AMRQ AMAROQ MINERALS LTD.

Q3 2024 Financial Results

Q3 2024 Financial Results

Reykjavík, Nov. 14, 2024 (GLOBE NEWSWIRE) -- (“Amaroq” or the “Corporation” or the “Company”)

Q3 2024 Financial Results

TORONTO, ONTARIO – 14 November 2024 - Amaroq Minerals Ltd. (AIM, TSXV, NASDAQ Iceland: AMRQ), an independent mine development company with a substantial land package of gold and strategic mineral assets in Southern Greenland, presents its Q3 2024 financials.All dollar amounts are expressed in Canadian dollars unless otherwise noted.

A conference call for analysts and investors will be held tomorrow, 15 November 2024, at 08:30 GMT, details of which can be found further down in this announcement.

Eldur Olafsson, CEO of Amaroq, commented:

"We are now on the cusp of achieving first gold at Nalunaq, a major milestone which will start initial cash flow ahead of a ramp-up to commercial production.

Over the third quarter we made significant headway at Nalunaq. Many of the major components of the processing plant were installed successfully and the development within the mine in the ‘Mountain Block’ enabled the first ore to be stockpiled for first gold production due this quarter. Our exploration programme at Nalunaq has furthered our understanding of the high-grade deposit with a drilling campaign on the Target Block expansion and the 75 Vein. Results on this and the first ore drives in Mountain Block are expected soon. We believe these results, also incorporating the last two years drill results, will provide for an updated Mineral Resource Estimate (MRE4) for Nalunaq early next year.

The exploration season was in full swing in Q3 and I’m very proud of what our exploration team has achieved this year. In addition to our on-going work at Nalunaq, we drilled the first two holes at Nanoq in our Gold portfolio, and across our strategic minerals portfolio we drilled [two] holes in Target North at Sava, undertook a three-drill rig campaign at Stendalen and drilled two scout holes at the historical Josva copper mine. We expect results from all of these campaigns over the next few months. This has laid a solid foundation for further Gold, Copper and Nickel exploration activities next year as we continue to unlock the full value of our portfolio in Greenland.

Q3 2024 Corporate Highlights

  • Amaroq group liquidity of $26.0 million consisting of cash balances, undrawn revolving credit overrun facility less trade payables ($62.2 million as of June 30, 2024).
  • Gold business working capital before convertible note liability and loan payable of $37.9 million that includes prepaid contractors on the Nalunaq project of $17.8 million as of September 30, 2024 ($50.5 million that includes prepaid contractors on the Nalunaq project of $19.6 million as of June 30, 2024)
  • The Gardaq Joint Venture that comprises the Strategic Minerals business has available liquidity of $8.3 million as of September 30, 2024 ($13.5 million as of June 30, 2024).
  • In July 2024, the Company agreed heads of terms, subject to final documentation, with Landsbankinn for US$35 million in three Revolving Credit Facilities, securing a substantial increase and extension to its current debt facilities. Final documentation is currently in progress.
  • Post period on 4 October, Amaroq entered into an agreement with the holders of its US$22.4 million convertible notes to convert the notes’ outstanding balance into new common shares. That measure serves to simplify Amaroq’s capital structure, reduces cash interest costs and increases future financial flexibility.
  • Amaroq continues to develop opportunities in Servicing and Hydro to enhance local procurement options and support the transition towards cleaner energy sources.

Q3 2024 Operational Highlights

  • Permitting: The Company is working with stakeholders on the Impact Benefit Agreement (IBA), which it aims to have in place by the end of the year.
  • Contracting and Procurement: Procurement of all key contract packages is 100% complete and all of the critical path items have been procured and have arrived on site already.
  • Engineering: Process plant detail design and engineering is 98% complete with all packages issued to the market and manufactured.
  • Construction: Plant pad earthworks and civil construction at Nalunaq is 100% complete. The plant building structural steel is complete and cladding is 98% complete. Mechanical installation of the crushing circuit is 68% complete and installation of the civil foundations for the retaining walls, stockpile reclaimer and stacker conveyor were completed in August 2024. The installation of the grinding and gold room section started in July 2024 and was completed post-period. The trackless mining machines and light vehicle workshop construction is complete and in operation. The grinding circuit structural and mechanical installations are complete and electrical installation is in progress. The reclaim feeder has been cleared for use. The thickener tank structure, mechanical and pipework is complete, and electrical installation is also complete. Cable tray installation is complete, and installation of power and control cabling has commenced and is 92% complete. A new wing was installed at the camp to accommodate up to 120 people on site.
  • Mining: Amaroq continues to focus on optimising mine development in the Mountain Block. The ramp has been completed to 742 level and ore development continued on 732 level. Both MineArc refuge stations have been commissioned, and the leaky feeder communication system was installed from 300 to the 720 level. Construction of the underground main heating system is progressing at the 300 level portal, and preparations have been made for heating of the ramp. The exhaust raise fan for Target Block was commissioned in preparation for the development of an exploration drift for diamond drilling and resource expansion, and another portal is planned on 742 level to support further development in Mountain Block. The Company is looking to improve its development rates and increase availability of mining fleet with its contractor Thyssen. Amaroq is also reviewing adding further mining equipment to optimise operations going forward. Finally, the Company has started employing its own mining team personnel.
  • Gold and Strategic Minerals Exploration: Post period, Amaroq announced the completion of the 2024 exploration programme, including over 8,600 metres of core drilling across the gold and strategic metals portfolio. Results for the programme are expected over the coming months.

Nalunaq Project KPIs

            Metric

            Q2 2024

            Q3 2024

            Change

Total hours worked

            103,680 hours

            129,516 hours

            +25%

Daily average of people working on site

            96 people

            107 people

            +12%

Ratio of Greenlandic personnel

            51%

            43%

            -8%

Outlook

  • Activities at Nalunaq remain on track to deliver first gold in Q4 2024.
  • Exploration results from gold, copper and nickel exploration expected at various intervals in Q4 2024 and Q1 2025.
  • Updated measured resource statement for Nalunaq Gold mine expected to be published in Q1 2025.



Exploration activities overview

Gold projects:

  • Nalunaq
    • All additional 75 Vein sampling from historical core housed at Nalunaq has been completed. A total of 2,895 meters of core drilling has been completed across the Target Block Extension zone to the west of the historical mining areas.
    • In parallel to this, a programme of surface samples along the outcropping Main Vein and 75 Vein to the west was completed with mountaineering specialists.
    • A Mineral Resource Estimate update for Nalunaq has been initiated with a Qualified Person’s site visit conducted by Mining Plus.
    • The Company is now awaiting the assay results before conducting a detailed review of the Target Block Extension zone and conducting further planning to address its 2025 exploration priorities.



  • Nanoq



    • A 130-meter scout drilling programme was completed at Nanoq across previous channel sampling results with core geologically assessed and sampled at Nalunaq. These cores will be geologically logged and sampled results will then be used to guide objectives for the 2025 season.
  • Nalunaq Satellite Targets
    • Following the discovery of an outcropping vein above historical high grade float results, a small surface sampling programme was completed at Eagle’s Nest with mountaineering specialists. The Company is now awaiting the results of the surface sampling, which will be used to help direct further work programmes.
    • Amaroq continues to assess the viability of other surrounding projects to become potential satellite feeds to Nalunaq.



Strategic Minerals:

  • Stendalen
    • A new surface geophysical programme was completed ahead of commencing the 2024 drilling programme.
    • A total of 4,733 meters of exploration drilling was completed at Stendalen with the aim of providing greater geological understanding to the mineralisation style and geometry. Demobilisation of equipment from Stendalen is underway to ensure operational readiness for 2025.
    • Assay and downhole geophysical results, once received, will be used in conjunction with the University of Leicester to assess the mineral system present and produce targeting models. Environmental samples will also be analysed to commence the environmental baseline data for the project.
  • Copper Belt (Sava/North Sava, Kobberminebugt)
    • The geological field team has completed a programme of mapping and sampling across the copper belt area, assessing both potential porphyry and magmatic Cu-Ni targets.
    • The team has been supplemented by external support from copper subject matter expert.
    • Following this work, a 212-meter scout drilling programme was completed at Josva copper skarn target within the Kobberminebugt licence as well as 501 meters of scout drilling within the epithermal copper/gold target at Target North within the Sava licence.
  • Nunarsuit
    • The Company is reviewing the geological maps and results received from prospecting across the Nunarsuit licence.

Details of conference call

A conference call for analysts and investors will be held tomorrow, 15 November, at 08:30am GMT BST, including a management presentation and Q&A session.

To join the meeting, please register at the below link:

Amaroq Financial Results

The following selected financial data is extracted from the Financial Statements for the six months ended June 30, 2024.

Financial Results

 

Nine months ended Sep 30

 

2024

$

2023

$

Exploration and evaluation expenses

(5,172,947)

(5,737,257)

Site development costs

-

-

General and administrative

(11,831,157)

(8,015,379)

Gain on loss of control of subsidiary

-

31,340,880

Share of 9-months loss of an equity-accounted joint arrangement

(6,698,550)

(5,021,231)

Unrealized gain on derivative liability

1,636,567

273,780

Net (loss) income and comprehensive (loss) income

(18,001,712)

13,425,594

Basic and diluted (loss) income per common share

(0.057)

0.05

Financial Position

 

As at Sep 30

As at June 30

 

2024

$

2024

$

Cash on hand

25,937,983

31,663,204

Total assets

199,102,439

177,950,773

Total current liabilities (before convertible notes liability and loan payable)

13,596,239

8,490,107

Total current liabilities (including convertible notes liability and loan payable)

76,516,905

41,932,965

Shareholders’ equity

121,963,411

135,365,745

Working capital - gold business (before convertible notes liability and loan payable)

37,937,316

50,734,743

Working capital - gold business (after convertible notes liability and loan payable)

(24,983,350)

17,291,885

Gold business liquidity (excluding $8.3 and $13.5M ring-fenced for strategic mineral exploration as of September 30, 2024 and June 30, 2024, respectively)

25,958,581

61,787,888

Enquiries:

Amaroq Minerals Ltd. 

Eldur Olafsson, Executive Director and CEO

 

Eddie Wyvill, Corporate Development

+44 (0)7713 126727

Panmure Liberum (UK) Limited (Nominated Adviser and Corporate Broker)

Scott Mathieson

Kieron Hodgson

+44 (0) 20 7886 2500

Canaccord Genuity Limited (Corporate Broker)

James Asensio

Harry Rees

Tel: +44 (0) 20 7523 8000

Camarco (Financial PR)

Billy Clegg

Elfie Kent

Fergus Young

+44 (0) 20 3757 4980 

For Company updates:

Follow @Amaroq_minerals on X (Formerly known as Twitter)

Follow Amaroq Minerals Ltd on LinkedIn

Further Information: 

About Amaroq Minerals 

Amaroq Minerals' principal business objectives are the identification, acquisition, exploration, and development of gold and strategic metal properties in South Greenland. The Company's principal asset is a 100% interest in the past producing Nalunaq Gold mine which is due to go into production towards the end of 2024. The Company has a portfolio of gold and strategic metal assets in Southern Greenland covering the two known gold belts in the region as well as advanced exploration projects at Stendalen and the Sava Copper Belt exploring for Strategic metals such as Copper, Nickel, Rare Earths and other minerals. Amaroq Minerals is continued under the Business Corporations Act (Ontario) and wholly owns Nalunaq A/S, incorporated under the Greenland Public Companies Act.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Glossary

Ag

silver

Au

gold

Bt

Billion tonnes

Cu

copper

g

grams

g/t

grams per tonne

km

kilometers

Koz

thousand ounces

m

meters

Mo

molybdenum

MRE

Mineral Resource Estimate

MT

Magnetotelluric data

Nb

niobium

Ni

nickel

oz

ounces

REE

Rare Earth Elements

t

tonnes

Ti

Titanium

t/m3

tonne per cubic meter

U

uranium

USD/ozAu

US Dollar per ounce of gold

V

Vanadium

Zn

zinc

Inside Information

This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No. 596/2014 on Market Abuse ("UK MAR"), as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, and Regulation (EU) No. 596/2014 on Market Abuse ("EU MAR").

Qualified Person Statement

The technical information presented in this press release has been approved by James Gilbertson CGeol, VP Exploration for Amaroq Minerals and a Chartered Geologist with the Geological Society of London, and as such a Qualified Person as defined by NI 43-101.

Amaroq Minerals Ltd.

UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended September 30, 2024

The attached financial statements have been prepared by Management of Amaroq Minerals Ltd. and have not been reviewed by the auditor

    
  

As at

September 30,

As at

December 31,

 

Notes

2024

2023

  

$

$

ASSETS

   

Current assets

   

Cash

 

25,937,983

21,014,633

Sales tax receivable

 

72,087

69,756

Prepaid expenses and others

 

17,812,986

18,681,568

Interest receivable

 

876,478

-

Inventory

 

6,834,021

680,358

Total current assets

 

51,533,555

40,446,315

Non-current assets

   

Deposit

 

177,944

27,944

Escrow account for environmental rehabilitation

 

6,872,073

598,939

Financial Asset - Related Party

3,13

5,762,187

3,521,938

Investment in equity accounted joint arrangement

3

16,794,261

23,492,811

Mineral properties

4

48,683

48,821

Right of use asset

7

652,190

574,856

Capital assets

5

117,261,546

38,241,559

Total non-current assets

 

147,568,884

66,506,868

TOTAL ASSETS

 

199,102,439

106,953,183

 

LIABILITIES AND EQUITY

   

Current liabilities

   

Accounts payable and accrued liabilities

 

13,479,402

6,273,979

Convertible notes

6

38,395,349

35,743,127

Loan payable

6.1

24,525,317

-

Lease liabilities – current portion

7

116,837

80,206

Total current liabilities

 

76,516,905

42,097,312

Non-current liabilities

   

Lease liabilities

7

622,123

577,234

Total non-current liabilities

 

622,123

577,234

Total liabilities

 

77,139,028

42,674,546

 

Equity

   

Capital stock

8

207,202,359

132,117,971

Contributed surplus

 

7,327,666

6,725,568

Accumulated other comprehensive loss

 

(36,772)

(36,772)

Deficit

 

(92,529,842)

(74,528,130)

Total equity

 

121,963,411

64,278,637

TOTAL LIABILITIES AND EQUITY

 

199,102,439

106,953,183

    

Subsequent events

16

  

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.

  

Three months

ended September 30,

Nine months

ended September 30,

 

Notes

2024

2023

2024

2023

  

$

$

$

$

      

Expenses

     

Exploration and evaluation expenses

10

(4,424,907)

(2,277,540)

(5,172,947)

(5,737,257)

Site development costs

 

-

1,825,564

-

-

General and administrative

11

(3,536,240)

(2,632,041)

(11,831,157)

(8,015,379)

Loss on disposal of capital assets

5

(149,917)

-

(149,917)

(37,791)

Foreign exchange gain (loss)

 

1,040,420

(83,882)

1,475,432

(58,707)

Operating loss

 

(7,070,644)

(3,167,899)

(15,678,589)

(13,849,134)

 

Other income (expenses)

     

Interest income

 

901,831

141,443

943,023

613,031

Gardaq management income and allocated cost

 

608,392

601,461

1,823,286

1,108,101

Gain on loss of control of subsidiary

3

-

-

-

31,340,880

Share of net loss of joint arrangement

3

(4,788,733)

(3,381,749)

(6,698,550)

(5,021,231)

Unrealized gain (loss) on derivative liability

6

(3,655,048)

273,780

1,636,567

273,780

Finance costs

12

(9,317)

(1,022,258)

(27,449)

(1,039,833)

      

Net income (loss) and comprehensive income (loss)

 

(14,013,519)

(6,555,222)

(18,001,712)

13,425,594

      
      
      
      

Weighted average number of common shares outstanding - basic

 

327,418,727

263,579,331

314,985,260

263,356,034

Weighted average number of common shares outstanding – diluted

 

327,418,727

306,335,274

314,985,260

306,111,977

Basic earnings (loss) per share

14

(0.043)

(0.02)

(0.057)

0.05

Diluted earnings (loss) per common share

14

(0.043)

(0.02)

(0.057)

0.04

Effect of dilution

 

-

-

-

0.01

Share options

 

7,261,353

9,126,875

7,261,353

9,126,875

Restricted shares

 

6,659,409

-

6,659,409

-

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.

Amaroq Minerals Ltd.

Consolidated Statements of Changes in Equity

(Unaudited, in Canadian Dollars)

 

 

 

 

Notes

Number of common shares outstanding

Capital Stock

Contributed surplus

Accumulated other comprehensive

loss

Deficit

 

Total Equity

   

$

$

$

$

$

Balance at January 1, 2023

 

263,073,022

131,708,387

5,250,865

(36,772)

(73,694,581)

63,227,899

Net income and comprehensive income

 

-

-

-

-

13,425,594

13,425,594

Options exercised, net

 

597,029

409,584

(433,600)

-

-

(24,016)

Stock-based compensation

9

-

-

1,353,042

-

-

1,353,042

Balance at September 30, 2023

 

263,670,051

132,117,971

6,170,307

(36,772)

(60,268,987)

77,982,519

        

Balance at January 1, 2024

 

263,670,051

132,117,971

6,725,568

(36,772)

(74,528,130)

64,278,637

Net loss and comprehensive loss

 

-

-

-

-

(18,001,712)

(18,001,712)

Shares issued under a fundraising

8

62,724,758

75,574,600

-

-

-

75,574,600

Shares issuance costs

8

-

(1,218,285)

-

-

-

(1,218,285)

Options exercised – net

9.1

1,023,918

728,073

(745,500)

-

-

(17,427)

Stock-based compensation

9

-

-

1,347,598

-

-

1,347,598

Balance at September 30, 2024

 

327,418,727

207,202,359

7,327,666

(36,772)

(92,529,842)

121,963,411

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.

   
 

 

Notes

Nine months ended September 30,

  

2024

2023

  

$

$

Operating activities

   

Net (loss) income for the period

 

(18,001,712)

13,425,594

Adjustments for:

   

Depreciation

5

603,135

525,518

Amortisation of ROU asset

7

83,704

59,991

Stock-based compensation

9

1,347,598

1,353,042

Gain on loss of control of subsidiary

3

-

(31,340,880)

Unrealized gain on derivative liability

6

(1,636,567)

(273,780)

Embedded derivate related transaction costs

 

-

641,526

Loss on disposal of capital assets

 

149,916

37,791

Share of net losses of joint arrangement

3

6,698,550

5,021,231

Gardaq management income and allocated cost

3,13

(1,823,286)

(1,108,101)

Interest income

 

(943,023)

(613,031)

Other expenses

 

(17,427)

-

Foreign exchange

 

(1,624,654)

(1,114,277)

Finance costs

 

27,449

-

  

(15,136,317)

(13,385,376)

Changes in non-cash working capital items:

   

Sales tax receivable

 

(2,331)

30,178

Due from related party

3,13

(388,400)

(52,304)

Prepaid expenses and others

 

(5,154,320)

(5,808,291)

Accounts payable and accrued liabilities

 

7,203,774

1,179,419

  

1,658,723

(4,650,998)

Cash flow used in operating activities

 

(13,477,594)

(18,036,374)

 

Investing activities

   

Transfer to escrow account for environmental rehabilitation

 

(6,044,556)

(165,946)

Construction in progress and acquisition of capital assets

5

(75,508,967)

(9,409,183)

Prepayment for acquisition of ROU asset

 

(5,825)

-

Deposit

 

(150,000)

-

Cash flow used in investing activities

 

(81,709,348)

(9,575,129)

 

Financing activities

   

Proceeds from issuance of shares

8

75,574,600

-

Proceeds from convertible notes, net of issue costs

6

-

29,427,152

Proceeds from loan, net of transaction cost

6

24,394,364

-

Shares issuance costs

8

(1,218,285)

-

Lease payments

7

(101,143)

(53,583)

Interest received

 

66,545

613,031

Cash flow from financing activities

 

98,716,081

29,986,600

Net change in cash before effects of exchange rate changes on cash during the period

 

3,529,139

2,375,097

Effects of exchange rate changes on cash

 

1,394,211

1,143,288

Net change in cash during the period

 

4,923,350

3,518,385

Cash, beginning of period

 

21,014,633

50,137,569

Cash, end of period

 

25,937,983

53,655,954

Supplemental cash flow information

   

Borrowing costs capitalised to capital assets

5

4,263,933

-

ROU assets acquired through lease

7

155,214

-

Shares issued as a result of options exercised - net

9.1

728,073

-

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.

  1.    NATURE OF OPERATIONS, BASIS OF PRESENTATION



Amaroq Minerals Ltd. (the “Corporation”) was incorporated on February 22, 2017, under the Canada Business Corporations Act. As of June 19, 2024, the Corporation completed its continuance from the Canada Business Corporations Act into the Province of Ontario under the Business Corporations Act (Ontario). The Corporation’s head office is situated at 100 King Street West, Suite 3400, First Canadian Place, Toronto, Ontario, M5X 1A4, Canada. The Corporation operates in one industry segment, being the acquisition, exploration and development of mineral properties. It owns interests in properties located in Greenland. The Corporation’s financial year ends on December 31. Since July 2017, the Corporation’s shares are listed on the TSX Venture Exchange (the “TSX-V”). Since July 2020, the Corporation’s shares are also listed on the AIM market of the London Stock Exchange (“AIM”) and from November 1, 2022, on Nasdaq First North Growth Market Iceland which were transferred on September 21, 2023 on Nasdaq Main Market Iceland (“Nasdaq”) under the AMRQ ticker.

These unaudited condensed interim consolidated financial statements for the nine months ended September 30, 2024 (“Financial Statements”) were approved by the Board of Directors on November 14, 2024.

1.1    Basis of presentation and consolidation



The Financial Statements include the accounts of the Corporation and those of its 100% owned subsidiary Nalunaq A/S, company incorporated under the Greenland Public Companies Act. The Financial Statements also include the Corporation’s 51% equity share of Gardaq A/S, a joint venture with GCAM LP (Note 3).

The Financial Statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) including International Accounting Standard (“IAS”) 34, Interim Financial Reporting. The Financial Statements have been prepared under the historical cost convention.

The Financial Statements should be read in conjunction with the audited annual financial statements for the year ended December 31, 2023, which have been prepared in accordance with IFRS as issued by the IASB. The accounting policies, methods of computation and presentation applied in these Financial Statements are consistent with those of the previous financial year ended December 31, 2023.

  2.    CRITICAL ACCOUNTING JUDGMENTS AND ASSUMPTIONS



The preparation of the Financial Statements requires Management to make judgments and form assumptions that affect the reported amounts of assets and liabilities at the date of the Financial Statements and reported amounts of expenses during the reporting period. On an ongoing basis, Management evaluates its judgments in relation to assets, liabilities and expenses. Management uses past experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments. Actual outcomes may differ from these estimates under different assumptions and conditions.

In preparing the Financial Statements, the significant judgements made by Management in applying the Corporation accounting policies and the key sources of estimation uncertainty were the same as those that applied to the Corporation’s audited annual financial statements for the year ended December 31, 2023.

3.        INVESTMENT IN AN ASSOCIATE OR JOINT VENTURE CORPORATION

 

As at

September 30,

2024

As at

    December 31,

2023

 

$

$

Balance at beginning of period

23,492,811

-

        Original investment in Gardaq ApS

-

7,422

        Transfer of non-gold strategic minerals licences at cost

-

36,896

        Investment at conversion of Gardaq ApS to Gardaq A/S

-

55,344

        Gain on FV recognition of equity accounted investment in joint venture

-

31,285,536

        Share of joint venture’s net losses

(6,698,550)

(7,892,387)

Balance at end of period

16,794,261

23,492,811



        Original investment in Gardaq ApS

7,422

7,422

        Transfer of non-gold strategic minerals licences at cost

36,896

36,896

        Investment at conversion of Gardaq ApS to Gardaq A/S

55,344

55,344

        Gain on FV recognition of equity accounted investment in joint venture

31,285,536

31,285,536

        Investment retained at fair value- 51% share

31,385,198

31,385,198

Share of joint venture’s cumulative net losses

(14,590,937)

(7,892,387)

Balance at end of period

16,794,261

23,492,811

The following tables summarize the unaudited financial information of Gardaq A/S.

 

As at

September 30,

2024

As at

   December 31,

2023

 

$

$

Cash and cash equivalent

8,325,045

18,377,850

Prepaid expenses and other

560,579

351,752

Total current assets

8,885,624

18,729,602

Mineral property

117,576

92,239

Total assets

9,003,200

18,821,841

Accounts payable and accrued liabilities

1,603,757

528,235

Financial liability - related party

5,762,187

3,521,938

Total liabilities

7,365,944

4,050,173

Capital stock

30,246,937

30,246,937

Deficit

(28,609,681)

(15,475,269)

Total equity

1,637,256

14,771,668

Total liabilities and equity

9,003,200

18,821,841

3.        INVESTMENT IN AN ASSOCIATE OR JOINT VENTURE CORPORATION (CONT’d)

 

As at

September 30,

2024

As at

September 30,

2023

 

$

$

Exploration and Evaluation expenses

12,144,276

8,565,658

Interest expense (income)

(5,985)

-

Foreign exchange loss (gain)

(858,925)

171,792

Operating loss

11,279,366

8,737,450

Other expenses

1,855,047

1,108,101

Net loss and comprehensive loss

13,134,413

9,845,551

3.1 Financial Asset – Related Party

Subject to a Subscription and Shareholder Agreement dated 13 April 2023, the Corporation undertakes to subscribe to two ordinary shares in Gardaq (the “Amaroq shares”) at a subscription price of GBP 5,000,000 no later than 10 business days after the third anniversary of the completion of the subscription agreement.

Amaroq’s subscription will be completed by the conversion of Gardaq’s related party balance into equity shares. Gardaq’s related party payable balance consists of overhead, management, general and administrative expenses payable to the Corporation. In the event that the related party payable balance is less than GBP 5,000,000, the Corporation shall, no later than 10 business days after the third anniversary of Completion:

(a)   subscribe to one Amaroq share by conversion of the amount payable to the Corporation,

(b)   subscribe to one Amaroq share at a subscription price equal to GBP 5,000,000 less the amount payable to the Corporation

In the event that the amount payable to the Corporation exceeds GBP 5,000,000, the Corporation shall subscribe to the Amaroq shares at a subscription price equal to GBP 5,000,000 by conversion of GBP 5,000,000 of the amount due from Gardaq. Gardaq shall not be liable to repay any of the balance payable to the Corporation that exceeds GBP 5,000,000 (equivalent to CAD 9,048,791 as at 30 September 2024). See note 13.1.

During the nine-month period ended 30 September 2024, the Corporation determined that the financial asset should be reclassified to the non-current asset category since the amount will be settled during April 2026. As a result, an amount of $5,762,187 has been reclassified to non-current assets as at 30 September 2024 ($3,521,938 reclassified as at 31 December 2023).

  4.    MINERAL PROPERTIES



 

As at December 31,

2023

 

 

Transfer

As at September 30,

2024

 

$

$

$

Nalunaq – Au

1

-

1

Tartoq – Au

18,431

-

18,431

Vagar – Au

11,103

-

11,103

Nuna Nutaaq – Au

6,076

-

6,076

Anoritooq – Au

6,389

-

6,389

Siku – Au

6,821

(138)

6,683

Total mineral properties

48,821

(138)

48,683

  4.   MINERAL PROPERTIES (CONT’d)



 

As at December 31,

2022

 

 

Transfers

As at September 30,

2023

 

$

$

$

Nalunaq - Au

1

-

1

Tartoq - Au

18,431

-

18,431

Vagar - Au

11,103

-

11,103

Nuna Nutaaq - Au

6,076

-

6,076

Anoritooq - Au

6,389

-

6,389

Siku - Au

6,821

-

6,821

Naalagaaffiup Portornga - Strategic Minerals

6,334

(6,334)

-

Saarloq - Strategic Minerals

7,348

(7,348)

-

Sava - Strategic Minerals

6,562

(6,562)

-

Kobberminebugt - Strategic Minerals

6,840

(6,840)

-

Stendalen - Strategic Minerals

4,837

(4,837)

-

North Sava - Strategic Minerals

4,837

(4,837)

-

Total mineral properties

85,579

(36,758)

48,821

  5.   CAPITAL ASSETS



 

Field equipment and

infrastructure

 

Vehicles and rolling stock

 

Equipment (including software)

 

Construction in progress

 

 

 

Total

 

$

$

$

$

$

 

Nine months ended September 30, 2024

     

Opening net book value

1,537,379

3,312,118

108,822

33,283,240

38,241,559

Additions

-

1,941,750

138

77,831,150

79,773,038

Disposals

-

(149,916)

-

-

(149,916)

Depreciation

(148,780)

(407,563)

(46,792)

-

(603,135)

 

Closing net book value

1,388,599

4,696,389

62,168

111,114,390

117,261,546

 

Field equipment and

infrastructure

 

Vehicles and rolling stock

 

Equipment (including software)

 

Construction in progress

 

 

 

Total

 

$

$

$

$

$

 

As at September 30, 2024

     

Cost

2,351,042

6,197,074

232,231

111,114,390

119,894,737

Accumulated depreciation

(962,443)

(1,500,685)

(170,063)

-

(2,633,191)

 

Closing net book value

1,388,599

4,696,389

62,168

111,114,390

117,261,546

  5.   CAPITAL ASSETS (CONT’d)



 

Field equipment and

infrastructure

Vehicles and rolling stock

Equipment (including software)

Construction In progress

Total

 

$

$

$

$

$

 

December 31, 2023

     

Opening net book value

1,735,752

3,742,384

216,385

7,522,085

13,216,606

Additions

-

-

-

25,761,155

25,761,155

Disposals

-

-

(80,983)

-

(80,983)

Adjustment

-

-

43,054

-

43,054

Depreciation

(198,373)

(430,266)

(69,634)

-

(698,273)

Closing net book value

1,537,379

3,312,118

108,822

33,283,240

38,241,559

 

Field equipment and

infrastructure

Vehicles and rolling stock

Equipment (including software)

Construction In progress

Total

 

$

$

$

$

$

As at December 31, 2023

     

Cost

2,351,041

4,466,971

232,231

33,283,240

40,333,483

Accumulated depreciation

(813,662)

(1,154,853)

(123,409)

-

(2,091,924)

Closing net book value

1,537,379

3,312,118

108,822

33,283,240

38,241,559

Depreciation of capital assets related to exploration and evaluation properties is being recorded in exploration and evaluation expenses in the consolidated statement of comprehensive loss, under depreciation. Depreciation of $556,632 ($478,519 for the nine months ended September 30, 2023) was expensed as exploration and evaluation expenses during the nine months ended September 30, 2024.

As at September 30, 2024, the Corporation had capital commitments, of $25,532,115. These commitments relate to the development of Nalunaq Project, rehabilitation of the Nalunaq mine, construction of processing plant, purchases of mobile equipment and establishment of surface infrastructure.

During the first nine months of 2024 the Corporation capitalised borrowing costs of $4,263,933 to construction in progress, which are included in additions.

  6.   CONVERTIBLE NOTES AND LOAN PAYABLE



CONVERTIBLE NOTES

Convertible notes loan

Embedded Derivatives at FVTPL

Total

 

$

$

$

Balance as at December 31, 2023

11,763,053

23,980,074

35,743,127

Accretion of discount

2,910,769

-

2,910,769

Accrued interest

1,142,212

-

1,142,212

Fair value change

-

(1,636,567)

(1,636,567)

Foreign exchange loss

235,808

-

235,808

Balance as at September 30, 2024

16,051,842

22,343,507

38,395,349

Non-current portion

-

-

-

Current portion

16,051,842

22,343,507

38,395,349

6. CONVERTIBLE NOTES AND LOAN PAYABLE (CONT’d)

CONVERTIBLE NOTES

Convertible notes loan

Embedded Derivatives at FVTPL

Total

 

$

$

$

Balance as at December 31, 2022

-

-

-

Gross proceeds from issue

30,431,180

-

30,431,180

Embedded derivative component

(19,443,663)

19,443,663

-

Transaction costs

(362,502)

-

(362,502)

Accretion of discount

949,062

-

949,062

Accrued interest

508,576

-

508,576

Fair value change

-

4,536,411

4,536,411

Foreign exchange gain

(319,600)

-

(319,600)

Balance as at December 31, 2023

11,763,053

23,980,074

35,743,127

Non-current portion

-

-

-

Current portion

11,763,053

23,980,074

35,743,127



LOAN PAYABLE

As at

September 30,

2024

As at

December 31,

2023

 

$

$

Balance as at December 31, 2023

-

-

Gross proceeds from issue

25,087,636

-

Transaction costs

(693,272)

-

Accretion of discount

32,973

-

Accrued interest

177,979

-

Foreign exchange gain

(79,999)

-

Balance as at September 30, 2023

24,525,317

-

Non-current portion

-

-

Current portion

24,525,317

-

6.1 Revolving Credit Facility

A $25 million (US$18.5 million) Revolving Credit Facility (“RCF”) was entered into with Landsbankinn hf. and Fossar Investment Bank on September 1, 2023, with a two-year term expiring on September 1, 2025 and priced at the Secured Overnight Financing Rate (“SOFR”) plus 950bps. Interest is capitalized and payable at the end of the term.

The RCF is denominated in US Dollars and the SOFR interest rate is determined with reference to the CME Term SOFR Rates published by CME Group Inc. The RCF carries (i) a commitment fee of 0.40% per annum calculated on the undrawn facility amount and (ii) an arrangement fee of 2.00% on the facility amount where 1.5% has been paid on the closing date of the facility and 0.50% was paid at the first draw down. The facility is not convertible into any securities of the Corporation.

The facility is secured by (i) a bank account pledge from the Corporation and Nalunaq A/S, (ii) share pledges over all current and future acquired shares in Nalunaq A/S and Gardaq A/S held by the Corporation pursuant to the terms of share pledge agreements, (iii) a proceeds loan assignment agreement, (iv) a pledge agreement in respect of owner’s mortgage deeds and (v) a licence transfer agreement. During September 2024, the Corporation has drawn on this facility and the loan payable amount as of September 30, 2024, is $25,069,002.

This facility will be replaced by the new revolving credit facilities that are expected to be finalized subsequent to the interim financial reporting date (see note 6.4).

6.    CONVERTIBLE NOTES AND LOAN PAYABLE (CONT’d)

6.2 Convertible notes

Convertible notes represent $30.4 million (US$22.4 million) notes issued to ECAM LP (US$16 million), JLE Property Ltd. (US$4 million) and Livermore Partners LLC (US$2.4 million) on September 1, 2023 with a four-year term and a fixed interest rate of 5%. The conversion price of $0.90 per common share is the closing Canadian market price of the Amaroq shares on the day, prior to the closing day of the Debt Financing.

The convertible notes are denominated in US Dollars and will mature on September 30, 2027, being the date that is four years from the convertible note offering closing date. The principal amount of the convertible notes will be convertible, in whole or in part, at any time from one month after issuance into common shares of the Corporation ("Common Shares") at a conversion price of $0.90 (£0.525) per Common Share for a total of up to 33,629,068 Common Shares. The Corporation may repay the convertible notes and accrued interest at any time, in cash, subject to providing 30 days’ notice to the relevant noteholders, with such noteholders having the option to convert such convertible notes into Common Shares at the conversion price up to 5 days prior to the redemption date. If the Corporation chooses to redeem some but not all of the outstanding convertible notes, the Corporation shall redeem a pro rata share of each noteholder's holding of convertible notes. The Corporation shall pay a commitment fee to the holders of the convertible notes of, in aggregate, $5,511,293 (US$4,484,032), which shall be paid pro rata to each noteholder's holding of convertible notes. The commitment fee is payable on the earlier of (a) the date falling 20 business days after all amounts outstanding under the Bank Revolving Credit Facility have been repaid in full, but no earlier than the date that is 24 months a