EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 Osisko Development Corp.: Exhibit 99.1 - Filed by newsfilecorp.com

 

OSISKO DEVELOPMENT CORP.

 

. . . . . . . . . . . . . . . . . .

Unaudited Condensed Interim

Consolidated Financial Statements

For the three and nine months ended

September 30, 2022


Osisko Development Corp.
Consolidated Statements of Financial Position
As at September 30, 2022 and December 31, 2021
(Unaudited)

(Expressed in thousands of Canadian dollars)

      September 30,
2022
    December 31,
2021
 
  Notes   $     $  
               
Assets              
               
Current assets              
               
Cash 4   133,138     33,407  
Amounts receivable 5   16,400     7,951  
Inventories 6   10,848     18,596  
Other current assets     7,718     1,471  
      168,104     61,425  
               
Non-current assets              
               
Investments in associates 7   8,900     12,964  
Other investments 7   31,486     49,516  
Mining interests 3,8   613,898     475,621  
Property, plant and equipment 3,9   100,245     83,712  
Exploration and evaluation 3,10   49,383     3,635  
Other assets     35,899     16,251  
      1,007,915     703,124  
               
Liabilities              
               
Current liabilities              
               
Accounts payable and accrued liabilities 11   31,414     25,117  
Deferred premium on flow-through shares 15   -     914  
Lease liabilities 13   1,360     8,104  
Contract liability 14   1,961     3,822  
Current Portion of long term debt 12   4,542     1,610  
Environmental rehabilitation provision 16   10,571     2,287  
Deferred Consideration and contingent payments 3   3,427     -  
      53,275     41,854  
               
Non-current liabilities              
               
Long term debt 12   4,599     2,154  
Lease liabilities 13   182     1,762  
Contract liability 14   55,045     20,998  
Environmental rehabilitation provision 16   44,827     50,949  
Warrant liability     19,691     -  
Deferred Consideration and contingent payments 3   13,164     -  
Deferred income taxes 3   23,294     1,205  
      214,077     118,922  
               
Equity              
               
Share capital 17   1,032,797     714,373  
Warrants 17   1,573     -  
Contributed surplus     10,793     6,436  
Accumulated other comprehensive income     7,510     6,764  
Deficit     (258,835 )   (143,371 )
      793,838     584,202  
      1,007,915     703,124  

APPROVED ON BEHALF OF THE BOARD  
(signed) Sean Roosen, Director (signed), Charles Page, Director

 


Osisko Development Corp.
Consolidated Statements of Loss
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)


      Three months ended
September 30
    Nine months ended
September 30, 
 
      2022     2021     2022      2021  
  Notes   $     $     $      $  
                           
Revenues     22,791     3,906     44,821     4,681  
Operating expenses                          
Cost of sales 19   (23,435 )   (3,906 )   (44,811 )   (4,681 )
Other operating cost 19   (21,444 )   -     (57,292 )   -  
General and administrative 20   (8,710 )   (6,862 )   (26,451 )   (15,533 )
Exploration and evaluation, net of tax credits     (90 )   (338 )   (367 )   (1,518 )
Impairment of assets 8   (81,000 )   (33,320 )   (81,000 )   (73,799 )
Operating loss     (111,888 )   (40,520 )   (165,100 )   (90,850 )
Accretion expense     (1,410 )   (314 )   (3,625 )   (446 )
Share of loss of associates     (103 )   (146 )   (575 )   (1,302 )
Gain on change in fair value of warrant liability     2,565     -     21,946     -  
Other income, net 21   7,104     5,282     21,280     9,055  
Loss before income taxes     (103,732 )   (35,698 )   (126,074 )   (83,543 )
                           
Income tax recovery (expense)     1     3,953     (1,489 )   6,694  
                           
Net loss     (103,731 )   (31,745 )   (127,563 )   (76,849 )
                           
Basic and diluted loss per share 22   (1.37 )   (0.71 )   (2.13 )   (1.68 )


Osisko Development Corp.
Consolidated Statements of Comprehensive Loss
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Expressed in thousands of Canadian dollars)


    Three months ended
September 30,
    Nine months ended
September 30,
 
    2022     2021     2022     2021  
    $     $     $     $  
                         
Net loss   (103,731 )   (31,745 )   (127,563 )   (76,849 )
                         
Other comprehensive income (loss)                        
                         
Items that will not be reclassified to the consolidated statements of loss                        
                         
Changes in fair value of financial assets at fair value through comprehensive income   (3,349 )   (16,111 )   (5,223 )   (18,713 )
Income tax effect   266     1,916     299     1,969  
Share of other comprehensive loss of associates   -     -     (294 )   -  
                         
Items that may be reclassified to the consolidated statements of loss                        
                         
Currency translation adjustments   14,413     (184 )   17,657     (1,474 )
                         
Other comprehensive income (loss)   11,330     (14,379 )   12,439     (18,218 )
                         
Comprehensive loss   (92,401 )   (46,124 )   (115,124 )   (95,067 )


Osisko Development Corp.
Consolidated Statements of Cash Flows
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Expressed in thousands of Canadian dollars)

      Three months ended
September 30,
    Nine months ended
September 30,
 
   
      2022     2021     2022     2021  
  Notes   $     $     $     $  
                           
Operating activities                          
Net loss     (103,731 )   (31,745 )   (127,563 )   (76,849 )
Adjustments for:                          
Share-based compensation     2,192     1,926     5,389     3,601  
Depreciation     2,569     16     9,883     80  
Accretion     2,411     312     3,625     446  
Loss (gain) on disposal of assets     (51 )   111     (11,905 )   (114 )
Share of loss of associates     104     145     576     1,302  
Net gain on acquisition of investments     -     (222 )   -     (222 )
Change in fair value of financial assets and liabilities at fair value through profit and loss     (2,561 )   467     (21,558 )   772  
Unrealized gain on dilution     -     -     -     (1,391 )
Unrealized Foreign exchange loss     (8,336 )   (993 )   (10,433 )   542  
Deferred income tax expense (recovery)     -     (3,954 )   1,490     (6,694 )
Impairment of assets 8   81,000     33,320     81,000     73,799  
Premium on flow-through shares 15   -     (2,600 )   (914 )   (5,868 )
Proceeds from Contract liability 14   27,414     -     27,414     5,653  
Other     (1,287 )   (2,687 )   528     (2,245 )
Net cash flows used in operating activities
before changes in non-cash working capital items
    (276 )   (5,904 )   (42,468 )   (7,188 )
Changes in non-cash working capital items 23   13,360     2,965     3,466     (11,877 )
Net cash flows used in operating activities     13,084     (2,939 )   (39,002 )   (19,065 )
                           
Investing activities                          
Mining interests     (12,820 )   (41,451 )   (37,746 )   (116,581 )
Property, plant and equipment     (5,541 )   (14,469 )   (14,619 )   (28,965 )
Exploration and evaluation expenses     (1,555 )   (3,250 )   (2,241 )   (4,413 )
Proceeds on disposals of investments     353     -     21,634     23,233  
Acquisition of investments in associates     -     (2,200 )   -     (2,200 )
Acquisition of other investments     (212 )   (7,741 )   (212 )   (9,156 )
Acquisition of Tintic, net of cash acquired 3   -     -     (66,627 )   -  
Reclamation deposit     -     -     (13,371 )   -  
Other     (765 )   (43 )   (1,803 )   (245 )
Net cash flows used in investing activities     (20,540 )   (69,154 )   (114,985 )   (138,327 )
                           
Financing activities                          
Private placements 17   -     -     255,543     38,841  
Issuance of common shares     114     -     114     -  
Share issue expense 17   -     -     (7,238 )   (2,581 )
Exercise of warrants     -     -     -     3  
Capital payments on lease liabilities 13   (396 )   (1,588 )   (6,295 )   (3,956 )
Long-term debt     1,202     -     8,738     -  
Repayment of long-term debt     (1,082 )   -     (3,662 )   -  
Net cash flows (used in) provided by financing activities     (162 )   (1,588 )   247,200     32,307  
Increase (decrease) in cash before impact of exchange rate     (7,618 )   (73,681 )   93,213     (125,085 )
Effects of exchange rate changes on cash     4,454     1,210     6,518     (191 )
                           
Increase (decrease) in cash     (3,164 )   (72,471 )   99,731     (125,276 )
Cash - Beginning of period     136,302     144,622     33,407     197,427  
Cash - end of period     133,138     72,151     133,138     72,151  



Osisko Development Corp.
Consolidated Statements of Changes in Equity
For the nine months ended September 30, 2022
(Unaudited)

(Expressed in thousands of Canadian dollars except number of shares)


      Number of                       Accumulated              
      common                       other     Retained        
      shares     Share           Contributed     comprehensive     earnings        
  Notes   Outstanding(i)     capital     Warrants     surplus     income (loss)     (deficit)     Total  
            ($)     ($)     ($)     ($)     ($)     ($)  
Balance - January 1, 2022 17   44,400,854     714,373     -     6,436     6,764     (143,371 )   584,202  
                                             
Net loss     -     -     -     -     -     (127,563 )   (127,563 )
Other comprehensive loss     -     -     -     -     12,439     -     12,439  
Comprehensive loss     -     -     -     -     12,439     (127,563 )   (115,124 )
Transfer of realized loss on financial assets at fair value through other comprehensive income, net of taxes     -     -     -     -     (11,693 )   11,693     -  
Private placements - Brokered 17   7,752,917     101,873     1,628     -     -     -     103,501  
Private placements - Non-Brokered 17   11,363,933     112,207     -     -     -     -     112,207  
Share-issue costs     -     (6,231 )   (55 )   -     -     -     (6,286 )
Share options - Share-based compensation     -     -     -     2,511     -     -     2,511  
Equity-settled compensation plan     -     -     -     1,846     -     406     2,252  
Shares issued - employee share purchase plan   25,778     310     -     -     -     -     310  
Shares issued on Acquisition of Tintic 3   12,049,449     109,657     -     -     -     -     109,657  
Share issued from RSU/DSU Redemption     27,651     608     -     -     -     -     608  
Balance - September 30, 2022     75,620,582     1,032,797     1,573     10,793     7,510     (258,835 )   793,838  

(i) The common shares outstanding presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.  Common share, warrants and per share amounts have been adjusted for the 3:1 share consolidation unless noted otherwise.


Osisko Development Corp.
Consolidated Statements of Changes in Equity
For the nine months ended September 30, 2022
(Unaudited)

(Expressed in thousands of Canadian dollars except number of shares)


 
 
 
    Number of                 Accumulated              
      common                 other     Retained        
      shares     Share     Contributed     comprehensive     earnings        
  Notes   Outstanding     capital     surplus     income (loss)     (deficit)     Total  
            $     $     $     $     $  
                                       
Balance - January 1, 2021     39,649, 958     687,072     69     15,018     (2,593 )   699,566  
                                       
Net loss     -     -     -     -     (76,849 )   (76,849 )
Other comprehensive loss     -     -     -     (18,218 )   -     (18,218 )
Comprehensive loss     -     -     -     (18,218 )   (76,849 )   (95,067 )
                                       
Transfer of realized loss on financial assets at fair value through other comprehensive income, net of taxes     -     -     -     17,812     (17,812 )   -  
Private placements - Non-brokered 17   3,620,732     6,156     -     -     -     6,156  
Private placements - Flow-through 17   1,130,081     25,257     -     -     -     25,257  
Issue costs on financings (net of income taxes)     -     (1,897 )   -     -     -     (1,897 )
Share options - Share-based compensation     -     -     2,001     -     -     2.001  
Exercise of warrants     83     3     -     -     -     3  
                                       
Restricted share units (including from former Parent Company) Share-based compensation     -     -     1,160     -     -     1,160  
Deferred share units to be settled in common shares - Share-based compensation     -     -     902     -     -     902  
Income tax impact     -     -     (159 )   -     -     (159 )
                                       
Balance - September 30, 2021     44,400,854     716,591     3,973     14,612     (97,254 )   637,922  

(i) The common shares outstanding presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.  Common share, warrants and per share amounts have been adjusted for the 3:1 share consolidation unless noted otherwise.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

1. Nature of operations

Osisko Development Corp. ("Osisko Development" or the "Company") is a mineral exploration and development company focused on the acquisition, exploration and development of precious metals resource properties in North and Central America.  The common shares of Osisko Development began trading on the TSX Venture Exchange ("TSX-V") on December 2, 2020 and on the New York Stock Exchange ("NYSE") under the symbol "ODV" on May 27, 2022. The Company's registered and business address is 1100, avenue des Canadiens-de-Montréal, suite 300, Montreal, Québec.  The common shares outstanding presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.  Common share, warrants and per share amounts have been adjusted for the 3:1 share consolidation unless noted otherwise.

On September 30, 2022, the former parent Company, Osisko Gold Royalties (OGR) held an interest of 44.1% (compared to 75.1% as at December 31, 2021) in Osisko Development Corp. Effective on September 30, 2022, following certain changes made to OGR's investment agreement with Osisko Development, it was determined that OGR was no longer in a position of control over Osisko Development.

The principal subsidiaries of the Company and their geographic locations at September 30, 2022 were as follows:

Entity Jurisdiction % ownership
Barkerville Gold Mines Ltd. ("Barkerville") British Columbia 100%
Sapuchi Minera, S. de R.L. de C.V. ("Sapuchi") Mexico 100%
Tintic Consolidated Metals LLC ("Tintic")  USA  100%

Osisko Development is focused on exploring and developing its mining assets, including the Cariboo Gold Project in British Columbia, the San Antonio gold project in Mexico and Trixie test mine in the USA.

As at September 30, 2022, the Company's working capital was $114.8 million, which included cash of $133.1 million, and, the Company incurred a loss of $127.6 million for the nine months ended on September 30, 2022. With the financings completed in May 2022 (note 17), management believes that the Company will have sufficient funds to meet its obligations and planned expenditures for the ensuing twelve months as they fall due. In assessing whether the going concern assumption is appropriate, management considers all available information about the future, which is at least, but not limited to, twelve months from the end of the reporting period. In order to execute on its planned activities, the Company will be required to secure additional financing in the future, which may be completed in several ways including, but not limited to, a combination of selling additional investments from its portfolio, project debt finance, offtake or royalty financing and other capital market alternatives. Failure to secure future financings may impact and/or curtail the planned activities for the Company, which may include, but are not limited to, the suspension of certain development activities and the disposal of certain investments to generate liquidity.

2. Basis of presentation 

These unaudited condensed interim consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") applicable to the preparation of interim financial statements, including IAS 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, 2021, which have been prepared in accordance with IFRS as issued by the IASB. The accounting policies, methods of computation and presentation applied in these unaudited condensed interim consolidated financial statements are consistent with those of the previous financial year, unless otherwise noted.

The Board of Directors approved these condensed interim consolidated financial statements on November 7, 2022.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

3. Acquisition of Tintic Consolidated Metals LLC

On May 27, 2022, the Company completed its previously announced acquisition of Tintic Consolidated Metals LLC, which owns the producing Trixie test mine, as well as mineral claims in Central Utah's historic Tintic Mining District (the "Tintic Transaction").

Under the terms of the Tintic Transaction, the Company funded the acquisition through:

(i) the issuance of 12,049,449 common shares of Osisko Development;

(ii) aggregate cash payments of approximately US$58.7 million ($74.7million)

(iii) the issuance of an aggregate of 2% NSR royalties, with a 50% buyback right in favour of Osisko Development exercisable within five years;

(iv) US$12.5 million in deferred payments ($15.9 million); and

(v) the granting of certain other contingent payments, rights and obligations.

During the three and nine months ended September 30, 2022, transaction costs related to the acquisition were expensed under general and administrative expenses and amounted to approximately $1.0 million and $5.6 million respectively.  The total consideration paid amounted to approximately US$156.6 million ($199.5 million).

In accordance with IFRS 3, Business Combinations, a business combination is a transaction in which an acquirer obtains control of a business which is defined as an integrated set of activities and assets that is capable of being conducted and managed to provide a return to investors. For an integrated set of activities and assets to be considered a business, the set needs to contain inputs, and processes. The acquisition of Tintic meets the definition of a business combination as Tintic generates revenues and has processes. Consequently, the transaction has been recorded as a business combination.

The provisional purchase price allocation over the identifiable net assets of Tintic may be subject to change. Information to confirm the fair value of certain assets and liabilities, mainly the mining interests and plant and equipment, the exploration and evaluation assets, the fair value of certain liabilities and the carrying value of the deferred income tax liability, are still to be obtained or confirmed. The allocation is expected to be completed by December 31, 2022.

The table below presents the provisional purchase price allocation based on the best available information to the Company to date:

Consideration paid   $  
         
  Issuance of 12,049,449 common shares of Osisko Development   109,656  
  Cash   63,881  
  Convertible instruments(i)   10,827  
  Fair value of deferred consideration of US$12.5 million (CA$15.9 million)   13,414  
  Fair value of other contingent payments, rights and obligations   1,695  
      199,473  
         
Net assets acquired   $  
         
  Cash   871  
  Other current assets   1,834  
  Mining assets   169,175  
  Plant and equipment   13,054  
  Exploration and evaluation   38,508  
  Other non-current assets   1,735  
  Current liabilities   (1,322 )
  Non-current liabilities   (4,925 )
  Deferred income tax liability   (19,457 )
      (199,473 )


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

3. Acquisition of Tintic Consolidated Metals LLC (continued)

(i) Represents the convertible instruments amounting to US$8.5 million ($10.8 million) issued to the sellers prior to the closing of the Tintic Transaction (Note 7), which were part of the acquisition price.

For the nine months ended September 30, 2022, the revenues and net earnings (losses) of the acquiree included in the consolidated statement of loss amounted respectively to $11.5 million and $(1.5) million.

4. Cash

As at September 30, 2022 and December 31, 2021, cash held in U.S. dollars amounted respectively to US$76 million (CA$104.2 million) and US$15.8 million (CA$20 million).

5. Amounts receivable

    September 30,     December 31,  
    2022     2021  
    $     $  
             
Trade receivables   2,591     499  
Exploration tax credits   12,474     6,648  
Sales taxes   1,321     803  
Other   14     1  
    16,400     7,951  

6. Inventories

    September 30,
2022
    December 31, 2021  
    $     $  
Current            
             
Ore in stockpiles   2,390     4,194  
Gold-in-circuit inventory   3,551     8,638  
Refined precious metals   319     1,113  
Supplies and other   4,588     4,651  
Total current inventories   10,848     18,596  

Refined precious metals, gold-in-circuit and ore in stockpiles are measured at the lower of weighted average production cost and net realizable value. Net realizable value is calculated as the difference between the estimated selling price and estimated costs to complete processing into a saleable form plus variable selling expenses. Production costs include the cost of materials, labour, mine site production overheads and depreciation to the applicable stage of processing. The cost of ore stockpiles is increased based on the related current cost of production for the period. During the quarter, a write-off of $7.1 million was recorded at Barkerville Gold Mines to assess current stockpiles at the net realizable value.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

7. Investments in associates & other investments

Investments in associates

       
September 30,
2022
     
December 31,
2021
 
      $     $  
               
Balance - Beginning of period   12,964     9,636  
  Acquisitions   -     1,748  
  Exercise of warrants   -     1,437  
  Transfer to Other investments   (15,343 )   -  
  Share of loss and comprehensive loss, net   (575 )   (1,703 )
  Net gain on ownership dilution   -     1,846  
  Gain on deemed disposal(i)   11,854     -  
Balance - End of period   8,900     12,964  

(i) In 2022, the gain on deemed disposal is related to an investment in an associate that was transferred to other investments as the Company has considered that it has lost its significant influence over the investee.

Other investments

        September 30,
2022
    December 31,
2021
 
        $     $  
Fair value through profit or loss (warrants & convertible loan)            
  Balance - Beginning of period   6,952     1,892  
    Acquisitions   4,438     6,915  
    Exercises   (117 )   (1,122 )
    Acquisition of Tintic (Note 3)   (10,827 )   -  
    Change in fair value   (388 )   (733 )
    Foreign exchange   51     -  
  Balance - End of period   109     6,952  
                 
Fair value through other comprehensive income (shares)            
  Balance - Beginning of period   42,564     98,616  
    Acquisitions   329     2,850  
    Disposals   (21,634 )   (43,055 )
    Change in fair value   (5,225 )   (15,847 )
    Transfer from associates   15,343     -  
                 
  Balance - End of period   31,377     42,564  
             
Total   31,486     49,516  

Other investments comprise common shares and warrants, almost exclusively from Canadian publicly traded companies.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

8. Mining interests

    September 30,
2022
    December 31,
2021
 
    $     $  
             
Cost - Beginning of period   475,621     385,802  
   Acquisition of Tintic   169,175     -  
   Additions   36,754     136,492  
   Mining tax credit   (6,275 )   (1,585 )
   Asset retirement obligation   (3,797 )   19,522  
   Depreciation capitalized   896     4,136  
   Share-based compensation capitalized   388     2,127  
   Transfers   -     (11,221 )
   Impairment   (81,000 )   (58,417 )
   Other adjustments   3,337     585  
   Currency translation adjustments   21,344     (1,820 )
Cost - End of period   616,443     475,621  
             
Accumulated depreciation - Beginning of period   -     -  
   Depreciation   2,385     -  
   Currency translation adjustments   160     -  
Accumulated depreciation - End of period   2,545     -  
             
Cost   616,443     475,621  
Accumulated depreciation   (2,545 )   -  
Net book value   613,898     475,621  

Osisko Gold Royalties Ltd holds a 5% NSR royalty on the Cariboo and Bonanza Ledge properties, owned by Barkerville, and a 15% gold and silver stream on the San Antonio property. The Cariboo and Bonanza Ledge properties 5% NSR royalty is perpetual and is secured by a debenture on all of Barkerville movable and immovable assets, including Barkerville's interest in the property and mineral rights, in an amount of not less than $150 million. The security shall be first ranking, subject to permitted encumbrances.

The recent market conditions, industry cost pressures and current inflationary environment were considered as indicators of impairment, among other facts and circumstances and, accordingly, management of Osisko Development performed an impairment assessment on all its projects including its San Antonio gold project as at September 30, 2022. The impairment assessment resulted in an impairment charge of $81.0 million on the San Antonio gold project for the three months ended September 30, 2022.

On September 30, 2022, the net assets of the San Antonio gold project was written down to its net estimated recoverable amount of $35.0 million which was determined by the value-in-use using a discounted cash-flows approach and reflected as an impairment of Mining Interests. The main valuation inputs used were the cash flows expected to be generated by the production and sale of gold from the San Antonio gold project over the estimated life of the mine, based on the expected long-term gold price per ouncecosts inflation forecastand the pre-tax real discount rate of 19.9% applied to the cash flow projections. A sensitivity analysis was performed by management of Osisko Development for the long-term gold price and the pre-tax real discount rate. If the long-term gold price per ounce applied to the cash flow projections had been 10% lower than management’s estimates, Osisko Development would have recognized an additional impairment charge of $35.0 million. If the pre-tax real discount rate applied to the cash flow projections had been 100 basis points higher than management’s estimates, Osisko Development would have recognized an additional impairment charge of $5.8 million.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

8. Mining interests (continued)

The Company tested its other Cash Generating Units (CGU), for impairment, and determined the recoverable amounts exceeded the carrying amounts.  The Company's assessments reflected a number of significant management assumptions and estimates relating to future cash flows projections and discount rate. Changes in these assumptions could impact the Company's conclusion, therefore there is a risk of impairment if there is a change in the near term if there is a change in the projections or discount rate.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

9. Property, plant and equipment

      Land and
Buildings
    Machinery
and
Equipment
    Construction
-in-progress
    September 30,
2022
    December
31, 2021
 
      $     $     $     $     $  
                                 
Cost- Beginning of period   18,859     50,133     24,249     93,241     25,713  
  Acquisition of Tintic   7,594     5,460     -     13,054     -  
  Additions   1,418     9,576     3,222     14,216     58,153  
  Disposals   -     (1,351 )   -     (1,351 )   (166 )
  Write-off   (70 )   (5,193 )   -     (5,263 )   (4,293 )
  Other adjustments   (896 )         -     (896 )   2,506  
  Transfers   -     5,393     (5,393 )   -     11,221  
  Currency translation adjustments   529     2,310     774     3,613     107  
Cost - End of period   27,434     66,328     22,852     116,614     93,241  
                                 
Accumulated depreciation - Beginning of period   2,385     7,144     -     9,529     4,515  
  Depreciation   1,398     8,092     -     9,490     6,754  
  Disposal   -     (192 )   -     (192 )   -  
  Other adjustments   -     -     -     -     2,496  
  Write-off   -     (2,687 )   -     2,687 )   (4,236 )
  Currency translation adjustments   (21 )   250     -     229     -  
 Accumulated depreciation - End of period   3,762     12,607     -     16,369     9,529  
                                 
Cost   27,434     66,328     22,852     116,614     93,241  
 Accumulated depreciation   (3,762 )   (12,607 )   -     (16,369 )   (9,529 )
 Net book value   23,672     53,721     22,852     100,245     83,712  

Property, plant and equipment includes right-of-use assets with a carrying value of $3.8 million as at September 30, 2022 ($12.9 million as at December 31, 2021).


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

10. Exploration and evaluation

      September 30,
2022
    December 31,
2021
 
      $     $  
Net book value - Beginning of period   3,635     41,870  
  Acquisition of Tintic   38,508     -  
  Additions   4,519     3,783  
  Depreciation capitalized   44     -  
  Impairment   -     (42,018 )
  Other adjustments   (461 )   -  
  Currency translation adjustments   3,138     -  
Net book value - End of period   49,383     3,635  
             
  Cost   149,590     103,842  
  Accumulated impairment   (100,207 )   (100,207 )
Net book value - End of period   49,383     3,635  

11. Accounts payable and accrued liabilities

    September 30,
2022
    December 31,
2021
 
    $     $  
             
Trade payables   20,762     11,756  
Other payables   4,865     5,335  
Income taxes payable   765     65  
Accrued liabilities   5,022     7,961  
    31,414     25,117  


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

12. Long-term debt

    September 30,
2022
    December 31,
2021
 
    $     $  
Balance - Beginning of period   3,764     -  
Additions- mining equipment financing   8,739     4,015  
             
Repayment of liabilities   (3,663 )   (251 )
Currency translation adjustments   301     -  
Balance - End of period   9,141     3,764  
             
Current long term debt   4,542     1,610  
Non-current  long term debt   4,599     2,154  
    9,141     3,764  

13.  Lease liabilities

      September 30,
2022
    December 31,
2021
 
      $     $  
Balance - Beginning of period   9,866     2,035  
  Acquisition of  Tintic   325     -  
  Additions   108     13,576  
               
  Repayment of liabilities   (6,638 )   (5,745 )
  Lease modifications and extinguishment   (2,133 )   -  
  Currency translation adjustments   14     -  
Balance - End of period   1,542     9,866  
             
  Current liabilities   1,360     8,104  
  Non-current liabilities   182     1,762  
    1,542     9,866  


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

14. Contract liability

On November 20, 2020, Sapuchi completed a gold and silver stream agreement with Osisko Bermuda Ltd, a subsidiary of Osisko Gold Royalties for US$15.0 million ($19.1 million). An amount of US$10.5 million was contributed in November 2020 and the remaining US$4.5 million was paid in February 2021.

Under the terms of the stream agreement, Osisko Bermuda Ltd will purchase 15% of the payable gold and silver from the San Antonio gold project at a price equal to 15% of the daily per ounce gold and silver market price. The initial term of the stream agreement is for 40 years and can be renewed for successive 10 year periods. The stream is also secured with (i) a first priority lien in all of the collateral now owned or hereafter acquired; (ii) a pledge by Osisko Development of its shares of Sapuchi Minera Holdings Two B.V. and (iii) a guarantee by Osisko Development. The interest rate used to calculate the accretion on the contract liability's financing component is 24%.

On August 12, 2022, Tintic completed a metals stream agreement with Osisko Bermuda Ltd, for US$20 million ($27.4 million).

Under the terms of the stream agreement, Osisko Bermuda Ltd will receive 2.5% of the refined metal production from Tintic until 27,150 ounces of refined gold have been delivered, and thereafter Osisko Bermuda Ltd will receive 2.0% of the refined metal production from Tintic. Osisko Bermuda Ltd will make ongoing cash payments to Tintic equal to 25% of the applicable spot metal price on the business day immediately preceding the date of delivery for each ounce of refined metal delivered pursuant to the stream agreement.

The movement of the contract liability is as follows:

      September 30,
2022
    December 31,
2021
 
      $     $   
Balance - Beginning of period   24,820     14,007  
  Deposits   27,414     5,652  
  Accretion on the contract liability's financing component   4,809     5,169  
  Cumulative catch-up adjustment   (2,551 )   507  
  Currency translation adjustment   2,514     (515 )
Balance - End of period   57,006     24,820  
             
  Current liabilities   1,961     3,822  
  Non-current liabilities   55,045     20,998  
    57,006     24,820  

Under IFRS 15, the stream agreements are considered to have a significant financing component. The Company therefore records notional non-cash interest, which is subject to capitalization into Mining interests, as borrowing costs.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

15. Flow-through shares liability

      September 30,
2022
    December 31,
2021
 
      $     $  
Balance - Beginning of period   914     -  
  Deferred premium on flow-through shares issued, net of share issue costs   -     7,885  
               
  Recognition of deferred premium on flow-through share   (914 )   (6,971 )
Balance - End of period   -     914  

As at September 30, 2022, the balance remaining of qualified Canadian exploration expenses to be spent is $nil.

16. Environmental rehabilitation provision

      September 30,
2022
    December 31,
2021
 
      $     $  
  Balance - Beginning of period   53,236     34,601  
  Acquisition of Tintic   4,599     -  
  New liabilities   262     20,433  
  Revision of estimates   (3,528 )   (1,457 )
  Accretion expense   2,185     1,192  
  Settlement of liabilities / payment of liabilities   (2,549 )   (1,240 )
  Currency translation adjustment   1,193     (293 )
  Balance - End of period   55,398     53, 236  
             
  Current liabilities   10,571     2,287  
  Non-current liabilities   44,827     50,949  
    55,398     53,236  

The environmental rehabilitation provision represents the legal and contractual obligations associated with the eventual closure of the Company's mining interests, property, plant and equipment and exploration and evaluation assets. As at September 30, 2022, the estimated inflation-adjusted undiscounted cash flows required to settle the environmental rehabilitation amounts to $70 million. The weighted average actualization rate used is 7.82% and the disbursements are expected to be made between 2022 and 2030 as per the current closure plans.

17. Share capital and warrants

Shares

Authorized: unlimited number of common shares, without par value

Issued and fully paid:  75,620,582 common shares


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Share Capital and warrants (continued)

The common shares outstanding presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.  Common share, warrants and per share amounts have been adjusted for the 3:1 share consolidation unless noted otherwise.

2022 Brokered private placement

On March 2, 2022, the Company completed a Brokered Private Placement issuing 9,525,850 Brokered Units at a price of $4.45 for gross proceeds of $42.4 million and 13,732,900 Brokered Subscription Receipts at a price of $4.45 for gross escrowed proceeds of $61.1 million, on a pre-share consolidation basis.  Each Brokered Unit is comprised of one common share and one warrant, with each warrant entitling the holder to purchase one additional common share at a price of $22.80 ($7.60 pre-share consolidation) per common share for a period of 5 years following the closing date of the Brokered Private Placement. On May 30, 2022, Brokered Subscription Receipt holders received one Brokered Unit for each Brokered Subscription Receipt, upon the Company satisfying all conditions precedent to the Tintic acquisition (the "Brokered Escrow Release Condition"). Total common share and warrants issued under the Brokered Private Placement on a post share consolidation basis amounts 7,752,917 respectively. Issuance costs related to the Brokered Units issued amounted to $3.5 million and have been allocated against the common shares and warrants issued.  The fair value of the warrants issued was evaluated using the residual method and were valued at $1.6 million, net of issuance costs.

2022 Non-Brokered private placements

The Company completed three tranches of the Non-Brokered Private Placements, issuing Non-Brokered Subscription Receipts at a price of US$3.50 (i) the first tranche closed on March 4, 2022 issuing 24,215,099 Non-Brokered Subscription Receipts for gross proceeds of US$84.8 million (CA$108 million) (ii) the second tranche of the Non-Brokered Private Placement closed on March 29, 2022 issuing 9,365,689 Non-Brokered Subscription Receipts for gross proceeds of US$32.8 million (CA$41.8 million), and (iii) the third tranche of the Non-Brokered Private Placement closed on April 21, 2022 issuing 512,980 Non-Brokered Subscription Receipts for gross proceeds of US$1.8 million (CA$2.3 million), on a pre-share consolidation basis.

On May 27, 2022, each Non-Brokered Subscription Receipt holder received one Unit, upon the listing of Osisko Development's common shares on the NYSE (the "Non-Brokered Escrow Release condition").  Each Unit is comprised of one common share and one common share purchase warrant, with each warrant entitling the holder to purchase one additional common share at a price of USD$18.00 (USD$6.00 pre-share consolidation) per common share for a period of 5 years from the date of issue.  Total common share and warrants issued under the Non-Brokered Private Placement on a post share consolidation basis amounts 11,363,933 respectively.

These warrants include an embedded derivative as they are exercisable in U.S. dollars and, therefore, fail the "fixed for fixed" requirements prescribed in IAS 32 Financial Instruments: presentation. As a result, they are classified as a liability and measured at fair value. Their value was estimated at $39.8 million on the issue date using the Black-Scholes model and they are presented as a non-current liability on the consolidated statement of financial position. The liability is revalued at its estimated fair value using the Black-Scholes model at the end of each reporting period, and the variation in the fair value is recognized on the consolidated statements of loss under other gains (losses), net. All securities issued under the Non-brokered Private Placement are subject to a hold period expiring four months and one day from the closing date.

For the three and nine months ended September 30, 2022, the Company recognized an unrealized gain of $2.6 million and $22 million on the fair value adjustment of the warrant liability respectively.  Issuance costs allocated to common shares amounted to $2.8 million. For the three and nine months ended September 30, 2022, the Company recorded in other income in the consolidated statement of loss $Nil and $1 million of issuance costs allocated to the warrants.

In absence of quoted market prices, the valuation of the warrants exercisable in USD, when granted and re-measured at fair value is determined by the Black-Scholes option pricing model based on the following range of assumptions:


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Share Capital and warrants (continued)

    2022  
       
Dividend per share   -  
Expected volatility   69%  
Risk-free interest rate   2.7% - 3%  
Expected life   4.7 - 5 years  
Share price USD   $4.80 - $7.15  

2021 Non-brokered private placement

In January and February 2021, Osisko Development closed the first and final tranches respectively of a non-brokered private placement for 3,620,732 units of Osisko Development at a price of $7.50 per unit (or the Canadian dollar equivalent of US$5.75 per unit) for aggregate gross proceeds of approximately $79.8 million, on a pre-share consolidation basis. Each unit consists of one common share of Osisko Development and one-half of one common share purchase warrant of Osisko Development, with each whole warrant entitling the holder thereof to acquire one common share of Osisko Development at a price of $30.00 per share ($10.00 per share pre-consolidation) (or the prevailing U.S. dollar equivalent at the time of exercise) on or prior to December 1, 2023. Share issue expenses related to this private placement amounted to $1.1 million.

2021 Flow-Through and Charity Flow-Through financing

In March 2021, the Company closed a bought deal private placement of: (i) 2,055,742 flow-through shares ("FT Shares") of the Company at a price of $9.05 per FT Shares; and (ii) 1,334,500 charity flow-through shares of the Company ("Charity FT Shares") at a price of $11.24 per Charity FT Share, for aggregate gross proceeds of $33.6 million, on a pre-share consolidation basis. The carrying value of the FT shares and the Charity FT shares is presented net of the liability related to the premium on FT shares of $7.9 million, which was recorded at the date of the issuance of the FT shares and the Charity FT shares. Share issue expenses related to this private placement amounted to $1.5 million.

Employee Share Purchase Plan

The Company offers an employee share purchase plan to its employees. Under the terms of the plan, the Company contributes an amount equal to 60% of the eligible employee's contribution towards the acquisition of common shares from treasury on a quarterly basis. Under this plan, no employee shall acquire common shares which exceed 10% of the issued and outstanding common shares of the issuer at the time of the purchase of the common shares.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Share Capital and warrants (continued)

Warrants

The following table summarizes the Company's movements for the warrants outstanding:

      September 30, 2022     December 31, 2021  
      Number of
Warrants
(i)
    Weighted
average
exercise price
    Number of
Warrants
    Weighted
average
exercise price
 
            $           $  
Balance - Beginning of period   4,929,791     30.00     3,119,508     30.00  
  Issued - Brokered private placement   7,752,917     22.80     -     -  
  Issued - Non-brokered private placement(ii)   11,363,932     13.53     1,810,283 -     30.00  
Balance - End of period   24,046,640     19.90     4,929,791     30.00  

The warrants have a maturity date of December 1, 2023 and March 2, 2027.

(i) The number of warrants presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.

(ii) Exercise price of warrants issued in non-brokered private placement is in USD.

18. Share-based compensation

Share options

The Company offers a share option plan to directors, officers, management, employees and consultants.

The following table summarizes information about the movement of the share options outstanding under the Company's plan:

    September 30, 2022     December 31, 2021  
          Weighted           Weighted  
          average           average  
    Number of
options
(i)
    exercise
price
    Number of
options
    exercise
price
 
          $           $  
Balance - Beginning of period   697,841     21.21     399,697     22.86  
Granted   901,900     6.49     335,176     19.40  
Forfeited   (52,793 )   18.74     (37,032 )   22.66  
Balance - End of period   1,546,948     12.71     697,841     21.21  
Options exercisable - End of period   75,168     21.32     -     -  

(i) The number of options presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

18. Share-based compensation (continued)

The following table summarizes the share options outstanding as at September 30, 2022:

      Options outstanding
Grant date Number(i) Exercise
price
Weighted
average
remaining contractual
life (years)
    $  
December 22, 2020 353,964 22.86 3.23
February 5, 2021 10,533 24.30 3.35 
June 23, 2021 173,529 21.30 3.73 
August 16, 2021 49,898 16.89 3.88 
November 12, 2021 57,124 16.20 4.12 
June 30, 2022 901,900               6.49                                                   4.75
      1,546,948       12.71     4.22

The number of options presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.

The options, when granted, are accounted for at their fair value determined by the Black-Scholes option pricing model based on the vesting period and on the following weighted average assumptions:

    Nine months ended
September 30, 2022
    Year ended
December 31, 2021
 
Dividend per share   -     -  
Expected volatility   64%     66%  
Risk-free interest rate   3.2%     0.9%  
Expected life   48 months     45 months  
Weighted average share price $ 6.49   $ 19.40  
Weighted average fair value of options granted $ 3.30   $ 9.49  

The expected volatility is estimated by benchmarking with companies having businesses similar to Osisko Development. The historical volatility of the common share price of these companies was used for benchmarking back from the date of grant and for a period corresponding to the expected life of the options.

The fair value of the share options is recognized as compensation expense over the vesting period. During the three and nine months ended September 30, 2022, the total share-based compensation related to share options granted under the Osisko Development's plan amounted to $0.95 million and $2.2 million, respectively ($0.7 million and $1.5 million for the three and nine months ended September 30, 2021, respectively) 


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

18. Share-based compensation (continued)

Deferred and restricted share units ("DSU" and "RSU")

The Company offers a DSU plan and a RSU plan, which allow DSU and RSU to be granted to directors, officers and employees as part of their long-term compensation package. All such plans are classified as equity-settled plans.

The following table summarizes information about the DSU and RSU movements:

      September 30, 2022     December 31, 2021  
      DSU(i)     RSU     DSU(i)     RSU  
                           
Balance - Beginning  of  period   79,781     345,377     56,873     -  
  Granted   101,750     681,000     22,908     199,649  
  Replacement RSU granted(ii)   -     -     -     152,816  
  Settled   (10,883 )   (49,118 )   -     -  
  Forfeited   -     (14,127 )   -     (7,088 )
Balance - End of period(iii)   170,648     963,132     79,781     345,377  
Balance - Vested   68,898     -     -     -  

(i) Unless otherwise decided by the board of directors of the Company, the DSU vest the day prior to the next annual general meeting and are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company, to each director when he or she leaves the board or is not re-elected. The value of the payout is determined by multiplying the number of DSU expected to be vested at the payout date by the closing price of the Company's shares on the day prior to the grant date. The fair value is recognized over the vesting period. On the settlement date, one common share will be issued for each DSU, after deducting any income taxes payable on the benefit earned by the director that must be remitted by the Company to the tax authorities. 

(ii) Following the launch of Osisko Development, Osisko Gold Royalties and Osisko Development mutually agreed that a pro-rata portion of the outstanding long-term equity incentive compensation awarded by Osisko Gold Royalties to their employees that transferred to Osisko Development would be exchanged for restricted shares units of Osisko Development ("Replacement RSU") and the related Osisko Gold Royalties RSUs would be cancelled. Accordingly, on June 1, 2021, 458,450 Replacement RSU were granted to officers and employees who held Osisko Gold Royalties RSUs that were cancelled. The maturity date is the same as the maturity date of the corresponding Osisko Gold Royalties RSUs cancelled. Replacement RSUs are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company. 

The remaining RSUs granted vest and are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company, three years after the grant date, one half of which depends on the achievement of certain performance measures

(iii) The number of DSU/RSU presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.

The total share-based compensation expense related to the Osisko Development's DSU and RSU plans for the three and nine months ended September 30, 2022 amounted to $1.2 million and $3 million, respectively ($1.3 million and $2 million for the three and nine months ended September 30, 2021, respectively).

Based on the closing price of the common shares at September 30, 2022 ($6.21), and considering a marginal income tax rate of 53.3%, the estimated amount that Osisko Development is expected to transfer to the tax authorities to settle the employees' tax obligations related to the vested RSU and DSU to be settled in equity amounts to $0.2 million (nil as at December 31, 2021) and to $3.7 million based on all RSU and DSU outstanding ($2.8 million as at December 31, 2021).


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

19. Cost of sales and other operating costs

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2022     2021     2022     2021  
    $     $     $     $  
                         
Salaries and benefits   5,198     263     14,259     605  
Share-based compensation   26     5     211     15  
Royalties   254     153     1,242     233  
Contract Services   14,259     1,327     36,579     1,647  
Raw materials and consumables   4,460     127     13,879     396  
                         
Operational overhead and write-downs   17,011     1,808     25,050     1,455  
Depreciation   3,671     223     10,883     330  
    44,879     3,906     102,103     4,681  

20. General and administrative expenses 

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2022     2021     2022     2021  
    $     $     $     $  
                         
Salaries and benefits   2,517     2,493     6,670     5,917  
Share-based compensation   2,176     1,926     5,163     3,601  
Insurance   887     301     1,841     601  
Depreciation   41     16     121     80  
Transaction costs (Note 3)   1,046     -     5,598     -  
Other administrative expenses   2,043     2,126     7,058     5,334  
    8,710     6,862     26,451     15,533  


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

21. Other income, net 

    Three months ended
September 30,
        Nine months ended
September 30,
 
    2022     2021     2022     2021  
    $     $     $     $  
                         
Interest income, net   443     150     960     733  
Foreign exchange gain (loss)   6,267     1,038     8,327     (546 )
                         
Premium on flow-through shares   -     2,600     914     5,868  
Gain on disposal of assets                                                  -     153     -     153  
Gain on deemed disposal of investment   -     -     11,854     -  
Other   394     1,341     (775 )   2,847  
    7,104     5,282     21,280     9,055  

22. Loss per share

    Three months ended         Nine months ended  
          September 30,           September 30,  
    2022     2021     2022     2021  
                         
Net loss attributable to shareholders of the Company   (103,731 )   (31,745 )   (127,563 )   (76,849 )
                         
Basic and diluted weighted average number of common shares outstanding   75,615,861     44,401,077     59,810,489     46,096,908  
                         
Net loss per share, basic and diluted   (1.37 )   (0.71 )   (2.13 )   (1.68 )

The weighted average basic and diluted shares outstanding for all the periods presented have been adjusted to reflect the effect of the 3:1 share consolidation that took place on May 4, 2022.

Excluded from the calculation of the diluted loss per share are all common share purchase warrants and stock options, as their effect would be anti-dilutive.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

23. Supplementary cash flows information

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2022     2021     2022     2021  
    $     $     $     $  
Changes in non-cash working capital items                        
Decrease (increase) in amounts receivable   1,675     2,549     870     (2,494 )
Decrease (Increase) in inventory   15,383     762     9,438     (8,357 )
Increase in other current assets   (5,694 )   828     (8,723 )   (3,096 )
Decrease in accounts payable and accrued liabilities   1,996     (7,104 )   1,881     2,070  
    13,360     (2,965 )   3,466     (11,877 )

24. Fair value of financial instruments

The following table provides information about financial assets and liabilities measured at fair value in the consolidated statements of financial position and categorized by level according to the significance of the inputs used in making the measurements.

Level 1- Unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2- Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices); and

Level 3- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)


                September 30, 2022  
    Level 1     Level 2     Level 3     Total  
    $     $     $     $  
Recurring measurements                        
                         
Financial assets at fair value through profit or loss                    
Convertible loan receivable   -     -     -     -  
Warrants on equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   -     -     109     109  
Other minerals   -     -     -     -  
Financial assets at fair value through other comprehensive loss
                       
Equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   8,969     -     -     8,969  
Other minerals   22,408     -     -     22,408  
    31,377     -     109     31,486  


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

24. Fair value of financial instruments (continued)

                December 31, 2021  
    Level 1     Level 2     Level 3     Total  
    $     $     $     $  
Recurring measurements                        
                         
Financial assets at fair value through profit or loss                    
Convertible loan receivable   -     -     6,339     6,339  
Warrants on equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   -     -     571     571  
Other minerals   -     -     42     42  
Financial assets at fair value through other comprehensive loss
                       
Equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   35,714     -     -     35,714  
Other minerals   6,850     -     -     6,850  
    42,564     -     6,952     49,516  

During the period ended September 30, 2022 and 2021 there were no transfers among Level 1, Level 2 and Level 3.

The following table presents the changes in the Level 3 investments (warrants and convertible loan) for the nine months ended September 30, 2022 and the year ended December 31, 2021:

    September
30, 2022
    December
31, 2021
 
    $     $  
             
Balance - Beginning of period   6,952     1,892  
Acquisitions   4,438     6,915  
Warrants exercised   (117 )   (1,122 )
Settlements (note 3)   (10,827 )   -  
Change in fair value - warrants exercised (i)   49     300  
Change in fair value - expired (i)   (287 )   (15 )
Change in fair value - held at the end of the year (i)   (150 )   (1,018 )
Foreign exchange   51     -  
Balance - End of period   109     6,952  

(i) Recognized in the consolidated statements of loss under other income, net.

The fair value of the financial instruments classified as Level 3 depends on the nature of the financial instruments.


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

24. Fair value of financial instruments (continued

The fair value of the warrants on equity securities of publicly traded mining exploration and development companies and the convertible debentures, classified as Level 3, is determined using the Black-Scholes option pricing model or discounted cash flows. The main non-observable input used in the model is the expected volatility. An increase/decrease in the expected volatility used in the models of 10% would lead to an insignificant variation in the fair value of the warrants as at September 30, 2022 and December 31, 2021.

25. Segmented information

The chief operating decision-maker organizes and manages the business under geographic operating segments, being the acquisition, exploration and development of mineral properties.

The assets related to the exploration, evaluation and development of mining projects are located in Canada, in Mexico, and  in the USA and are detailed as follows as at September 30, 2022 and December 31, 2021:

          September 30, 2022  
    Canada     Mexico     USA     Total  
    $     $     $     $  
                         
Other assets (non-current)   16,993     16,060     2,846     35,899  
Mining interest   414,654     12,770     186,474     613,898  
Property, plant and equipment   56,059     22,221     21,965     100,245  
Exploration and evaluation assets   3,641     -     45,742     49,383  
Total non-current assets   491,347     51,051     257,027     799,425  

          December 31, 2021  
    Canada     Mexico     USA     Total  
    $     $     $     $  
                         
Other assets (non-current)   3,767     12,484     -     16,251  
Mining interest   394,329     81,292     -     475,621  
Property, plant and equipment   61,520     22,192     -     83,712  
Exploration and evaluation assets   3,635     -     -     3,635  
Total non-current assets   463,251     115,968     -     579,219  


Osisko Development Corp.
Notes to the Consolidated Financial Statements
For the three and nine months ended September 30, 2022 and 2021
(Unaudited)

(Tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

25. Segmented information (continued)

 
 
 
  Canada     Mexico     USA     Total  
    $     $     $     $  
For the three months ended September 30, 2022                    
Revenues   2,262     12,876     7,653     22,791  
Cost of sales   (2,262 )   (12,876 )   (8,297 )   (23,435 )
Other operating costs   (19,564 )   (1,862 )   (18 )   (21,444 )
General and administrative expenses   (7,425 )   (151 )   (1,134 )   (8,710 )
Exploration and evaluation   (90 )   -     -     (90 )
Impairment of assets   -     (81,000 )   -     (81,000 )
Segment operating loss      (27,079 )   (83,013 )   (1,796 )   (111,888 )
                         
For the three months ended September 30, 2021                    
Revenues   3,906     -     -     3,906  
Cost of sales   (3,906 )   -     -     (3,906 )
General and administrative expenses   (5,267 )   (1,595 )   -     (6,862 )
Exploration and evaluation   (307 )   (31 )   -     (338 )
Impairment of assets   (22,365 )   (10,955 )   -     (33,320 )
Segment operating loss   (27,939 )   (12,581 )   -     (40,520 )
                         
For the nine months ended September 30, 2022                        
Revenues   20,416     12,876     11,529     44,821  
Cost of sales   (20,416 )   (12,876 )   (11,519 )   (44,811 )
Other operating costs   (43,826 )   (13,448 )   (18 )   (57,292 )
General and administrative expenses   (23,153 )   (2,059 )   (1,239 )   (26,451 )
Exploration and evaluation   (367 )   -     -     (367 )
Impairment of assets   -     (81,000 )   -     (81,000 )
Segment operating loss   (67,346 )   (96,507 )   (1,247 )   (165,100 )
                         
For the nine months ended September 30, 2021                        
Revenues   4,681     -     -     4,681  
Cost of sales   (4,681 )   -     -     (4,681 )
General and administrative expenses   (12,617 )   (2,916 )   -     (15,533 )
Exploration and evaluation   (1,422 )   (96 )   -     (1,518 )
Impairment of assets   (58,417 )   (15,382 )   -     (73,799 )
Segment operating loss   (72,456 )   (18,394 )   -     (90,850 )

During the three and nine months ended September 30, 2021, other operating costs were $nil.