EX-99.1 2 exhibit99-1.htm INTERIM FINANCIAL STATEMENTS Western Copper and Gold Corporation: Exhibit 99.1 - Filed by newsfilecorp.com

Western Copper and Gold Corporation
(Formerly Western Copper Corporation)
(An exploration stage company)

 
Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012
(Unaudited – prepared by management)
(Expressed in Canadian dollars)

 

 

NOTICE TO READER:
These condensed interim consolidated financial statements have not been reviewed by the Company's external auditors. These statements have been prepared by and are the responsibility of the Company’s management. This notice is being provided in accordance with National Instrument 51-102 - Continuous Disclosure Obligations.



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Condensed Interim Consolidated Financial Statements
(Unaudited – prepared by management)
(Expressed in Canadian dollars)

CONSOLIDATED BALANCE SHEETS

          March 31, 2012     December 31, 2011  
           
ASSETS   Note              
                   
Cash and cash equivalents   -     950,413     1,363,136  
Short-term investments   4     6,624,525     8,102,432  
Other assets   -     383,690     452,289  
CURRENT ASSETS         7,958,628     9,917,857  
                   
Property and equipment   -     68,380     82,057  
                   
Exploration and evaluation assets   5     43,734,281     42,114,531  
                   
ASSETS         51,761,289     52,114,445  
                   
LIABILITIES                  
                   
Accounts payable and accrued liabilities   -     1,048,503     1,192,197  
                   
LIABILITIES         1,048,503     1,192,197  
                   
SHAREHOLDERS’ EQUITY                  
                   
Share capital   6     104,217,164     103,747,315  
Contributed surplus   -     29,870,978     29,348,559  
Deficit   -     (83,375,356 )   (82,173,626 )
                   
SHAREHOLDERS’ EQUITY         50,712,786     50,922,248  
                   
LIABILITIES AND SHAREHOLDERS’ EQUITY         51,761,289     52,114,445  
                   
Commitments   9              

Approved by the Board of Directors

   /s/ Robert J. Gayton   Director    /s/ Robert Byford   Director

- 2 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Condensed Interim Consolidated Financial Statements
(Unaudited – prepared by management)
(Expressed in Canadian dollars)

CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

For the three months ended March 31,         2012     2011  
        $   $  
    Note              
CORPORATE EXPENSES                  
Accounting and legal   -     63,496     75,705  
Filing and regulatory fees   -     120,754     138,305  
Office and administration   -     826,143     422,239  
Shareholder communication   -     172,110     121,348  
                   
LOSS BEFORE OTHER ITEMS         1,182,503     757,597  
                   
OTHER ITEMS                  
Plan of arrangement costs   3     45,798     -  
Foreign exchange   -     2,895     2,060  
Interest income   -     (29,466 )   (72,257 )
                   
LOSS AND COMPREHENSIVE LOSS         1,201,730     687,400  
                   
BASIC AND DILUTED LOSS PER SHARE         0.01     0.01  
                   
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING
 
   
93,264,041
   
91,613,870
 

- 3 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Condensed Interim Consolidated Financial Statements
(Unaudited – prepared by management)
(Expressed in Canadian dollars)

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the three months ended March 31,         2012     2011  
        $   $  
Cash flows provided by (used in)   Note              
                   
OPERATING ACTIVITIES                  
                   
Loss for the period   -     (1,201,730 )   (687,400 )
                   
ITEMS NOT AFFECTING CASH                  
         Amortization   -     -     2,308  
         Share-based payments   8     595,554     106,387  
ITEMS NOT AFFECTING CASH         595,554     108,695  
                   
Change in non-cash working capital items   -     22,038     (15,073 )
                   
OPERATING ACTIVITIES         (584,138 )   (593,778 )
                   
FINANCING ACTIVITIES                  
                   
Share issuance costs   -     -     (317,715 )
Exercise of stock options   7     301,500     257,408  
                   
FINANCING ACTIVITIES         301,500     (60,307 )
                   
INVESTING ACTIVITIES                  
                   
Redemption (purchase) of short-term investments   -     1,500,000     500,000  
Exploration and evaluation expenditures   -     (1,630,085 )   (970,913 )
                   
INVESTING ACTIVITIES         (130,085 )   (470,913 )
                   
DECREASE IN CASH AND CASH EQUIVALENTS         (412,723 )   (1,124,998 )
                   
Cash and Cash Equivalents – Beginning         1,363,136     1,630,698  
                   
CASH AND CASH EQUIVALENTS - ENDING         950,413     505,700  

- 4 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Condensed Interim Consolidated Financial Statements
(Unaudited – prepared by management)
(Expressed in Canadian dollars)

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

    Number of     Share     Contributed     Deficit     Shareholders’  
    Shares     Capital     Surplus           Equity  
               
                               
DECEMBER 31, 2010   91,487,836     99,352,358     29,271,320     (34,359,602 )   94,264,076  
                               
Exercise of stock options   1,514,667     2,728,084     -     -     2,728,084  
Transfer of stock option value   -     1,666,873     (1,666,873 )   -     -  
Share-based payments   -     -     1,744,112     -     1,744,112  
Fair value of distributed assets   -     -     -     (25,808,211 )   (25,808,211 )
Loss and comprehensive loss   -     -     -     (22,005,813 )   (22,005,813 )
                               
DECEMBER 31, 2011   93,002,503     103,747,315     29,348,559     (82,173,626 )   50,922,248  
                               
Exercise of stock options   280,000     301,500     -     -     301,500  
Transfer of stock option value   -     168,349     (168,349 )   -     -  
Share-based payments   -     -     690,768     -     690,768  
Loss and comprehensive loss   -     -     -     (1,201,730 )   (1,201,730 )
                               
MARCH 31, 2012   93,282,503     104,217,164     29,870,978     (83,375,356 )   51,712,786  

- 5 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

1.

NATURE OF OPERATIONS

     

Western Copper and Gold Corporation (“Western” or the “Company”), formerly Western Copper Corporation, is an exploration stage company that is directly engaged in exploration and development of the Casino Project located in Yukon, Canada.

     

The Company is incorporated in British Columbia, Canada. Its head office is located at 1111 West Georgia Street, Vancouver, British Columbia.

     

The recoverability of the amounts shown for exploration and evaluation assets is dependent upon the existence of economically recoverable reserves and the Company’s ability to secure and maintain title and beneficial interest in the Casino Project, to obtain the necessary financing to continue the exploration and future development of the Casino Project, or to realize the carrying amount through a sale or partial disposal.

     

The Company will have to raise additional funds to complete the exploration and development of the Casino Project. While it has been successful in doing so in the past, there can be no assurance that it will be able to do so in the future.

     
2.

BASIS OF PRESENTATION

     
a.

Summary of significant accounting policies

     

These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) applicable to the preparation of interim financial statements, as issued by the International Accounting Standards Board (“IASB”), including International Accounting Standard 34 - Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the Company’s annual consolidated financial statements for the year ended December 31, 2011, which have been prepared in accordance with IFRS as issued by the IASB.

     

The accounting policies applied in these condensed interim consolidated financial statements are based on IFRS effective for the year ending December 31, 2012, as issued and outstanding as of May 10, 2012, the date the Board of Directors approved these financial statements.

     
b.

Accounting estimates

     

The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates, and assumptions that affect the application of policies and reported amounts of assets and liabilities and disclosures of contingent assets and contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

     

Actual results could differ from those estimates. Significant accounts that require estimates as the basis for determining the stated amounts include exploration and evaluation assets, share-based payments, the fair value of assets distributed pursuant to the plan of arrangement, allocation of financing proceeds, and income and mining taxes. Differences may be material.

- 6 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

 

The estimated cash flows used to assess recoverability of the Company’s exploration and evaluation asset carrying value are developed using management’s projections for long-term average copper, gold and molybdenum prices, recoverable reserves, operating costs, capital expenditures, reclamation costs, and applicable foreign currency exchange rates. Management makes estimates relating to current and future market conditions. There are inherent uncertainties related to these factors and management’s judgment when using them to assess the recoverability of exploration and evaluation assets.

     
 

The Company believes that the estimates applied in the assessment of recoverability are reasonable; however such estimates are subject to significant uncertainties and judgments. Although management has made its best estimate of these factors based on current conditions, it is possible that the underlying assumptions can change significantly and impairment charges may be required in future periods. Such charges could be material.

     
3.

PLAN OF ARRANGEMENT

   

On October 17, 2011, Western Copper Corp. (“Western Copper”) completed a plan of arrangement (the “Arrangement”) involving Western Copper and two of its subsidiaries formed on August 3, 2011 for the purposes of the Arrangement: Copper North Mining Corp. (“Copper North”), and NorthIsle Copper and Gold Inc. (“NorthIsle”). Pursuant to the Arrangement, Western Copper transferred the Carmacks Copper Project, the Redstone Project, and $2 million in cash to Copper North and the Island Copper property and $2.5 million in cash to NorthIsle in consideration for common shares of each respective company. Western Copper then changed its name to Western Copper and Gold Corp. (“Western”) and distributed the common shares of Copper North and NorthIsle to Western’s shareholders.

   

For each common share of Western Copper held as at the effective date of the Arrangement, each shareholder of Western Copper received one common share of Western, 0.5 of a common share of Copper North, and 0.5 of a common share of NorthIsle. Upon closing of the Arrangement, Copper North and NorthIsle were owned exclusively by existing Western Copper shareholders.

   

Holders of outstanding Western Copper warrants (“Warrants”) immediately prior to the effective date are entitled to receive, upon exercise of each such Warrant at the same original exercise price and in accordance with the terms of such Warrant, one common share of Western, 0.5 of a common share of Copper North, and 0.5 of a common share of NorthIsle; all in lieu of the one Western Copper common share that was issuable upon exercise of such Warrant immediately prior to the effective date. Upon the exercise of each Warrant, 13% of the proceeds will be payable to Copper North and 10% of the proceeds will be payable to NorthIsle. Western is entitled to retain 77% of the proceeds from each Warrant exercised.

   

Each Western Copper stock option outstanding on the effective date (“Old Option”) was exchanged for one Western stock option (“New Option”), 0.5 of a NorthIsle stock option, and 0.5 of a Copper North stock option. The exercise price of a New Option equals that of an Old Option less the exercise price allocated to the Copper North and NorthIsle stock options. Other than the exercise price, the New Options have the same terms as the Old Options. The stock options granted by Copper North and NorthIsle as part of the Arrangement vested immediately. The expiry dates remain the same as the Old Options unless the stock option holder does not continue to participate in the respective company; in which case the stock options will expire on October 17, 2012.

   

The fair value of the distributed shares was determined by multiplying the amount of common shares distributed by the closing price of those common shares on October 24, 2011, the first day that NorthIsle and Copper North traded on the TSX Venture Stock Exchange. This figure totaled $25,808,211.

- 7 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

4.

SHORT-TERM INVESTMENTS


      March 31, 2012     December 31, 2011  
       
               
  Principal   6,600,000     8,100,000  
  Accrued interest   24,525     2,432  
               
      6,624,525     8,102,432  

Short-term investments consist of Guaranteed Investment Certificates held with Canadian chartered banks. All certificates are redeemable in full or in part at the Company’s option without penalty. Interest is paid on amounts redeemed subsequent to 30 days from the date of acquisition of the investment. Short-term investments held at March 31, 2012 and December 31, 2011 bear an interest rate of 1.37%.

   
5.

EXPLORATION AND EVALUATION ASSETS


      Casino     Carmacks     Island Copper     Redstone     TOTAL  
             
                                 
  DECEMBER 31, 2010   33,796,624     16,892,724     13,626,006     9,087,267     73,402,621  
                                 
  Claims maintenance   4,509     3,045     5,219     2,110     14,883  
  Engineering studies   3,651,970     -     374,880     -     4,026,850  
  Exploration & camp support   1,744,774     14,905     299,201     243,882     2,302,762  
  Permitting   2,433,440     260,797     87,740     -     2,781,977  
  Reclamation obligation   -     (80,300 )   -     -     (80,300 )
  Salary & wages   209,526     28,409     96,363     5,000     339,298  
  Share-based payments   273,688     23,745     63,708     8,139     369,280  
  Distributed to shareholders   -     (17,143,325 )   (14,553,117 )   (9,346,398 )   (41,042,840 )
                                 
  DECEMBER 31, 2011   42,114,531     -     -     -     42,114,531  
                                 
  Claims maintenance   18,447     -     -     -     18,447  
  Engineering studies   490,090     -     -     -     490,090  
  Exploration & camp support   18,751     -     -     -     18,751  
  Permitting   931,385     -     -     -     931,385  
  Salary & wages   65,863     -     -     -     65,863  
  Share-based payments   95,214     -     -     -     95,214  
                                 
  MARCH 31, 2012   43,734,281     -     -     -     43,734,281  

Casino (100% ownership)

The Casino porphyry copper-gold-molybdenum property is located in Yukon, Canada.

Should it make a production decision, Western is required to make a payment of $1 million to a third party. Production from the claims is also subject to a 5% net profits interest.

- 8 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

6.

SHARE CAPITAL

     

Authorized share capital

     

Unlimited common shares without par value

     

Unlimited number of preferred shares without par value

     
7.

WARRANTS AND STOCK OPTIONS

     
a.

Warrants

     

There was no change to the Company’s outstanding warrants during the three months ended March 31, 2012.

     

Warrants outstanding are as follows:


  Warrants outstanding, Number of
Average  
  by exercise price warrants
remaining  
   
contractual life  
   
years  
           
  $2.60 2,150,000   0.68  
  $3.45 4,697,750   0.73  
           
  MARCH 31, 2012 6,847,750   0.71  

 

Pursuant to the Arrangement described in note 3, Western is only entitled to retain 77% of the exercise price from each warrant exercised.

     
  b.

Stock options

     
 

Based on the stock option plan approved by the Company’s shareholders at the annual general meeting held on June 24, 2009, the Company may issue stock options for the purchase of up to 10% of issued capital. The exercise price of the stock options shall be greater than, or equal to, the market value of the Company’s common shares on the last trading day immediately preceding the date of grant. Stock options vest over a two year period from the date of grant unless otherwise determined by the directors. The maximum stock option term is 10 years. At March 31, 2012, the Company could issue an additional 5,294,583 stock options under the terms of the plan.

     
 

A summary of the Company’s stock options outstanding and the changes for the period then ended, is presented below:


    Number of   Weighted average  
    Stock options   exercise price  
        $    
           
  DECEMBER 31, 2011 4,313,667   1.77  
           
  Exercised (280,000 ) 1.08  
           
  MARCH 31, 2012 4,033,667   1.82  

- 9 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

Stock options outstanding are as follows:

  Stock options outstanding,   Number of     Weighted average     Average  
  by exercise price   Stock options     exercise price     remaining  
                  contractual life  
              years  
                     
  $0.55 - 0.79   1,193,667     0.70     2.84  
  $1.14   445,000     1.14     1.23  
  $1.50 – 1.85   720,000     1.71     1.38  
  $2.84   1,675,000     2.84     4.29  
                     
  MARCH 31, 2012   4,033,667     1.82     3.00  

Of the total stock options outstanding, 2,048,109 were vested and exercisable at March 31, 2012. The weighted average exercise price of vested stock options is $1.11 and the average remaining contractual life is 1.90 years.

   
8.

SHARE-BASED PAYMENTS

   

Costs associated with share-based payments have been allocated to the following line items:


  For the three months ended March 31,   2012     2011  
       
  STATEMENT OF LOSS            
               
  ADMINISTRATIVE EXPENSES            
     Office and administration   555,159     87,378  
     Shareholder communication   40,395     19,009  
      595,554     106,387  
               
  BALANCE SHEET            
               
  EXPLORATION AND EVALUATION ASSETS            
     Casino   95,214     30,036  
     Carmacks   -     1,446  
     Island Copper   -     7,757  
      95,214     39,239  
               
  SHARE-BASED PAYMENTS   690,768     145,626  

The fair value of share-based payments is determined at the time of grant using the Black-Scholes option pricing model. Option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in the subjective input assumptions can materially affect the fair value estimate.

- 10 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

On October 17, 2011, the Company modified the exercise price of all outstanding stock options pursuant to the Arrangement described in note 3. All other terms remain the same.

The incremental fair value associated with the stock option modification was determined using the Black-Scholes option pricing model. The incremental value is the difference between the fair value of the stock options on October 17, 2011 at the original exercise price and the fair value of the stock options on October 17, 2011 at the new exercise price. Of the total incremental fair value of $187,923, $133,293 was recognized on the transaction date. The remainder will be amortized over the remaining vesting period of each stock option.

The following range of assumptions was used to calculate the incremental fair value of the modified stock options:

  Market price per common share   $2.33  
  Expected option term (years)   0.24 - 4.91  
  Expected stock price volatility   81 - 101%  
  Average risk-free interest rate   1.0 – 1.5%  
  Expected dividend yield   -  
  Expected forfeiture rate   -  

The Company has not granted stock options during the three months ended March 31, 2012. The following is a summary of stock options granted by the Company in 2011 and the fair value assigned to each stock option grant. The fair value was calculated using the Black-Scholes option pricing model and the following inputs and assumptions:

  Inputs and assumptions September 14, 2011 July 6, 2011
       
  Stock options granted 200,000 1,475,000
  Exercise price $3.11 $3.11
       
  Market price $2.94 $3.11
  Expected option term (years) 3.05 3.02
  Expected stock price volatility 109% 114%
  Average risk-free interest rate 1.10% 1.82%
  Expected dividend yield - -
  Expected forfeiture rate - -
       
  FAIR VALUE ASSIGNED $386,000 $3,141,750

9.

COMMITMENTS

   

The Company has an agreement to lease its head office space until May 31, 2016. The total amount of payments remaining during the course of the agreement as at March 31, 2012 is $1,070,000. Of this amount, $242,000 is due within the next twelve months.

   

Commitments related to exploration and evaluation assets are described in note 5.

- 11 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

10.

RELATED PARTY TRANSACTIONS

   

The Company had related party transactions with Ravenwolf Resource Group Ltd. (“Ravenwolf”), a private company owned equally by Western, NorthIsle, and Copper North. Ravenwolf provides administration, accounting and other services to its owners on a cost-recovery basis. The related party transactions incurred during the period were in the normal course of operations.

   

Amounts charged by Ravenwolf were categorized as follows:


  For the three months ended March 31,   2012     2011  
       
               
  Office and administration   250,422     -  
  Shareholder communication   27,217     -  
  Exploration and evaluation assets   66,602     -  
               
      344,241     -  

Other assets of the Company include amounts receivable of $124,000 from Ravenwolf for advances made by Western to fund Ravenwolf’s working capital. This amount is non-interest bearing, unsecured and payable on demand.

The Company’s related parties also include its directors and officers. The remuneration of directors and officers during the period was as follows:

  For the three months ended March 31,   2012     2011  
       
               
  Salaries and director fees   210,775     207,651  
  Share-based payments   475,347     104,718  
               
      686,122     312,369  

Share-based payments represent the fair value of stock options previously granted to directors and officers that was recognized during the periods presented above.

   
11.

SEGMENTED INFORMATION

   

The Company’s operations are primarily directed towards the acquisition, exploration, and future development of resource properties in Canada. All interest income is earned in Canada and all assets are held in Canada.

   
12.

CAPITAL MANAGEMENT

   

Western is a mineral exploration company with a primary focus of advancing its Casino Project towards production. Its principal source of funds is the issuance of common shares. The Company considers capital to be equity attributable to common shareholders, comprised of share capital, contributed surplus, and deficit. It is the Company’s objective to safeguard its ability to continue as a going concern so that it can continue to explore and develop its Casino Project.

- 12 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

Western manages its capital structure based on the funds available for its operations and makes adjustments for changes in economic conditions, capital markets and the risk characteristics of the underlying assets. To maintain its objectives, the Company may attempt to issue new shares, seek debt financing, acquire or dispose of assets or change the timing of its planned exploration and development activities. There is no assurance that these initiatives will be successful.

     

To facilitate the management of its capital, Western prepares annual expenditure budgets and updates them as necessary, depending on various factors, many of which are beyond the Company’s control. The Board of Directors approves all annual budgets and subsequent updates.

     

The Company monitors its cash position and its short-term investments on a regular basis to determine whether sufficient funds are available to meet its short-term and long-term corporate objectives. The Company also seeks to provide liquidity and limit credit risk by acquiring investments that are guaranteed by Canadian governments or by a Canadian chartered bank and that are redeemable in portion or in full at the Company’s option without penalty.

     

There was no change in the Company’s approach to capital management during the period. Western has no debt and does not pay dividends. Neither the Company nor any of its subsidiaries is subject to externally imposed capital requirements.

     
13.

FINANCIAL INSTRUMENT RISK

     

The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company has exposure to market, liquidity, credit, currency, and interest rate risks from the use of financial instruments. Financial instruments consist of cash and cash equivalents, short-term investments, other receivables, and accounts payable and accrued liabilities.

     
a.

Market risk

     

The Company does not generate cash from its operating activities. Its principal source of funds is the issuance of common shares. It uses the capital raised from the issuance of its common shares to explore and develop its Casino Project with the goal of increasing the price of the Company’s common shares. Western’s common shares are publicly traded. As such, the price of its common shares is susceptible to factors beyond management’s control including, but not limited to, fluctuations in commodity prices and foreign exchange rates and changes in the general market outlook. Should Western require funds during a time when the price of its common shares is depressed, the Company may be required to accept significant dilution to maintain enough liquidity to continue operations or may be unable to raise sufficient capital to meet its obligations.

     
b.

Liquidity risk

     

Liquidity risk is the risk that the Company will be unable to meet its financial obligations as they come due. The Company uses cash forecasts to ensure as far as possible that there is sufficient cash on hand to meet short-term business requirements. Cash is invested in highly liquid investments which are available to discharge obligations when they come due. The Company does not maintain a line of credit.

- 13 -



Western Copper and Gold Corporation (Formerly Western Copper Corporation)
Notes to the Condensed Interim Consolidated Financial Statements
For the three months ended March 31, 2012 (unaudited – prepared by management)
(Expressed in Canadian dollars)

  c.

Credit risk

     
 

Financial instruments that potentially subject the Company to credit risk consist primarily of cash and cash equivalents and short-term investments. These financial instruments are at risk to the extent that the institutions issuing or holding them cannot redeem amounts when they are due or requested. To limit its credit risk, the Company uses a restrictive investment policy. It deposits cash and cash equivalents in Canadian chartered banks and purchases short-term investments that are guaranteed by Canadian governments or by Canadian chartered banks.

     
  d.

Currency risk

     
 

Currency risk is the risk that the Company will lose significant purchasing power to operate its business as a result of changes in currency rates. The Company raises funds in Canadian dollars. The majority of the Company’s expenditures are incurred in Canadian dollars. To limit its exposure to currency risk, Western maintains the majority of its cash and cash equivalents and short-term investments in Canadian dollars. The Company did not have a material amount of financial instruments denominated in foreign currencies as at March 31, 2012 or December 31, 2011.

     
  e.

Interest rate risk

     
 

The Company is exposed to interest rate risk on its cash and cash equivalents and its short-term investments to the extent that the institutions that hold or issue those instruments cannot pay the interest earned on them by Western. Potential losses in interest income are not material.

- 14 -