December 31, 2021 | $ 1,175 | |
| Additions | 39,272 | |
| Lease payments | (14,689) | |
| Lease interest | 3,006 | |
| Lease liability recognized as of December 31, 2022 | $ | 28,764 |
| Lease payments | - | |
| Lease interest | - | |
| Lease liability recognized as of June 30, 2023 | $ | 28,764 |
| Current portion | $ | 28,764 |
| Long-termportion | - | |
| $ | 28,764 |
14
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
8. DECOMMISSIONING LIABILITY
The Company has estimated the total discounted amount of future cash flows to settle decommissioning liabilities relating to its oil and gas interests to be $139,796 (2021 - $135,796) as at December 31, 2021. The total amount is expected to be incurred in the next 10 years and was discounted using an interest rate of 3%.
| Flaxcombe | ||
|---|---|---|
| Balance at December 31, 2021 | $ | 139,796 |
| Accretion | 4,215 | |
| Balance at December 31, 2022 | $ | 144,011 |
| Accretion | - | |
| Balance at June 30, 2023 | $ | 144,011 |
Conversely, at its active mineral-exploration sites, the Company fulfils its site restoration obligations on an ongoing basis when a drill site is no longer required, and accordingly no liability is accrued for in relation to the Company’s mineral properties. Management will continue to assess the provision for decommissioning as future exploration and development activity is undertaken.
9. SHARE CAPITAL AND CONTRIBUTED SURPLUS
Authorized
Unlimited number of common shares without par value
Shares and warrants issued
There has been no change in shares issued and outstanding in the six-months ended June 30, 2023 or the year ended December 31, 2022.
Warrants
Warrant transactions are summarized as follows:
| arrants arrant transactions are summarized as follows: |
||
|---|---|---|
| Warrants | ||
| Weighted Average | ||
| Number | Exercise Price | |
| Outstanding, December 31, 2020 | 24,723,444 | $0.15 |
| Issued | - | - |
| Outstanding,June 30,2022 and December 31,2021 | 24,723,444 | $0.15 |
| Number currentlyexercisable | 24,723,444 | $0.15 |
On August 10, 2022, the Company extended the expiry date of 24,723,444 warrants set to expire on August 12 and 13, 2022 to August 12 and 13, 2025.
15
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
9. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued )
At June 30, 2023, warrants were outstanding as follows:
| Number | Exercise | ||
|---|---|---|---|
| Grant date | of Shares | Price | ExpiryDate |
| August 12, 2020 | 24,223,444 | $ 0.15 | August 12, 2025 |
| August 13,2020 | 500,000 | $0.15 | August 13,2025 |
| 24,723,444 |
The weighted average remaining contractual life of the warrants is 2.12 (December 31, 2022 – 2.62) years
Stock options
The Company has a stock option plan under which it is authorized to grant options to executive officers, directors, employees and consultants. Pursuant to the policies of the TSX-V, the Company is authorized to grant options to acquire up to 10% of its issued and outstanding common shares. The exercise price of each option granted under the plan is greater than or equal to the closing market price of the Company’s shares on the date of each grant. The maximum term of each option is five years.
Share-based payments
Stock option transactions are summarized as follows:
| Stock | Options | ||
|---|---|---|---|
| Weighted Average | |||
| Number | Exercise Price | ||
| Outstanding, December 31, 2021 | 2,800,000 | $ | 0.092 |
| Expired | (400,000) | $ | 0.165 |
| Outstanding, December 31, 2022 | 2,400,000 | $ | 0.080 |
| Expired | - | - | |
| Outstanding,June 30,2023 | 2,400,000 | $0.080 | |
| Number currentlyexercisable | 2,400,000 | $ | 0.080 |
At June 30, 2023, stock options were outstanding as follows:
| Number | Exercise | ||
|---|---|---|---|
| Grant date | of Shares | Price | Expiry Date |
| July30,2019 | 2,400,000 | $0.080 | July30,2024 |
| 2,400,000 | |||
| At December 31,2021,stock options were | outstandingas follows: | ||
| Number | Exercise | ||
| Grant date | of Shares | Price | ExpiryDate |
| July30,2019 | 2,400,000 | $0.08 | July30,2024 |
| 2,400,000 |
16
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
10. RELATED PARTY BALANCES
In addition to the related party information disclosed elsewhere in the consolidated financial statements, the following significant transactions between the Company and its related parties took place during the financial year at terms agreed between the parties concerned:
Key management compensation
Key management personnel at the Company are the directors and officers of the Company. The remuneration of key management personnel during the periods ended June 30, 2023 and December 31, 2022 was as follows:
| June 30, | December 31, | December 31, | |||
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| Short-term benefits | 1 | $ | 54,505 | $ | 97,002 |
1 Short-term benefits consist exclusively of salaries, bonuses, health benefits and consulting fees for key management personnel.
Other than the amounts disclosed above, there were no short-term employee benefits or share-based payments paid to key management personnel during the periods ended June 30, 2023 and December 31, 2022.
Included in the consolidated statements of financial position is an amount of $2,020,748 (2022 - $2,020,748) payable to related parties which includes the directors and officers of the Company.
The amounts due to related parties are unsecured, non-interest bearing, repayable on demand and are to be settled in cash. The carrying amounts of the amounts due to related parties approximate their fair values.
During the year ended December 31, 2022, the Company had the following significant transaction with its related parties:
- Funds advanced to MAS Gold Corp. of $3,500,000 to incur drilling expenditure on behalf of the Company as a part of its earn-in on the La Ronge gold belt projects in Saskatchewan and advanced a further $370,000 as a loan which is non-interest bearing, unsecured and due on demand. As described in note 5, if the Company enters the Joint Venture with MAS, the $370,000 advance is to be expensed by MAS Gold Corp. for qualified Mineral Property Expenditure during 2023.
11. SEGMENTED INFORMATION
The Company operates in two business segments being the exploration and development of mineral and oil and gas resource properties and investing in marketable securities with a focus on commodities, with operations and long-term assets in the United States and Canada. The Company’s operations are segmented on a district basis due to the geographic locations of the Company’s exploration operations. At June 30, 2023, long-term assets of $2,796,905 (December 31, 2022 - $2,723,271) relates to mineral resource properties and reclamation bonds located in the United States with the remaining of $12,476,090 (December 31, 2022 - $14,715,700) located in Canada.
17
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
12. CAPITAL DISCLOSURES
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 and exploration of mineral properties, oil and gas exploration and development, and other strategic investments. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain future development of the business. The Company defines capital as shareholders’ equity. The Company is not exposed to any capital requirements.
The Company has historically relied on the equity markets to fund its activities. The Company will continue to assess new properties and seek to acquire an interest in properties if it feels there is sufficient geologic or economic potential and if it has adequate financial resources to do so. In addition, the Company evaluates investment opportunities, as well as existing investments, for suitability and potential on an ongoing basis. Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. The Company’s capital risk management approach was unchanged in the six-months ended June 30, 2023. There were no capital restrictions in the period ended June 30, 2023 and the Company had no debt aside from trade payables, margin loan payable, income taxes and lease liability.
13. COMMITMENTS
In fiscal 2014, there was an involuntary disposition of the Company’s Canadian mineral property for which the Company received $26,400,000 from the Government of British Columbia. In fiscal 2014, the Company elected to defer $15,147,419 of the proceeds as income inclusion under s.59.1 election of the Income Tax Act. The elected amount can be offset by Canadian exploration expenses, Canadian development expenses and/or Canadian oil and gas property expenses (collectively referred to as “Mineral Property Expenses”). If the amount cannot be offset by 2024, the Company will have to include the remaining elected amount as income in the 2014 income tax return. As at December 31, 2021, the Company has a further $3,480,000 to spend on qualified Mineral Property Expenses by 2024 in order to avoid the income inclusion under s.59.1 election.
As at June 30, 2023, the Company was committed to pay for office premises leases expiring in January 2022; however, there was an extension agreement entered into during the year to extend the lease until January 31, 2025. The Company’s minimum lease payments over the next years, in aggregate, will be as follows:
| 2023 2024 2025 |
$ |
|---|---|
| 11,398 15,198 1,312 |
|
| Total | 28,416 |
18
(an exploration stage enterprise) Notes to the Consolidated Financial Statements For the periods ended June 30, 2023 and 2022 (expressed in Canadian dollars)
EROS RESOURCES CORP.
14. EARNINGS PER SHARE
The calculation of basic and diluted earnings (loss) per share for the relevant years is based on the following:
| June 30, | December 31, | |||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Net (loss) income | $ | (2,608,092) | $ | (7,645,377) |
| Basic weighted average number of | ||||
| common shares outstanding | 97,893,741 | 97,893,741 | ||
| Effect on dilutive securities: | ||||
| Options | - | - | ||
| Diluted weighted average number of | ||||
| common shares outstanding | 97,893,741 | 97,893,741 | ||
| Basic income per share | $ | (0.03) | $ | (0.08) |
| Diluted incomeper share | $ | (0.03) | $ | (0.08) |
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