40-F

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 40-F

☐     REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 OR

☒     ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2019                                Commission File Number: 001-38145 

AURYN RESOURCES INC.

(Exact name of Registrant as specified in its charter)

British Columbia, Canada	1040	Not Applicable
(Province or Other Jurisdiction of Incorporation or Organization)	(Primary Standard Industrial Classification Code)	(I.R.S. Employer Identification No.)

Suite 600, 1199 West Hastings Street

Vancouver, British Columbia, Canada V6E 3T5

(778) 729-0600

(Address and telephone number of Registrant’s principal executive offices)

Corporation Service Company Suite 400, 2711 Centerville RoadWilmington, Delaware 19808(800) 927-9800

(Name, address (including zip code) and telephone number (including area code) of agent for service in the United States)

Securities registered or to be registered pursuant to section 12(b) of the Act:

Title Of Each Class	Name Of Each Exchange On Which Registered
Common Shares, no par value	NYSE American

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

For annual reports, indicate by check mark the information filed with this Form:

☒  Annual Information Form   ☒  Audited Annual Financial Statements

Indicate the number of outstanding shares of each of the Registrant’s classes of capital or common stock as of the close of the period covered by the annual report: 95,231,775 Common Shares as of December 31, 2019

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes   ☒                         No   ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).

Yes   ☒                         No   ☐

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

Emerging growth company       ☒       

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 ☐       

INTRODUCTORY INFORMATION

In this annual report on Form 40-F (the “Annual Report”), references to the “Company” or “Auryn” mean Auryn Resources Inc. and its subsidiaries, unless the context suggests otherwise.

Auryn is a Canadian issuer eligible to file its annual report pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on Form 40-F pursuant to the Canada/ United States multi-jurisdictional disclosure system (the “MJDS”). Auryn is a “foreign private issuer” as defined in Rule 3b-4 under the Securities Exchange Act. In this annual report, references to the “Company” or “Auryn” mean Auryn Resources Inc. and its subsidiaries, unless the context suggests otherwise

PRINCIPAL DOCUMENTS

Each of the documents that are filed as exhibits to this annual report, as set forth in the Exhibit Index attached hereto, are incorporated by reference herein.

Document	Exhibit No.
Annual Information Form of the Company for the year ended December 31, 2019 (the “2019 AIF”)	99.1
Audited consolidated financial statements of the Company as at December 31, 2019 and 2018 and for the years then ended, including the notes and the report of the Independent Registered Public Accounting Firm with respect thereto (the “Audited Consolidated Financial Statements”)	99.2
Management’s Discussion and Analysis of the Company for the year ended December 31, 2019 (the “2019 MD&A”)	99.3

The Company’s Audited Consolidated Financial Statements that are incorporated by reference into this annual report have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (the “IASB”).  

FORWARD-LOOKING STATEMENTS

This annual report includes or incorporates by reference certain statements that constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements appear in a number of places in this annual report and documents incorporated by reference herein and include statements regarding the Registrant’s intent, belief or current expectation and that of the Registrant’s officers and directors. These forward-looking statements involve known and unknown risks and uncertainties that may cause the Registrant’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. When used in this annual report or in documents incorporated by reference in this annual report, words such as “believe,” “anticipate,” “estimate,” “project,” “intend,” “expect,” “may,” “will,” “plan,” “should,” “would,” “contemplate,” “possible,” “attempts,” “seeks” and similar expressions are intended to identify these forward-looking statements. These forward-looking statements are based on various factors and were derived utilizing numerous assumptions that could cause the Registrant’s actual results to differ materially from those in the forward-looking statements. Accordingly, readers are cautioned not to put undue reliance on these forward-looking statements.

Forward-looking statements include, among others, statements regarding:

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future capital expenditures and expenditures from operations;

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future plans of the Company;

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success of exploration activities;

●

government regulation of mining operations (including attaining necessary permits and access rights); and

●

future reclamation obligations and other environmental risks.

Forward-looking information reflects Auryn’s current views with respect to expectations, beliefs, assumptions, estimates and forecasts about the Company’s business and the industry and markets in which the Company operates. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions, which are difficult to predict. Assumptions underlying the Company’s expectations regarding forward-looking statements or information contained in the 2018 AIF include, among others:

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the Company’s ability to comply with applicable governmental regulations and standards;

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the Company’s success in implementing its strategies, achieving the Company’s business objectives;

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the Company’s ability to raise sufficient funds from equity financings in the future to support its operations; and

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general business and economic conditions.

These assumptions should be considered carefully by investors. Investors are cautioned not to place undue reliance on the forward-looking statements or the assumptions on which the Registrant’s forward-looking statements are based. Investors are further cautioned that the foregoing list of assumptions is not exhaustive and it is recommended that prospective investors consult the more complete discussion of the Registrant’s business, financial condition and prospects that is included in the 2018 AIF and in the other documents incorporated by reference herein.

Persons reading this annual report are cautioned that forward-looking statements are only predictions, and that the Company’s actual future results or performance are subject to certain risks and uncertainties including:

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risks related to the Company’s mineral properties being subject to prior unregistered agreements, transfers or claims and other defects in title;

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risks related to the Company’s history of losses, which may continue in the future;

●

risks related to increased competition and uncertainty related to additional financing that could adversely affect the Company’s ability to attract necessary capital funding or obtain suitable properties for mineral exploration in the future;

●

risks related to the Company’s officers and directors becoming associated with other natural resource companies, which may give rise to conflicts of interest;

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uncertainty and volatility related to stock market prices and conditions;

●

further equity financing(s), which may substantially dilute the interests of the Company’s shareholders;

2

●

dependence on general economic, market or business conditions;

●

fluctuations in metal prices and foreign currency exchange rates;

●

changes in business strategies;

●

changes in laws and regulations (including those in foreign jurisdictions); and

●

other factors described under the heading “Risk Factors” in the 2019 AIF and risks discussed in the 2019 MD&A.

Investors are advised to carefully review and consider the risk factors identified in the 2019 AIF under the heading “Risk Factors”, in the 2019 MD&A and in the other documents incorporated by reference herein for a discussion of the factors that could cause the Registrant’s actual results, performance and achievements to be materially different from any anticipated future results, performance or achievements expressed or implied by the forward-looking statements. The forward-looking statements contained in this Annual Report are made as of the date hereof and, accordingly, are subject to change after such date.

Although the Registrant believes that the assumptions on which the forward-looking statements are made are reasonable, based on the information available to the Registrant on the date such statements were made, no assurances can be given as to whether these assumptions will prove to be correct. Accordingly, readers should not place undue reliance on forward-looking information. The Registrant does not undertake to update any forward-looking information, except as, and to the extent, required by applicable securities laws, including applicable United States federal securities laws. The forward-looking statements contained in this Annual Report and the documents incorporated by reference herein are expressly qualified by this cautionary statement.

CAUTIONARY NOTE TO UNITED STATES INVESTORS CONCERNING

ESTIMATES OF MEASURED, INDICATED AND INFERRED RESOURCES

As a British Columbia corporation and a “reporting issuer” under Canadian securities laws, the Company is required to provide disclosure regarding its mineral properties in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”). NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. In accordance with NI 43-101, the Company uses the terms mineral reserves and resources as they are defined in accordance with the CIM Definition Standards on mineral reserves and resources (the “CIM Definition Standards”) adopted by the Canadian Institute of Mining, Metallurgy and Petroleum.

The SEC has adopted amendments to its disclosure rules to modernize the mineral property disclosure requirements for issuers whose securities are registered with the United States Securities and Exchange Commission (the “SEC”) under the U.S. Exchange Act. These amendments became effective February 25, 2019 (the “SEC Modernization Rules”). The SEC Modernization Rules have replaced the historical property disclosure requirements for mining registrants that were included in SEC Industry Guide 7 (“Guide 7”), which have been rescinded. The Company is not required to provide disclosure on its mineral properties under the SEC Modernization Rules as the Company is presently a “foreign issuer” under the U.S. Exchange Act and entitled to file continuous disclosure reports with the SEC under the MJDS Disclosure System between Canada and the United States.

The SEC Modernization Rules include the adoption of terms describing mineral reserves and mineral resources that are substantially similar to the corresponding terms under the CIM Definition Standards. As a result of the adoption of the SEC Modernization Rules, SEC will now recognize estimates of “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”. In addition, the SEC has amended its definitions of “proven mineral reserves” and “probably mineral reserves” to be substantially similar to the corresponding CIM Definitions.

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United States investors are cautioned that while the above terms are substantially similar to CIM Definitions, there are differences in the definitions under the SEC Modernization Rules and the CIM Definition Standards. Accordingly, there is no assurance any mineral reserves or mineral resources that the Company may report as ”proven reserves”, “probable reserves”, “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources” under NI 43-101 would be the same had the Company prepared the reserve or resource estimates under the standards adopted under the SEC Modernization Rules.

United States investors are also cautioned that while the SEC will now recognize “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”, investors should not to assume that any part or all of the mineralization in these categories will ever be converted into a higher category of mineral resources or into mineral reserves. Mineralization described using these terms has a greater amount of uncertainty as to their existence and feasibility than mineralization that has been characterized as reserves. Accordingly, investors are cautioned not to assume that any “measured mineral resources”, “indicated mineral resources”, or “inferred mineral resources” that the Company reports are or will be economically or legally mineable.

Further, “inferred resources” have a greater amount of uncertainty as to their existence and as to whether they can be mined legally or economically. Therefore, United States investors are also cautioned not to assume that all or any part of the inferred resources exist. In accordance with Canadian rules, estimates of “inferred mineral resources” cannot form the basis of feasibility or other economic studies, except in limited circumstances where permitted under NI 43-101.

For the above reasons, information contained in this Annual Report and the documents incorporated by reference herein containing descriptions of our mineral deposits may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder.

NOTE TO UNITED STATES READERS REGARDING DIFFERENCES

BETWEEN UNITED STATES AND CANADIAN REPORTING PRACTICES

The Company is permitted to prepare this Annual Report in accordance with Canadian disclosure requirements, which are different from those of the United States. Canadian public companies are required to prepare financial statements in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB"). Consequently, the Company’s audited financial statements for the years ended December 31, 2019 and 2018 have been prepared in accordance with IFRS as issued by the International Accounting Standards Board and the audit is performed in accordance with Canadian auditing standards and independence standards of both Canada and the SEC, each of which differ in some respects to United States generally accepted accounting principles ("US GAAP") and from practices prescribed by the SEC. Therefore, the Company’s financial statements incorporated by reference in this Annual Report may not be comparable to financial statements prepared in accordance with US GAAP.

CURRENCY

Unless otherwise indicated, all dollar amounts in this Annual Report are in Canadian dollars.

DISCLOSURE CONTROLS AND PROCEDURES

Disclosure controls and procedures are defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act to mean controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and includes, without limitation, controls and procedures designed to ensure that such information is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

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At the end of the period covered by this Annual Report on Form 40-F, being the fiscal year ended December 31, 2019, an evaluation was carried out under the supervision of and with the participation of the Company’s management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operations of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation the CEO and the CFO have concluded that, as of the end of the period covered by this Annual Report, the Company’s disclosure controls and procedures were effective to give reasonable assurance that the information required to be disclosed by the Company in reports that it files or submits to the SEC under the Exchange Act is:

●

recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and

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accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

INTERNAL CONTROL OVER FINANCIAL REPORTING

The disclosure provided in Section 1.15 of the 2019 MD&A (see Exhibit 99.3) regarding “Internal control over financial reporting” is hereby incorporated by reference.

Auditor’s Attestation Report

This Annual Report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independent auditor as the Company is an “emerging growth company”, as defined under the Exchange Act, and is not required under Section 404(b) of the Sarbanes-Oxley Act of 2002, as amended by the Jumpstart Our Business Startups Act, to include an auditor attestation report on the Company’s internal control over financial reporting.

AUDIT COMMITTEE

The Company’s Board of Directors has established a separately-designated Audit Committee of the Board in accordance with section 3(a)(58)(A) of the Exchange Act and section 802(B)(2) of the NYSE American Company Guide.

The Company's Audit Committee comprises three directors that the Board of Directors have determined are independent as determined under each of Rule 10A-3 under the Exchange Act and Section 803(A) of the NYSE American Company Guide:

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Steve Cook

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Gordon J. Fretwell

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Jeffrey Mason

AUDIT COMMITTEE FINANCIAL EXPERT

The Company’s Board of Directors has determined that Steve Cook, the Chair of the Audit Committee of the Board, is an audit committee financial expert (as that term is defined in Item 407 of Regulation S-K under the Exchange Act) and is an independent director under applicable laws and regulations and the requirements of the NYSE American.

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PRINCIPAL ACCOUNTING FEES AND SERVICES

The disclosure included in the ‘External Auditor Service Fees’ section in the 2019 AIF (see Exhibit 99.1) is hereby incorporated by reference.

Audit Committee Pre-Approval Policies

The disclosure included in the ‘Audit Committee Charter’ section in the 2019 AIF (see Exhibit 99.1) is incorporated by reference.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

CONTRACTUAL OBLIGATIONS

The Company, from time to time, will enter into short-term contracts with suppliers of goods and services related to its corporate and geologic operations. All these contracts are short-term in nature and do not represent contractual obligations beyond amounts payable for goods and services received. Any amounts owing are included in the Company’s accounts payable and accrued liabilities as presented within its Consolidated financial statements of the Company and the notes thereto for the year ended December 31, 2019 and 2018 (see Exhibit 99.2). All other material contracts and the discussion of the obligations associated with them are included in the 2019 MD&A (See Exhibit 99.3)

CODE OF BUSINESS CONDUCT AND ETHICS

Adoption of Code of Ethics

The Company has adopted a Code of Business Conduct and Ethics (the “Code of Ethics”) for all its directors, executive officers and employees.  The Code of Ethics materially complies with Section 807 of the NYSE American Company Guide.  The Code of Ethics meets the requirements for a “code of ethics” within the meaning of that term in Form 40-F. The text of the Code of Ethics is posted on the Company's website at “www.aurynresources.com/corporate/corporate-governance”.

Amendments or Waivers

No substantive amendments were made to the Company’s Code of Ethics during the fiscal year ended December 31, 2019, and no waivers of the Company’s Code of Ethics were granted to any principal officer of the Company or any person performing similar functions during the fiscal year ended December 31, 2019.

NYSE AMERICAN CORPORATE GOVERNANCE

The Company’s common shares are listed for trading on the NYSE American. Section 110 of the NYSE American Company Guide permits the NYSE American to consider the laws, customs and practices of foreign issuers in relaxing certain NYSE American listing criteria, and to grant exemptions from NYSE American listing criteria based on these considerations. A foreign company seeking relief under these provisions is required to provide written certification from independent local counsel that the non-complying practice is not prohibited by home country law.

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The Company has the following corporate governance practices that do not comply with NYSE American corporate governance practices for U.S. domestic companies:

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Upon listing, the Company received an exemption from its quorum requirements for meetings of shareholders. Under the NYSE American listing standards, the minimum recommended quorum requirement is one third of shareholders entitled to vote. The Company did not meet this requirement and was granted relief from this listing standard.

At the Company’s 2019 Annual General and Special Meeting, held on June 5, 2019, a special resolution was passed by a majority of more than two-thirds of the votes submitted on the resolution that the Articles of the Company be altered at Article 11. Proceedings at Meetings of Shareholders as follows:

To delete Article 11.3 Quorum in its entirety and replace it with the following:

“11.3 Quorum

Subject to the special rights and restrictions attached to the shares of any class or series of shares, the quorum for the transaction of business at a meeting of shareholders is two persons who are, or who represent by proxy, shareholders who, in the aggregate, hold at least 25% of the issued shares entitled to be voted at the meeting.”

In addition, Section 713 of the NYSE American Company Guide requires that the Company obtain the approval of its shareholders for share issuances equal to 20 percent or more of presently outstanding shares for a price which is less than the greater of book or market value of the shares. This requirement does not apply to public offerings. There is no such requirement under British Columbia law or under the Company’s home stock exchange rules (Toronto Stock Exchange) unless the dilutive financing (i) materially affects the control of the Company, or (ii) results in the issuance of 25% of the outstanding common shares of the Company, on a non-diluted basis. The Company intends to seek a waiver from NYSE American’s section 713 requirements should a dilutive private placement financing trigger the NYSE American shareholders’ approval requirement in circumstances where the same financing does not trigger such a requirement under British Columbia law or under the Company’s home country stock exchange rules.

Except as disclosed above, the Company believes that there are otherwise no significant differences between its corporate governance policies and those required to be followed by United States domestic issuers listed on the NYSE American.

The Company’s governance practices also differ from those followed by U.S. domestic companies pursuant to NYSE American listing standards in the following manner, although the Company does not believe such differences to be particularly significant:

Board Meetings

Section 802 (c) of the NYSE American Company Guide requires that the Board of Directors hold meetings on at least a quarterly basis. The Board of Directors of the Company is not required to meet on a quarterly basis under the laws of the Province of British Columbia, but nevertheless meets on a regular basis.

Solicitation of Proxies

NYSE American requires the solicitation of proxies and delivery of proxy statements for all shareholder meetings, and requires that these proxies shall be solicited pursuant to a proxy statement that conforms to applicable SEC proxy rules. The Company is a foreign private issuer as defined in Rule 3b-4 under the Exchange Act, and the equity securities of the Company are accordingly exempt from the proxy rules set forth in Sections 14(a), 14(b), 14(c) and 14(f) of the Exchange Act. The Company solicits proxies in accordance with applicable rules and regulations in Canada.

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MINE SAFETY DISCLOSURE

Pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act 2010, issuers that are operators, or that have a subsidiary that is an operator, of a coal or other mine in the United States are required to disclose in their periodic reports filed with the SEC information regarding specified health and safety violations, orders and citations, related assessments and legal actions, and mining-related fatalities under the regulation of the Federal Mine safety and Health Administration under the Federal Mine Safety and Health Act of 1977.

The Company was not the operator of a mine in the United States during the fiscal year ended December 31, 2019.

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UNDERTAKING AND CONSENT TO SERVICES OF PROCESS

A.

UNDERTAKING

The Registrant undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission staff, information relating to the securities in relation to which the obligation to file an Annual Report on Form 40-F arises, or transactions in said securities.

B.

CONSENT TO SERVICE OF PROCESS

The Company previously filed an Appointment of Agent for Service of Process and Undertaking on Form F-X signed by the Company and its agent for service of process with respect to the class of securities in relation to which the obligation to file this Annual Report arises, which Form F-X is incorporated herein by reference. Any change to the name or address of the Company’s agent for service shall be communicated promptly to the Commission by amendment to Form F-X referencing the file number of the Company.

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SIGNATURES

Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	AURYN RESOURCES INC.
Date: March 19, 2020	By:	/s/ Stacy Rowa
		Stacy Rowa
		Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Exhibit Description
99.1	Annual Information Form of the Company for the year ended December 31, 2019
99.2	Audited consolidated financial statements of the Company as at December 31, 2019 and 2018 and for the years then ended, , including the notes and the report of the independent Registered Public Accounting Firm with respect thereto
99.3	Management’s Discussion and Analysis for the fiscal year ended December 31, 2019
99.4	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
99.5	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
99.6	Certification of Chief Executive Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.7	Certification of Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.8	Consent of Deloitte LLP
99.9	Consent of David A. Ross, M.Sc., P.Geo
99.10	Consent of Paul Chamois, M.Sc.(A), P.Geo
99.11	Consent of Andrew Turner, B.Sc., P. Geol.
99.12	Consent of Michael Henrichsen, P.Geo

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EX-99.1

  Exhibit 99.1

Auryn resources inc.

ANNUAL INFORMATION FORM

FOR THE FINANCIAL YEAR ENDED DECEMBER 31, 2019

DATED AS OF MARCH 19, 2020

600 – 1199 WEST HASTINGS STREET

VANCOUVER, BRITISH COLUMBIA

V6E 3T5

 

TABLE OF CONTENTS

PRELIMINARY NOTES	4
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS	4
MATERIAL RISKS AND ASSUMPTIONS:	5
RESOURCE CATEGORY (CLASSIFICATION) DEFINITIONS	6
CORPORATE STRUCTURE	8
NAME, ADDRESS AND INCORPORATION	8
GENERAL DEVELOPMENT OF THE BUSINESS	9
THREE YEAR HISTORY	9
BUSINESS DESCRIPTION	12
GENERAL	12
RISK FACTORS	13
COMMITTEE BAY PROJECT	20
AMENDED AND RESTATED TECHNICAL REPORT	20
PROJECT DESCRIPTION AND LOCATION	21
LAND TENURE	21
ACCESSIBILITY	21
CLIMATE	22
LOCAL RESOURCES	22
EXISTING INFRASTRUCTURE	22
HISTORY	22
PAST PRODUCTION	23
GEOLOGY AND MINERALIZATION	23
EXPLORATION STATUS	24
COMMITTEE BAY ROTARY AIR BLAST (“RAB”) DRILLING QA/QC DISCLOSURE	25
COMMITTEE BAY DIAMOND DRILLING QA/QC DISCLOSURE	25
MINERAL RESOURCES	26
MINERAL RESERVES	26
ADJACENT PROPERTIES	26
CONCLUSIONS	26
RECOMMENDATIONS	27
HOMESTAKE RIDGE PROJECT	29
TECHNICAL REPORT	29
PROJECT DESCRIPTION AND LOCATION	29
LAND TENURE	29
ACCESSIBILITY	30
CLIMATE	30
LOCAL RESOURCES	30
EXISTING INFRASTRUCTURE	30
HISTORY	30
PAST PRODUCTION	32
GEOLOGY AND MINERALIZATION	32
EXPLORATION STATUS	33
HOMESTAKE RIDGE DRILLING QA/QC DISCLOSURE	33
MINERAL RESOURCES	34
MINERAL RESERVES	34
ADJACENT PROPERTIES	34
CONCLUSIONS	35
RECOMMENDATIONS	35
PERUVIAN EXPLORATION PORTFOLIO – SOMBRERO PROJECT	37
TECHNICAL REPORT	37
PROJECT DESCRIPTION, LOCATION AND MINERAL TENURE	37
ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY	40
HISTORICAL EXPLORATION COMPLETED BY PREVIOUS COMPANIES	40

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GEOLOGICAL SETTING	41
MINERALIZATION	41
EXPLORATION	42
SAMPLE PREPARATION, ANALYSES AND SECURITY	43
SOIL SAMPLING	43
ROCK (GRAB) SAMPLING	44
TRENCH SAMPLING	44
DATA VERIFICATION	44
NON-ANALYTICAL DATA VERIFICATION	44
ANALYTICAL DATA VERIFICATION	44
QUALITY ASSURANCE AND QUALITY CONTROL	44
MINERAL PROCESSING AND METALLURGICAL TESTING	45
MINERAL RESOURCE ESTIMATES	45
ADJACENT PROPERTIES	45
CONCLUSION AND RECOMMENDATIONS	45
PERUVIAN EXPLORATION PORTFOLIO – HUILACOLLO PROPERTY	46
PROJECT DESCRIPTION, LOCATION AND MINERAL TENURE	46
EXPLORATION	47
ADJACENT PROPERTIES	48
PERUVIAN EXPLORATION PORTFOLIO – CURIBAYA PROJECT	48
PROJECT DESCRIPTION, LOCATION AND MINERAL TENURE	48
EXPLORATION	49
PERUVIAN EXPLORATION PORTFOLIO - BAÑOS DEL INDIO	49
PROJECT DESCRIPTION, LOCATION AND MINERAL TENURE	49
DESCRIPTION OF CAPITAL STRUCTURE	50
COMMON SHARES	50
PREFERRED SHARES	50
STOCK OPTIONS	50
COMMON SHARE PURCHASE WARRANTS	51
MARKET FOR SECURITIES	51
TRADING PRICE AND VOLUME	51
PRIOR SALES	51
DIRECTORS AND EXECUTIVE OFFICERS	52
NAME, OCCUPATION AND SECURITY HOLDING	52
CEASE TRADE ORDERS, BANKRUPTCIES, PENALTIES OR SANCTIONS	55
CONFLICTS OF INTEREST	56
LEGAL PROCEEDINGS AND REGULATORY ACTIONS	56
INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS	56
TRANSFER AGENT AND REGISTRAR	57
AUDITOR	57
MATERIAL CONTRACTS	57
INTERESTS OF EXPERTS	57
AMENDED AND RESTATED COMMITTEE BAY TECHNICAL REPORT	57
AMENDED AND RESTATED HOMESTAKE RIDGE TECHNICAL REPORT	57
SOMBRERO TECHNICAL REPORT	57
INDEPENDENT AUDITOR	58
AUDIT COMMITTEE INFORMATION	58
AUDIT COMMITTEE CHARTER	58
COMPOSITION OF THE AUDIT COMMITTEE	58
RELEVANT EDUCATION AND EXPERIENCE	58
PRE-APPROVAL POLICIES AND PROCEDURES	59
EXTERNAL AUDITOR SERVICE FEES	59
ADDITIONAL INFORMATION	60

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TABLES

TABLE 1	Proposed Budget – Phase 1 (Committee Bay Project)	28
TABLE 2	Proposed Budget – Phase 2 (Committee Bay Project)	28
TABLE 3	Mineral Resource Statement as at Sept. 1, 2017 (Homestake Ridge Project)	34
TABLE 4	Proposed Budget – Phase 1 (Homestake Ridge Project)	36
TABLE 5	Proposed Budget – Phase 2 (Homestake Ridge Project)	37
TABLE 6	Sombrero Property Mineral Concessions Summary	39
TABLE 7	Estimated Expenditure Requirements for Recommended Exploration Work	46
TABLE 8	Huilacollo Option Expenditures and Cash Payments	48
TABLE 9	Outstanding Stock Options	51
TABLE 10	Trading Price and Volume on TSX	52
TABLE 11	Directors and Executive Officers	53
TABLE 12	Audit Fees	59

FIGURES

FIGURE 1	Consolidated Organizational Chart	9
FIGURE 2	Sombrero Property Mining Concessions	39

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PRELIMINARY NOTES

In this Annual Information Form (the “AIF”) Auryn Resources Inc. is referred to as the “Company” or “Auryn”. All information in this AIF is as at March 19, 2020, unless otherwise indicated.

All dollar amounts are expressed in thousands of Canadian dollars unless otherwise indicated.

Common shares of the Company are referred to as “Common Shares”, the “Shares” or “Auryn Shares”.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Auryn cautions readers regarding forward-looking statements found in this document and in any other statement made by, or on the behalf of the Company. Such statements may constitute “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information involves statements that are not based on historical information but rather relate to future operations, strategies, financial results or other developments. Forward-looking information is necessarily based upon estimates and assumptions, which are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond Auryn’s control and many of which, regarding future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward-looking statements made by or on the Company’s behalf. Although Auryn has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. All factors should be considered carefully and readers should not place undue reliance on Auryn’s forward-looking information. Examples of such forward-looking information within this AIF include statements relating to: the future price of minerals, future capital expenditures, success of exploration activities, mining or processing issues, government regulation of mining operations and environmental risks. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “expects”, “estimates”, “anticipates”, or variations of such words and phrases (including negative and grammatical variations) or statements that certain actions, events or results “may”, “could”, “might” or “occur”. Forward-looking information is made based on management’s beliefs, estimates and opinions and are given only as of the date of this AIF. The Company undertakes no obligation to update forward-looking information if these beliefs, estimates and opinions or other circumstances should change, except as may be required by applicable law.

Forward-looking information reflects Auryn’s current views with respect to expectations, beliefs, assumptions, estimates and forecasts about the Company’s business and the industry and markets in which the Company operates. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions, which are difficult to predict. Assumptions underlying the Company’s expectations regarding forward-looking statements or information contained in this AIF include, among others, the Company’s ability to comply with applicable governmental regulations and standards, the Company’s success in implementing its strategies, achieving the Company’s business objectives, the Company’s ability to raise sufficient funds from equity financings in the future to support its operations, and general business and economic conditions. The foregoing list of assumptions is not exhaustive.

Persons reading this AIF are cautioned that forward-looking statements are only predictions, and that the Company’s actual future results or performance are subject to certain risks and uncertainties including:

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the estimation of Mineral Reserves (as defined below) and Mineral Resources (as defined below);

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the realization of Mineral Reserve estimates;

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risks related to the Company’s mineral properties being subject to prior unregistered agreements, transfers or claims and other defects in title;

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risks related to the Company’s history of losses, which may continue in the future;

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risks related to increased competition and uncertainty related to additional financing that could adversely affect the Company’s ability to attract necessary capital funding or obtain suitable properties for mineral exploration in the future;

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risks related to the Company’s officers and directors becoming associated with other natural resource companies, which may give rise to conflicts of interest;

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uncertainty and volatility related to stock market prices and conditions;

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further equity financing(s), which may substantially dilute the interests of the Company’s shareholders;

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risks relating to our exploration operations In Peru;

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dependence on general economic, market or business conditions;

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changes in business strategies;

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environmental risks and remediation measures

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changes in laws and regulations; and

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other factors described under the heading “Risk Factors” in this AIF.

Material Risks and Assumptions:

The forward-looking information in this AIF reflects our current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by us, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking information contained in this AIF and documents incorporated by reference, and we have made assumptions based on or related to many of these factors.

Such factors include, without limitation:

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fluctuations in spot and forward markets for silver, gold, base metals and certain other commodities (such as natural gas, fuel oil and electricity)

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restrictions on mining in the jurisdictions in which we operate;

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laws and regulations governing our operation, exploration and development activities;

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our ability to obtain or renew the licenses and permits necessary for the operation and expansion of our existing operations and for the development, construction and commencement of new operations;

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risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, potential unintended releases of contaminants, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding);

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inherent risks associated with tailings facilities and heap leach operations, including failure or leakages;

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the speculative nature of mineral exploration and development;

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the inability to determine, with certainty, production and cost estimates;

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inadequate or unreliable infrastructure (such as roads, bridges, power sources and water supplies);

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environmental regulations and legislation;

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the effects of climate change, extreme weather events, water scarcity, and seismic events, and the effectiveness of strategies to deal with these issues;

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risks relating to our exploration operations in Peru;

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fluctuations in currency markets (such as the Peruvian nuevo sol versus the Canadian dollar);

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the volatility of the metals markets, and its potential to impact our ability to meet our financial obligations;

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our ability to recruit and retain qualified personnel;

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employee relations;

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disputes as to the validity of mining or exploration titles or claims or rights, which constitute most of our property holdings;

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our ability to complete and successfully integrate acquisitions;

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increased competition in the mining industry for properties and equipment;

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limited supply of materials and supply chain disruptions;

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relations with and claims by indigenous populations;

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relations with and claims by local communities and non-governmental organizations;

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the effectiveness of our internal control over financial reporting;

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claims and legal proceedings arising in the ordinary course of business activities; and

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those factors identified under the caption “Risk Factors” in this AIF and the documents incorporated by reference herein, if any.

You should not attribute undue certainty to forward-looking information. Although we have attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as described. We do not intend to update forward-looking information to reflect changes in assumptions or changes in circumstances or any other events affecting such information, other than as required by applicable law.

RESOURCE CATEGORY (CLASSIFICATION) DEFINITIONS

The discussion of mineral deposit classifications in this AIF adheres to the mineral resource and mineral reserve definitions and classification criteria developed by the Canadian Institute of Mining, Metallurgy and Petroleum ("CIM") 2014. Estimated mineral resources fall into two broad categories dependent on whether the economic viability of them has been established and these are namely "resources" (potential for economic viability) and ore "reserves" (viable economic production is feasible). Resources are sub-divided into categories depending on the confidence level of the estimate based on level of detail of sampling and geological understanding of the deposit. The categories, from lowest confidence to highest confidence, are inferred mineral resource, indicated mineral resource and measured mineral resource. Reserves are similarly sub-divided by order of confidence into probable (lowest) and proven (highest). The Company at this time has not classified any of its mineral deposits as Mineral Reserves. These classifications can be more particularly described as follows:

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A "Mineral Resource" is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade or quality, continuity and other geological characteristics of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling.

An "Inferred Mineral Resource" is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade or quality continuity. It has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration.

An "Indicated Mineral Resource" is that part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics are estimated with sufficient confidence to allow the application of modifying factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. Geological evidence is derived from adequately detailed and reliable exploration, sampling and testing and is sufficient to assume geological and grade or quality continuity between points of observation. It has a lower level of confidence than that applying to a Measured Mineral Resource and may only be converted to a Probable Mineral Reserve.

A "Measured Mineral Resource" is that part of a Mineral Resource for which quantity, grade or quality, densities, shape, and physical characteristics are estimated with confidence sufficient to allow the application of modifying factors to support detailed mine planning and final evaluation of the economic viability of the deposit. Geological evidence is derived from detailed and reliable exploration, sampling and testing and is sufficient to confirm geological and grade or quality continuity between points of observation. It has a higher level of confidence than that applying to either an Indicated Mineral Resource or an Inferred Mineral Resource. It may be converted to a Proven Mineral Reserve or to a Probable Mineral Reserve.

A "Mineral Reserve" is the economically mineable part of a Measured and/or Indicated Mineral Resource. It includes diluting materials and allowances for losses, which may occur when the material is mined or extracted and is defined by studies at Pre-Feasibility or Feasibility level as appropriate that include application of modifying factors, which are considerations used to convert Mineral Resources to Mineral Reserves and include, but are not restricted to, mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors. Such studies demonstrate that, at the time of reporting, extraction could reasonably be justified. The reference point at which Mineral Reserves are defined, usually the point where the ore is delivered to the processing plant, must be stated. It is important that, in all situations where the reference point is different, such as for a saleable product, a clarifying statement is included to ensure that the reader is fully informed as to what is being reported. The public disclosure of a Mineral Reserve must be demonstrated by a Pre-Feasibility Study or

Feasibility Study.

A "Probable Mineral Reserve" is the economically mineable part of an Indicated, and in some circumstances, a Measured Mineral Resource. The confidence in the modifying factors applying to a Probable Mineral Reserve is lower than that applying to a Proven Mineral Reserve.

A "Proven Mineral Reserve" is the economically mineable part of a Measured Mineral Resource. A Proven Mineral Reserve implies a high degree of confidence in the modifying factors.

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CORPORATE STRUCTURE

Name, Address and Incorporation

Auryn was incorporated under the name “Georgetown Capital Corp.” under the Business Corporations Act (British Columbia) (the “BCBCA”) on June 9, 2008. The Company was a Capital Pool Company under the policies of the TSX Venture Exchange (the “TSXV”). Auryn completed a qualifying transaction with Full Metal Minerals USA Inc. in February 2011. On October 15, 2013, the Company changed its name to “Auryn Resources Inc.” Auryn’s registered and records office is located at Suite 1500 Royal Centre, 1055 West Georgia Street, P.O. Box 11117, Vancouver, British Columbia, V6E 4N7. Auryn’s head office is located at Suite 600-1199 West Hastings Street, Vancouver, British Columbia, V6E 3T5. Auryn is a reporting issuer in the provinces of British Columbia, Alberta and Ontario.

Effective October 31, 2016, the Company’s Common Shares ceased trading on the TSXV, and effective November 1, 2016, the Common Shares commenced trading on the Toronto Stock Exchange (the “TSX”) under the symbol “AUG”. As a result, the Company ceased to be a “venture issuer” as defined under National Instrument 51-102 Continuous Disclosure Requirements on November 1, 2016.

Effective July 17, 2017, the Common Shares commenced trading on the NYSE American under the US symbol “AUG”.

Inter-corporate Relationships

Auryn has the following wholly-owned subsidiaries:

Subsidiary	Place of incorporation	Functional Currency	Beneficial Interest
North Country Gold Corp. (“North Country”)	BC, Canada	CAD	100%
Homestake Resource Corporation (“Homestake”)	BC, Canada	CAD	100%
Corisur Peru, S.A.C. (“Corisur”)	Peru	USD	100%
Sombrero Minerales, S.A.C. (“Sombrero MInerales”)	Peru	USD	100%
Magma Minerals S.A.C. (“Magma”)	Peru	USD	100%
Homestake Royalty Corporation (inactive)	BC, Canada	CAD	100%

Notes:

(i)

The Company holds its 100% interest in Corisur through an option agreement with a private Peruvian individual. This option can be exercised upon Corisur receiving the required authorization from the Peruvian government to allow foreign ownership within the special economic border zone.

(ii)

The Magma entity was incorporated on January 31, 2020. The Company is currently in the process of transferring the concessions that make up the Curibaya Project (as hereinafter defined) from Corisur into Magma.

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Intercompany relationships are described as follows:

Figure 1 – Consolidated Organizational Chart

Note: See each Project Section contained within the Description of Business for complete details with respect to each project’s ownership.

GENERAL DEVELOPMENT OF THE BUSINESS

Three Year History

2017 Equity Offering

On January 24, 2017, the Company closed a brokered private placement offering for gross proceeds of $41,172 (the “2017 Offering”). Under the terms of the 2017 Offering, the Company issued an aggregate of 4,590,818 flow-through shares at a price of $5.01 per flow-through share and 4,951,584 Common Shares at a price of $3.67 per Common Share. Offering costs related to the 2017 Offering totalled $2,261, which included $2,022 in commissions, and $239 in other offering costs. The gross proceeds from the 2017 Offering were also offset by $6,151, an amount related to the flow-through share premium liability. A reconciliation of the impact of the 2017 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at $3.67 per Common Share	4,951,584	$18,172
Flow-through shares issued at $5.01 per share	4,590,818	23,000
Cash offering costs	-	(2,261)
Proceeds net of share issue costs	9,542,402	38,911
Flow-through share premium liability	-	(6,151)
	9,542,402	$32,760

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2018 Equity Offerings

On March 23, 2018 the Company closed a bought deal short form prospectus financing (the “March 2018 Offering”) by issuing a total of 6,015,385 Common Shares at a price of US$1.30 per Common Share for gross proceeds of US$7.8 million.  The March 2018 Offering was completed pursuant to an underwriting agreement dated March 13, 2018 among the Company and Cantor Fitzgerald Canada Corporation and a syndicate of underwriters. Concurrently with the March 2018 Offering, the Company completed a private placement of 1,091,826 flow-through common shares at the price of US$1.82 per share for gross proceeds of US$2,000, which proceeds were used exclusively for exploration on the Company’s Committee Bay Project (as hereinafter defined).

Offering costs related to the March 2018 Offering totalled $1,340, which included $756 in commissions, and $584 in other offering costs. A reconciliation of the impact of the March 2018 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at US$1.30 per Common Share	6,015,385	$10,054
Flow-through shares issued at US$1.82 per share	1,091,826	2,561
Share offering costs	-	(1,340)
Proceeds net of share issue costs	7,107,211	11,275
Flow-through share premium liability	-	(737)
	7,107,211	$10,538

On August 16, 2018 the Company completed a non-brokered private placement (the “August 2018 Offering”) of flow-through shares for gross proceeds of $7,331.  The proceeds from the August 2018 Offering were used exclusively for exploration on the Company’s Committee Bay, Gibson MacQuoid and Homestake Ridge projects.

Offering costs related to the August 2018 Offering totalled $400, which included $350 in commissions, and $50 in other issuance costs. A reconciliation of the impact of the August 2018 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Nunavut flow-through shares issued at $1.60 per Common Share	2,084,375	$3,335
Nunavut charity flow-through shares issued at $1.75 per share	1,215,000	2,126
BC charity flow-through shares issued at $1.87 per share	1,000,000	1,870
Share offering costs	-	(400)
Proceeds net of share issue costs	4,299,375	6,931
Flow-through share premium liability	-	(1,742)
	4,299,375	$5,189

2019 Equity Offerings

On March 27, 2019, the Company completed a non-brokered private placement for gross proceeds of $5,255. The placement consisted of 3,284,375 Common Shares priced at $1.60 per Common Share (the “March 2019 Offering”).

Offering costs related to the March 2019 Offering totaled $186, which included $110 in commissions, and $76 in other issuance costs. A reconciliation of the impact of the March 2019 Offering on share capital is as follows:

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	Number of common shares	Impact on share capital
Common shares issued at $1.60 per share	3,284,375	$5,255
Cash share issue costs	-	(186)
Proceeds net of share issue costs	3,284,375	$5,069

On July 11, 2019, the Company completed a non-brokered flow-through private placement (the “July 2019 Flow-Through Offering”). The placement consisted of 633,334 flow-through common shares priced at $3.00 per flow-through share for gross proceeds of $1,900 which were to be used exclusively for exploration on the Committee Bay Project.

Offering costs related to the July 2019 Flow-Through Offering totaled $44. No commissions were paid. A reconciliation of the impact of the July 2019 Flow-Through Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Flow-through shares issued at $3.00 per share	633,334	$1,900
Cash share issue costs	-	(44)
Proceeds net of share issue costs	633,334	1,856
Flow-through share premium liability	-	(557)
	633,334	$1,299

2019 Bridge Loan

On September 12, 2019, the Company entered a bridge loan facility (the “Bridge Loan”) for up to $6,000 with a private lender (the “Lender”). The Bridge Loan consists of two tranches of $3,000, with the first having been received and the second being conditional upon the mutual agreement of the parties. The Bridge Loan bears interest at 10%, payable annually or on repayment of the principal, and has a term of one year from the date of advancement; however, the Bridge Loan can be repaid without penalty at any time after 90 days of advancement at the discretion of the Company. The Bridge Loan is secured by a first charge general security agreement over all of the Company’s present and future assets.

In connection with the Bridge Loan, the Company issued 500,000 common share purchase warrants to the Lender. Each warrant is exercisable into one Common Share at a price of $2.00 per Common Share between September 12, 2020 and September 12, 2022.

	Total
Loan advance received	$3,000
Transaction costs	(21)
Net proceeds from loan	$2,979

The following table reflects the proceeds from the Bridge Loan, net of transaction costs of $21:

2020 Equity Offerings

In February 2020, the Company closed a non-brokered private placement for gross proceeds of $15,000 which was closed in two tranches and consisted of 9,375,000 Common Shares priced at $1.60 per Common Share (the “2020 Offering”).

The Company intends to use the net proceeds from the 2020 Offering to fund continued surface exploration at its Sombrero Project and Curibaya Project located in southern Peru and for general working capital.

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A total of $59 was paid in commissions for the 2020 Offering.

Concurrent with the closing of the first tranche of the 2020 Offering, on February 6, 2020, the Company amended the Bridge Loan to provide for mutual conversion rights to the Lender and the Company, and also reduced the annual interest rate from 10% to 5% from the date of amendment. Under the terms of the loan amendment, the Lender has the right to convert the $3,000 of principal that had been advanced to-date, and $123.334 of interest that had accrued to-date, into Common Shares at the price of $1.60 per Common Share, while the Company has the right to require conversion if the Common Shares trade on the TSX at a price of $2.50 or more for any five consecutive trading days prior to the Bridge Loan’s maturity date.

Peru Portfolio

Since 2016, Auryn has acquired the rights, through a series of transactions and staking efforts, to a portfolio of mineral projects located in Southern Peru. These projects include the Sombrero Project (as hereinafter defined), the Huilacollo Property (as hereinafter defined) and the Curibaya Project.

See the Peru Exploration Portfolio sections for further details on the properties and their acquisitions.

Gibson MacQuoid Project

In 2017, the Company acquired a number of prospecting permits and mineral claims along the Gibson MacQuoid greenstone belt in Nunavut, Canada. In 2019, the Company staked 36 additional claims, which overlapped the Company’s prospecting claims that expired in February 2020, to maintain a contiguous land package over the Company’s current areas of interest. The project currently comprises 66 mineral claims, which are located between the Meliadine deposit and Meadowbank mine, covering approximately 120 km of strike length of the prospective greenstone belt and total 74,000 hectares collectively.

BUSINESS DESCRIPTION

General

Auryn is a technically-driven, junior exploration company focused on finding and advancing globally significant precious and base metal deposits. The Company has a portfolio approach to asset acquisition and has six projects, including two flagships: the Committee Bay high-grade gold project located in Nunavut (the “Committee Bay Project”) and the Sombrero copper-gold project located in Ayacucho province of Southwestern Peru (the “Sombrero Project”).

Auryn’s technical and management teams have a track record of successfully monetizing assets for all stakeholders and local communities in which it operates. Auryn conducts itself to the highest standards of corporate governance and sustainability.

In addition to the Company’s two flagship projects, Auryn’s other primary mineral projects include the Homestake Ridge project located within the Iskut-Stewart-Kitsault belt in northwestern British Columbia the (“Homestake Ridge Project”), the Curibaya project located in southern Peru within a mineral trend that hosts some of Peru’s largest porphyry deposits (“Curibaya Project”) and the Huilacollo Property.

Since 2016, the Company has been actively exploring its Canadian mineral projects with the goal of identifying new areas of significant mineralization. As discussed in Committee Bay and Homestake Ridge sections below, the majority of this work has taken place away from the known deposit areas in the form of regional exploration and prospect drilling at satellite targets. Though this work has yet to lead to the discovery of any new material mineral deposits, it has strengthened the Company’s understanding of the geological systems and provided new evidence with respect to the projects continued perspectivity. The Company expects to continue its exploration on these projects in accordance with the plans discussed in the Company’s MD&A for the year ended December 31, 2019.

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In Peru, the Company’s operations have focused on early stage projects where mineral resources have yet to be defined. In 2019, the majority of this work related to the surface exploration of the Sombrero Project and the Curibaya Project, since acquiring the adjacent Sambalay and Salvador concessions in August 2019. Both projects are discussed in detail in the section below.

As at December 31, 2019, the Company had approximately 20 full-time employees at its office in Vancouver, British Columbia, Canada, which included fulltime employees seconded from Universal Mineral Services Ltd.

The Company has not yet determined whether its mineral property interests contain economically recoverable mineral reserves. The Company's continuing operations and the underlying value of the Company’s mineral property interests are entirely dependent upon the existence of economically recoverable mineral reserves, the ability of the Company to obtain the necessary financing to complete the exploration of its mineral property interests, obtaining the necessary mining permits, and on future profitable production or the proceeds from the disposition of the exploration and evaluation assets.

Risk Factors

An investment in securities of Auryn involves significant risks, which should be carefully considered by prospective investors before purchasing such securities. Management of Auryn considers the following risks to be most significant for potential investors in Auryn, but such risks do not necessarily comprise all those associated with an investment in Auryn. Additional risks and uncertainties not currently known to management of Auryn may also have an adverse effect on Auryn’s business. If any of these risks actually occur, Auryn’s business, financial condition, capital resources, results of operations and/or future operations could be materially adversely affected.

In addition to the other information set forth elsewhere in this AIF, the following risk factors should be carefully considered when assessing risks related to Auryn’s business.

Coronavirus (COVID-19)

The current outbreak of novel COVID-19 and any future emergence and spread of similar pathogens could  have  an  adverse  impact  on  global  economic  conditions  which  may  adversely  impact  the Company’s operations, and the operations of its suppliers, contractors and service providers and the ability to obtain financing.

Global demand decline may result, which may impact the price of gold and other commodities with the result that Auryn may experience difficulty in achieving further equity financing or other forms of financing necessary to advance its projects. Travel bans may also adversely impact the Company’s operations and the ability of  the  Company  to  advance  its  projects.  Delays in travel plans and prohibitions by governments, including the Government of Peru on mining and mining related activities may result in the Company being required to defer its continued exploration plans for its properties, with the result that the Company’s ability to assess the resource potential and potential economic viability of its mining properties may be delayed. Sub-contractors may not be available to carry out the company’s planned exploration activities, including its 2020 programs.  Even if available, they may not be able to access the Company’s mineral properties due to restrictions on travel and around carrying on commercial activity.  In addition, costs may be greater than anticipated due to health and safety precautions required to comply with regulations and ensure health of their employees. In  addition,  should  any  employees  or consultants of the Company become infected with Coronavirus or similar pathogens, it could have a material negative impact on the Company’s operations and prospects.

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Commodity Price Fluctuations and Cycles

Resource exploration is significantly linked to the outlook for commodities. When the price of commodities being explored declines investor interest subsides and capital markets become very difficult. The price of commodities varies on a daily basis and there is no proven methodology for determining future prices. Price volatility could have dramatic effects on the results of operations and the ability of Auryn to execute its business plan. The mining business is subject to mineral price cycles. The marketability of minerals and mineral concentrates is also affected by worldwide economic cycles. Fluctuations in supply and demand in various regions throughout the world are common. In recent years, mineral prices have fluctuated widely. Moreover, it is difficult to predict future mineral prices with any certainty. As Auryn’s business is in the exploration stage and as Auryn does not carry on production activities, its ability to fund ongoing exploration is affected by the availability of financing which is, in turn, affected by the strength of the economy and other general economic factors. Auryn’s current projects are primarily exposed to gold and copper prices but are also exposed to a lesser extent to silver and lead prices.

Gold prices specifically are historically subject to wide fluctuation and are influenced by a number of factors beyond the control or influence of the Company. Some factors that affect the price of gold include: industrial and jewellery demand; central bank lending or purchase or sales of gold bullion; forward or short sales of gold by producers and speculators; future level of gold productions; and rapid short-term changes in supply and demand due to speculative or hedging activities by producers, individuals or funds. Gold prices are also affected by macroeconomic factors including: confidence in the global monetary system; expectations of the future rate of inflation; the availability and attractiveness of alternative investment vehicles; the general level of interest rates; the strength of, and confidence in the U.S. dollar, the currency in which the price of gold is generally quoted, and other major currencies; global and regional political or economic events; and costs of production of other gold producing companies. All of the above factors can, through their interaction, affect the price of gold by increasing or decreasing the demand for or supply of gold.

Exploration Activities May Not be Successful

Exploration for, and development of, mineral properties involves significant financial risks, which even a combination of careful evaluation, experience and knowledge may not eliminate. While the discovery of an ore body may result in substantial rewards, few properties that are explored are ultimately developed into producing mines. Major expenditures may be required to establish reserves by drilling, to complete a feasibility study and to construct mining and processing facilities at a site for extracting gold or other metals from ore. Auryn cannot ensure that its future exploration programs will result in profitable commercial mining operations.

Also, substantial expenses may be incurred on exploration projects that are subsequently abandoned due to poor exploration results or the inability to define reserves that can be mined economically. Development projects have no operating history upon which to base estimates of future cash flow. Estimates of proven and probable reserves and cash operating costs are, to a large extent, based upon detailed geological and engineering analysis. There have been no feasibility studies conducted in order to derive estimates of capital and operating costs including, among others, anticipated tonnage and grades of ore to be mined and processed, the configuration of the ore body, ground and mining conditions, expected recovery rates of the gold or copper from the ore, and anticipated environmental and regulatory compliance costs.

It is possible that actual costs and economic returns of future mining operations may differ materially from Auryn’s best estimates. It is not unusual in the mining industry for new mining operations to experience unexpected problems during the start-up phase and to require more capital than anticipated. These additional costs could have an adverse impact on Auryn’s future cash flows, earnings, results of operations and financial condition.

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Exploration Stage Operations

The Company’s operations are subject to all of the risks normally incident to the exploration for and the development and operation of mineral properties. The Company has implemented safety and environmental measures designed to comply with or exceed government regulations and ensure safe, reliable and efficient operations in all phases of its operations. The Company maintains liability and property insurance, where reasonably available, in such amounts as it considers prudent. The Company may become subject to liability for hazards against which it cannot insure or which it may elect not to insure against because of high premium costs or other reasons.

The mineral exploration business is very speculative. All of the Company’s properties are at an early stage of exploration. Mineral exploration involves a high degree of risk, which even a combination of experience, knowledge and careful evaluation may not be able to avoid. Few properties that are explored are ultimately developed into producing mines. Unusual or unexpected formations, formation pressures, fires, power outages, labour disruptions, flooding, explosions, cave-ins, landslides and the inability to obtain adequate machinery, equipment and/or labour are some of the risks involved in mineral exploration activities. The Company has relied on and may continue to rely on consultants and others for mineral exploration expertise. Substantial expenditures are required to establish mineral reserves and resources through drilling, to develop metallurgical processes to extract the metal from the material processed and to develop the mining and processing facilities and infrastructure at any site chosen for mining. There can be no assurance that commercial or any quantities of ore will be discovered. There is also no assurance that even if commercial quantities of ore are discovered, that the properties will be brought into commercial production or that the funds required to exploit any mineral reserves and resources discovered by the Company will be obtained on a timely basis or at all. The commercial viability of a mineral deposit once discovered is also dependent on a number of factors, some of which are the particular attributes of the deposit, such as size, grade and proximity to infrastructure, as well as gold prices. Most of the above factors are beyond the control of the Company. There can be no assurance that the Company’s mineral exploration activities will be successful. In the event that such commercial viability is never attained, the Company may seek to transfer its property interests or otherwise realize value or may even be required to abandon its business and fail as a “going concern”.

Calculation of Reserves, Resources and Precious Metal Recoveries

There is a degree of uncertainty attributable to the calculation and estimates of mineral reserves and mineral resources and the corresponding metal grades to be mined and recovered. Until reserves or resources are actually mined and processed, the quantities of mineralization and metal grades must be considered as estimates only. Any material change in the quantity of mineral reserves, mineral resources, grades and recoveries may affect the economic viability of the Company's properties. To date, the Company has not established mineral reserves on any of its mineral properties.

Additional Funding Requirements

As Auryn’s business is in the exploration stage and as Auryn does not carry on production activities, it will require additional financing to continue its operations. Its ability to secure additional financing and fund ongoing exploration is affected by the strength of the economy and other general economic factors. There can be no assurance that Auryn will be able to obtain adequate financing in the future, or that the terms of such financing will be favourable for further exploration and development of its projects. Failure to obtain such additional financing could result in delay or indefinite postponement of further exploration. Further, revenues, financings and profits, if any, will depend upon various factors, including the success, if any, of exploration programs and general market conditions for natural resources.

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Specialized Skill and Knowledge

Various aspects of Auryn’s business require specialized skills and knowledge. Such skills and knowledge include the areas of permitting, geology, drilling, metallurgy, logistical planning and implementation of exploration programs as well as finance and accounting. Auryn’s management team and board of directors provide much of the specialized skill and knowledge. Auryn also retains outside consultants as additional specialized skills and knowledge are required. However, it is possible that delays and increased costs may be experienced by Auryn in locating and/or retaining skilled and knowledgeable employees and consultants in order to proceed with its planned exploration and development at its mineral properties.

Competitive Conditions

Auryn competes against other companies to identify suitable exploration properties. Competition in the mineral exploration business is intense, and there is a high degree of competition for desirable mineral leases, suitable prospects for drilling operations and necessary exploration equipment, as well as for access to funds. Auryn is competing with many other exploration companies possessing greater financial resources and technical facilities than that currently held by Auryn.

Environmental Protection

Auryn’s properties are subject to stringent laws and regulations governing environmental quality. Such laws and regulations can increase the cost of planning, designing, installing and operating facilities on our properties. However, it is anticipated that, absent the occurrence of an extraordinary event, compliance with existing laws and regulations governing the release of materials in the environment or otherwise relating to the protection of the environment, will not have a material effect upon Auryn’s current operations, capital expenditures, earnings or competitive position.

Property Commitments

Auryn’s mineral properties and/or interests may be subject to various land payments, royalties and/or work commitments. Failure by Auryn to meet its payment obligations or otherwise fulfill its commitments under these agreements could result in the loss of related property interests.

Political, Economic and Social Risks and Uncertainties

Auryn’s operations at the Committee Bay Project are located in Nunavut and, as such, its operations are exposed to various levels of political, economic and other risks and uncertainties. Risks and uncertainties of operating in Nunavut vary from time to time, but are not limited to a limited local workforce, poor infrastructure, a complex regulatory regime and harsh weather.

Auryn’s Huilacollo Property in Peru is located within a special economic zone situated within 50km of the Peruvian border. Regardless of Peru’s progress in recent decades in restructuring its political institutions and revitalizing its economy, the country has a history of political and economic instability under both democratically elected and dictatorial governments, particularly through the 1980’s. The Company believes that the current conditions in Peru are stable and conducive to conducting business, however, the Company’s current and future mineral exploration, development and mining activities could be impacted by adverse political, social or economic developments. Adverse developments could include: widespread civil unrest and rebellion; the imposition of unfavourable government regulations on foreign investment, production and extraction, prices, exports, income taxes, environmental compliance or worker safety; or the expropriation of property.

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Environmental Regulatory Risks

Auryn’s operations are subject to environmental regulations promulgated by government agencies from time to time. Environmental legislation and regulation provides for restrictions and prohibitions on spills, releases or emissions of various substances produced in association with certain exploration industry operations, such as from tailings disposal areas, which would result in environmental pollution. A breach of such legislation may result in the imposition of fines and penalties. In addition, certain types of operations require the submission and approval of environmental impact assessments. Environmental legislation is evolving in a manner which means stricter standards, and enforcement, fines and penalties for non-compliance are more stringent. Future legislation and regulations could cause additional expenses, capital expenditures, restrictions, liabilities and delays in exploration of any of Auryn’s properties, the extent of which cannot be predicted. Environmental assessments of proposed projects carry a heightened degree of responsibility for companies and directors, officers and employees. The cost of compliance with changes in governmental regulations has a potential to reduce the profitability of operations.

Climate Change

Auryn acknowledges climate change and that the increased regulation of greenhouse gas emissions (known as carbon taxes) may adversely affect the Company’s operations and related legislation is becoming more stringent. The effects of climate change or extreme weather events may cause prolonged disruption to the delivery of essential commodities which could negatively affect production efficiency.

Auryn makes efforts to mitigate climate risks by ensuring that extreme weather conditions are included in its emergency response plans. However, there is no assurance that the response will be effective, and the physical risks of climate change will not have an adverse effect on the Company’s operations and profitability. The Company’s operations in Nunavut are particularly impacted by extreme weather due to their remoteness.

Changes in Government Regulation

Changes in government regulations or the application thereof and the presence of unknown environmental hazards on any of Auryn’s mineral properties may result in significant unanticipated compliance and reclamation costs. Government regulations relating to mineral rights tenure, permission to disturb areas and the right to operate can adversely affect Auryn.

Auryn may not be able to obtain all necessary licenses and permits that may be required to carry out exploration on any of its projects. Obtaining the necessary governmental permits is a complex, time consuming and costly process. The duration and success of efforts to obtain permits are contingent upon many variables not within our control. Obtaining environmental permits may increase costs and cause delays depending on the nature of the activity to be permitted and the interpretation of applicable requirements implemented by the permitting authority. There can be no assurance that all necessary approvals and permits will be obtained and, if obtained, that the costs involved will not exceed those that we previously estimated. It is possible that the costs and delays associated with the compliance with such standards and regulations could become such that we would not proceed with the development or operation.

Properties May be Subject to Defects in Title

Auryn has investigated its rights to explore and exploit its projects and, to the best of its knowledge, its rights are in good standing. However, no assurance can be given that such rights will not be revoked, or significantly altered, to Auryn’s detriment. There can also be no assurance that Auryn’s rights will not be challenged or impugned by third parties.

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Some Auryn’ mineral claims may overlap with other mineral claims owned by third parties which may be considered senior in title to the Auryn mineral claims. The junior claim is only invalid in the areas where it overlaps a senior claim. Auryn has not determined which, if any, of the Auryn mineral claims is junior to a mineral claim held by a third party.

Although Auryn is not aware of any existing title uncertainties with respect to any of its projects, there is no assurance that such uncertainties will not result in future losses or additional expenditures, which could have an adverse impact on Auryn’s future cash flows, earnings, results of operations and financial condition.

Key Personnel

Auryn’s senior officers are critical to its success. In the event of the departure of a senior officer, Auryn believes that it will be successful in attracting and retaining qualified successors but there can be no assurance of such success. Recruiting qualified personnel as Auryn grows is critical to its success. The number of persons skilled in the acquisition, exploration of mining properties is limited and competition for such persons is intense. As Auryn’s business activity grows, it will require additional key financial, administrative, mining and exploration personnel, and potentially additional operations staff. If Auryn is not successful in attracting and training qualified personnel, the efficiency of its operations could be affected, which could have an adverse impact on future cash flows, earnings, results of operations and the financial condition of Auryn.

Legal and Litigation Risks

All industries, including the exploration industry, are subject to legal claims, with and without merit. Defense and settlement costs of legal claims can be substantial, even with respect to claims that have no merit. Due to the inherent uncertainty of the litigation process, the resolution of any particular legal proceeding to which Auryn may become subject could have a material adverse effect on Auryn’s business, prospects, financial condition, and operating results. Defense and settlement of costs of legal claims can be substantial.

Risks Relating to Statutory and Regulatory Compliance

Auryn’s current and future operations, from exploration through development activities and commercial production, if any, are and will be governed by applicable laws and regulations governing mineral claims acquisition, prospecting, development, mining, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. Companies engaged in exploration activities and in the development and operation of mines and related facilities, generally experience increased costs and delays in production and other schedules as a result of the need to comply with applicable laws, regulations and permits. Auryn has received all necessary permits for the exploration work it is presently conducting; however, there can be no assurance that all permits which Auryn may require for future exploration, construction of mining facilities and conduct of mining operations, if any, will be obtainable on reasonable terms or on a timely basis or at all, or that such laws and regulations would not have an adverse effect on any project which Auryn may undertake.

Failure to comply with applicable laws, regulations and permits may result in enforcement actions thereunder, including the forfeiture of claims, orders issued by regulatory or judicial authorities requiring operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment or costly remedial actions. Auryn may be required to compensate those suffering loss or damage by reason of its mineral exploration activities and may have civil or criminal fines or penalties imposed for violations of such laws, regulations and permits. Auryn is not currently covered by any form of environmental liability insurance. See “Risk Factor - Insurance Risk”, below.

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Existing and possible future laws, regulations and permits governing operations and activities of exploration companies, or more stringent implementation thereof, could have a material adverse impact on Auryn and cause increases in capital expenditures or require abandonment or delays in exploration.

Insurance Risk

Auryn is subject to a number of operational risks and may not be adequately insured for certain risks, including: accidents or spills, industrial and transportation accidents, which may involve hazardous materials, labour disputes, catastrophic accidents, fires, blockades or other acts of social activism, changes in the regulatory environment, impact of non-compliance with laws and regulations, natural phenomena such as inclement weather conditions, floods, earthquakes, ground movements, cave-ins, and encountering unusual or unexpected geological conditions and technological failure of exploration methods.

There is no assurance that the foregoing risks and hazards will not result in damage to, or destruction of, the properties of Auryn, personal injury or death, environmental damage or, regarding the exploration activities of Auryn, increased costs, monetary losses and potential legal liability and adverse governmental action, all of which could have an adverse impact on Auryn’s future cash flows, earnings, results of operations and financial condition. The payment of any such liabilities would reduce the funds available to Auryn. If Auryn is unable to fully fund the cost of remedying an environmental problem, it might be required to suspend operations or enter into costly interim compliance measures pending completion of a permanent remedy.

No assurance can be given that insurance to cover the risks to which Auryn’s activities are subject will be available at all or at commercially reasonable premiums. Auryn is not currently covered by any form of environmental liability insurance, since insurance against environmental risks (including liability for pollution) or other hazards resulting from exploration activities is unavailable or prohibitively expensive. This lack of environmental liability insurance coverage could have an adverse impact on Auryn’s future cash flows, earnings, results of operations and financial condition.

Limited Business History and No History of Earnings

Auryn has only recently commenced operations and has no history of operating earnings. The likelihood of success of Auryn must be considered in light of the problems, expenses, difficulties, complications and delays frequently encountered in connection with the establishment of any business. Auryn has limited financial resources and there is no assurance that additional funding will be available to it for further operations or to fulfill its obligations under applicable agreements. There is no assurance that Auryn will ultimately generate revenues, operate profitably, or provide a return on investment, or that it will successfully implement its plans.

In addition, Auryn’s activities are focused primarily on the Committee Bay Project. Any adverse changes or developments affecting this project would have a material and adverse effect on Auryn’s business, financial condition, results of operations and prospects.

Claims by Investors Outside of Canada

Auryn is incorporated under the laws of British Columbia and its head office is located in Vancouver, British Columbia. The majority of Auryn’s directors and officers, and some of the experts named herein, are residents of Canada or otherwise reside outside of the United States, and all or a substantial portion of their assets, and a substantial portion of Auryn’s assets, are located outside of the United States. As a result, it may be difficult for investors in the United States or outside of Canada to bring an action against directors, officers or experts who are not resident in the United States. It may also be difficult for an investor to enforce a judgment obtained in a United States court or a court of another jurisdiction of residence predicated upon the civil liability provisions of United States federal securities laws or other laws of the United States or any state thereof or the equivalent laws of other jurisdictions outside of Canada against those persons or Auryn.

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Changes in the Market Price of Common Shares may be Unrelated to Auryn’s Results of Operations and could have an Adverse Impact on Auryn

The Auryn Shares are listed on the TSX. The price of Auryn Shares is likely to be significantly affected by short-term changes in the gold price or in its financial condition or results of operations as reflected in its quarterly earnings reports. Other factors unrelated to Auryn’s performance that may have an effect on the price of Auryn Shares and may adversely affect an investors’ ability to liquidate an investment and consequently an investor’s interest in acquiring a significant stake in Auryn include: a reduction in analytical coverage by investment banks with research capabilities; a drop in trading volume and general market interest in Auryn’s securities; a failure to meet the reporting and other obligations under relevant securities laws or imposed by applicable stock exchanges could result in a delisting of Auryn Shares and a substantial decline in the price of the Auryn Shares that persists for a significant period of time.

As a result of any of these factors, the market price of Auryn Shares at any given point in time may not accurately reflect their long-term value. Securities class action litigation often has been brought against companies following periods of volatility in the market price of their securities. Auryn may in the future be the target of similar litigation. Securities litigation could result in substantial costs and damages and divert management’s attention and resources.

Price Volatility of Publicly Traded Securities

In recent years, the securities markets in the United States and Canada have experienced a high level of price and volume volatility, and the market prices of securities of many companies have experienced wide fluctuations in price which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies. There can be no assurance that continuing fluctuations in price will not occur.

Future Sales May Affect the Market Price of the Auryn Shares

In order to finance future operations, Auryn may raise funds through the issuance of additional Common Shares or the issuance of debt instruments or other securities convertible into Common Shares. Auryn cannot predict the size of future issuances of Common Shares or the issuance of debt instruments or other securities convertible into Common Shares or the dilutive effect, if any, that future issuances and sales of Auryn’s securities will have on the market price of the Common Shares.

Dividend Policy

No dividends on the Common Shares have been paid by Auryn to date. Payment of any future dividends, if any, will be at the discretion of the Auryn Board of directors (the “Board”) after taking into account many factors, including Auryn's operating results, financial condition, and current and anticipated cash needs.

No History of Earnings

The Company has no history of earnings and there is no assurance that its mineral properties will generate earnings, operate profitably or provide a return on investment in the near future. The Company has not paid dividends in the past and has no plans to pay dividends for the foreseeable future, if ever. Any future determination to pay dividends will be at the discretion of the board of directors and will depend upon the capital requirements of the Company, results of operations and such other factors as the board of directors considers relevant.

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The Success of the Company Depends on its Relationships with Local Communities and Indigenous Organizations

Negative relationships with Indigenous and local communities could result in opposition to the Company’s projects. Such opposition could result in material delays in attaining key operating permits or make certain projects inaccessible to the Company’s personnel. Auryn respects and engages meaningfully with Indigenous and local communities at all of its operations. Auryn is committed to working constructively with local communities, government agencies and Indigenous groups to ensure that exploration work is conducted in a culturally and environmentally sensitive manner.

Risk of Foreign Operations

In Peru, the jurisdiction in which Auryn has mineral properties, such mineral properties are subject to various political, economic and other uncertainties, including, among other things, the risks of war and civil unrest, expropriation, nationalization, renegotiation or nullification of existing concessions, licenses, permits, approvals and contracts, taxation policies, foreign exchange and repatriation restrictions, changing political conditions, international monetary fluctuations, currency controls and foreign governmental regulations that favour or require the awarding of contracts to local contractors or require foreign contractors to employ citizens of, or purchase supplies from, a particular jurisdiction.

In addition, in the event of a dispute arising from foreign operations, Auryn may be subject to the exclusive jurisdiction of foreign courts or may not be successful in subjecting foreign persons to the jurisdiction of courts in the United States or Canada. Alturas also may be hindered or prevented from enforcing its rights with respect to a governmental instrumentality because of the doctrine of sovereign immunity. It is not possible for Auryn to accurately predict such developments or changes in laws or policy or to what extent any such developments or changes may have a material adverse effect on Auryn’s operations.

Peru is the world’s largest producer of silver, second largest producer of copper, third of zinc, fourth of lead and the sixth largest producer of gold. It also has the largest reserves of silver and the third largest copper and zinc reserves in the world. In 2017, mining provided a significant portion of Peru’s export revenues. Peru has enjoyed improvements in its GDP over the past decade, in a macroeconomic context of low inflation and declining poverty levels.  On the downside, the economy is most vulnerable in the short term to a global growth shock that permeates through lower commodity prices.

COMMITTEE BAY PROJECT

Amended and Restated Technical Report

On June 16, 2017, the Company filed a technical report entitled “Technical Report on the Committee Bay Project, Nunavut Territory, Canada” with an effective date of May 31, 2017 with respect to its Committee Bay project (the “Original 2017 Committee Bay Technical Report”). On November 3, 2017, the Company filed an amended and restated technical report entitled “Technical Report on the Committee Bay Project, Nunavut Territory, Canada” dated October 23, 2017 with an effective date of May 31, 2017 with respect to its Committee Bay project (the “Amended 2017 Committee Bay Technical Report”). The Amended 2017 Committee Bay Technical Report amended the Original 2017 Committee Bay Technical Report to remove an incorrect reference to the previous 2013 mineral resource estimate being current and to confirm that the current mineral resource estimate in the Amended 2017 Committee Bay Technical Report, which is effective May 31, 2017, reflected updated metal price, exchange rate and operating cost assumptions.

The following information on the Committee Bay Project is a summary of both the Amended 2017 Committee Bay Technical Report and the Company’s exploration completed in the 2017 and 2018 exploration seasons since the report’s publication. The summary of the Amended 2017 Committee Bay Technical Report is qualified by reference to the Amended 2017 Committee Bay Technical Report in its entirety. Readers are encouraged to review the Amended 2017 Committee Bay Technical Report which is filed on SEDAR under the Company’s profile at www.sedar.com.

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Project Description and Location

The Committee Bay Project is located in the eastern part of the Kitikmeot Region of Nunavut, approximately 430 km northwest of the town of Rankin Inlet, Nunavut. The Committee Bay Project is only accessible by air, either from Rankin Inlet or Yellowknife, Northwest Territories. The Committee Bay Project is centered at approximately 7,400,000m N and 570,000m E (NAD 83, Zone 15N) in 1:250,000 scale map sheets 56J (Walker Lake), 56K (Laughland Lake), 56O (Arrowsmith River) and 56P (Ellice Hills).

Land Tenure

As of the effective date of the Amended 2017 Committee Bay Technical Report, the Committee Bay Project consists of three non-contiguous blocks totalling 44 crown leases, 274 claims and one sub-surface exploration agreement covering IOL totalling approximately 427,978 ha. Auryn reports that the leases, claims and the sub-surface exploration agreement are in good standing. Applications are pending for an additional 13 leases totalling approximately 13,714.5 ha.

On March 20, 2015, Auryn announced that it had entered into a definitive joint venture agreement with North Country whereby it could earn a 51% interest in North Country’s Committee Bay Project by incurring $6 million in expenditures over a 30 month period. Of that amount, $500 was a firm commitment to be spent within 12 months. Auryn also agreed to buy 10 million of North Country shares at a price of $0.05 each as part of a non-brokered private placement.

On June 30, 2015, Auryn announced that it had entered into a letter agreement with North Country whereby it would acquire all the North Country shares that it did not already own in exchange for 13.8 million Common Shares of Auryn valued at approximately $20.4 million. The Auryn Shares issued as part of the agreement constituted approximately 30.7% of Auryn’s outstanding Common Shares. On September 25, 2015, Auryn announced that it had completed the acquisition and that North Country had become a subsidiary of Auryn.

Since the release of the Amended 2017 Committee Bay Technical Report, the Company has reduced its land position based on its evolving area of interest based on sound exploration efforts and as of the date of this AIF has 57 crown leases and 187 mineral claims, comprising approximately 280,000 hectares.

Accessibility

The Committee Bay Project is located 430 km northwest of Rankin Inlet, Nunavut. Access to Rankin Inlet is achieved via regularly scheduled commercial flights (Canadian North and/or First Air) from Yellowknife, Northwest Territories; Winnipeg, Manitoba; and Ottawa, Ontario. Rankin Inlet and Baker Lake are serviced seasonally by barge and ship. The hamlets of Baker Lake, Naujaat (Repulse Bay), Gjoa Haven, Taloyoak, and Kugaaruk (Pelly Bay) are accessible by scheduled commercial flights.

At the Three Bluffs camp site, Hayes Camp, an esker airstrip is accessible by Twin Otter fixed-wing aircraft on oversized tires from June through early September. Parts of the Hayes River area are accessible to float-equipped fixed-wing aircraft by late June. Fixed-wing and helicopter charters may be arranged either from Rankin Inlet or from Yellowknife. In order to facilitate the mobilization of large quantities of equipment and supplies for exploration programs, a 5,000 ft airstrip (ice-strip) is constructed each spring on Sandspit Lake at Hayes Camp.

Climate

The Committee Bay Project is located in the Wager Bay Plateau Ecoregion of the Northern Arctic Ecozone (Marshall and Schutt, 1999). This ecoregion is classified as having a low arctic ecoclimate. Summers are short and cold, with mean daily temperatures above freezing only in July and August. Snow cover usually lasts from September to June, but it can fall during any month. Most of the lakes are icebound until approximately mid-July.

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Precipitation is moderate throughout the year, but drifting of snow in the winter can result in considerable localized accumulations, particularly on the sides of hills. Fog is often a problem near the coast and at higher elevations particularly during the late spring to early summer and the fall months.

Local Resources

Most services are available in Baker Lake, Kugaaruk, and Rankin Inlet, including: groceries; hotel accommodations; expediting services; and some camp supplies. Anything that is not locally available can be shipped in via daily scheduled air services.

The Rankin Inlet area is a hub of mining activity in the region. Exploration and mining suppliers and contractors are available from Manitoba and the Northwest Territories. General labour is readily available from the local communities.

Existing Infrastructure

There is no permanent infrastructure at the Committee Bay Project. Auryn maintains three camps to support seasonal exploration campaigns in various portions of the Committee Bay Project, namely the Hayes Camp (100 person capacity), the Bullion Camp (20 to 40 person capacity) and the Ingot Camp (10 person capacity). The Committee Bay Project also benefits from a 914 m, graded, esker airstrip at the Hayes Camp, a permitted, seasonally prepared 1,580 m winter ice airstrip, which is constructed on the adjacent Sandspit Lake, and 320m tundra airstrip at the Bullion Camp. A drill water system is maintained at the Three Bluffs site.

Since the release of the Amended 2017 Committee Bay Technical Report, the Company has added a fourth camp, the Crater Camp, which has a 20 to 40 person capacity.

History

Key historical events are:

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1961 and 1967: Mapping done in the area by the Geological Survey of Canada (“GSC”).

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1970: King Resources Company conducted reconnaissance geological mapping and sampling in the Laughland Lake and Ellice Hills areas. Follow-up work includes geophysics and detailed mapping, trenching, and sampling.

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1970, 1974, and 1976: Cominco Ltd. carried out reconnaissance and detailed geological mapping, ground geophysics, and sampling in the Hayes River area.

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1971: The Aquitaine Company conducted airborne electromagnetic (EM) and magnetometer surveys.

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1972 to 1977: Detailed re-mapping of the area was done by the GSC.

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1979: Urangesellschaft Canada Ltd. carried out reconnaissance airborne radiometric surveys and prospecting for uranium in the Laughland Lake area.

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1986: Wollex carried out geological mapping and rock sampling in the West Laughland Lake area.

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1992: GSC conducted geological re-assessment of the mineral potential of the PrinceAlbert Group.

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1994: Channel sampling carried out over the Three Bluffs area but the results were lost.

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1996: Terraquest Ltd. conducted a high-resolution airborne magnetometer survey.

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1997 to 1998: P.H. Thompson Geological Consulting Ltd. conducted regional geological mapping in the Three Bluffs area.

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1999 to 2002: GSC conducted a multi-disciplinary study of the Committee Bay Greenstone Belt (“CBGB”).

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1992 to 2012: Apex Geoscience Ltd. (Apex) carried out prospecting, rock sampling, gridding, airborne and ground geophysics, geophysics, geological mapping, and reverse circulation and diamond drilling on several of the gold targets including Three Bluffs, Three Bluffs West, West Plains, Anuri, Inuk, Antler, and Hayes.

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2015 and 2016, Auryn completed a total of 95 RAB holes for approximately 13,045 m and seven diamond drill holes for approximately 3,715 m on the Committee Bay Project.

Past Production

There has been no previous production from the Committee Bay Project.

Geology and Mineralization

The Committee Bay area, situated in the Churchill Structural Province, is underlain by Archean and Proterozoic rocks and extensively covered by Quaternary glacial drift. It comprises three distinct Archean sub-domains (Prince Albert Group, Northern Migmatite, and Walker Lake Intrusive Complex).

The CBGB, which hosts the gold occurrences discussed in the Amended 2017 Committee Bay Technical Report, is composed of Prince Albert Group rocks. These are bounded by the wide, northeast-striking Slave-Chantrey mylonite belt to the northwest and by the Amer and Wager Bay shear zones to the south. Two major fault systems, the northeast-striking Kellet fault and the northwest-striking Hayes River fault, intersect the central portion of the CBGB and cut the Prince Albert Group rocks. Gold occurrences in the CBGB appear to be spatially related to the major shear systems and their sub-structures indicating the potential for the re-mobilization of mineral-bearing fluids along these structures.

The regional strike of rock units in the West Laughland Lake area is generally north but shows a degree of variability. Units, generally vertically dipping in much of the CBGB, have a more moderate to shallow dip at Four Hills. Rocks generally strike northeast from Four Hills east to Committee Bay. In the Hayes River area, the east-striking Walker Lake shear zone is the dominant structure. Dips in the Hayes River area are generally sub-vertical and there is evidence of flexural shear and silicification along lithological contacts between iron formation and talc-actinolite schist (meta-komatiite). Rocks of the Curtis River area, approximately 120 km northeast of the Hayes River area, strike northeast and dip sub-vertically.

The iron formations that host the Three Bluffs, Antler, Hayes, and Ledge gold occurrences have unique lithological associations with their contact rocks and do not appear to be stratigraphically equivalent.

Three low, rounded, rusty outcrops, called West, Central, and East, comprise the Three Bluffs gold occurrence. Gold mineralization is hosted in gossanous, predominantly oxide, silicate, and sulphide facies iron formations. Iron formation thicknesses range from 25 m to 30 m at the West Bluff to 55 m at the Central Bluff. The Three Bluffs iron formation maintains a thickness of 10 m for a minimum strike length of 1.8 km and is at least 55 m thick for 700 m. The iron formations are poorly banded to massive with locally shared, quartz-veined intervals of up to three metres near lithological contacts. Chlorite and epidote alteration indicates either lower amphibolite grade metamorphism (epidote-amphibolite facies) or the result of retrograde greenschist facies metamorphism associated with gold deposition. Local mineralization, composed of disseminated pyrite and pyrrhotite, can occupy up to 50% of the rock volume.

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Exploration Status

2017 Exploration

The Three Bluffs deposit is at the Mineral Resource development stage. The remainder of the Committee Bay Project is at the early exploration stage.

During 2017, the Company announced the results from its Rotary Air Blast (“RAB”) drill program. The results received represent approximately 30,000 meters across approximately 150 drill holes targeting areas away from the existing Three Bluffs deposit. Highlights from the drilling are as follows:

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Aiviq prospect - 12.2 meters of 4.7g/t Au (including 3.05 meters of 18.09 g/t Au) intersected in an interpreted silicified shear zone;

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Aarluk prospect - 4.57 meters of 2.52 g/t gold was intersected in banded iron formation;

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West Plains prospect - 9.15 meters of 3.48g/t Au (including 6.1 meters of 4.93 g/t Au), 9.15 meters of 2.89g/t Au and 6.10 meters of 2.54g/t Au (including 1.53 meters of 7.48 g/t Au) all intersected in banded iron formation; and

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Inuk prospect - 25 meters of 1.15g/t Au (including 3.05 meters of 4.13g/t Au) 400 meters away from the historic intercept of 12.6 meters of 16.04 g/t Au within sulphidized banded iron formation.

2018 Exploration

During 2018, the Company drilled approximately 10,000 meters across several targets in the vicinity of the Three Bluffs deposit but away from known mineralization. Summarized results from this program are highlighted as follows:

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Aiviq – 16 core and 7 RAB holes - The majority of the core drill holes intersected 20 - 40 meter widths of intense quartz veining and sulphidized banded iron formations. Results from the Aiviq core drill program include highlights of 13.5 meters of 1.54 g/t gold (including 6 meters of 3.3 g/t gold) 4.5 meters of 2.93/t Au, and 1.5 meters of 8.95/t Au;

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Kalulik – 8 RAB holes - The 2018 drill program at Kalulik identified two separate gold-bearing hydrothermal systems, four kilometers apart, that intersected broad zones of low-grade mineralization over 10 - 20 meter widths within sulphidized banded iron formations and associated quartz veining. These results include 21.34 meters at 0.4 g/t gold and 16.76 meters at 0.45 g/t gold; and,

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Aarluk – 7 RAB holes - At the Aarluk prospect the best intercept was 3.05 meters of 3.39 g/t gold, which was encountered in a weakly sulphidized banded iron formation. 

2019 Exploration

During 2019, the Company followed up on the results from its 2018 program by completing the following:

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Machine Learning - A total of twelve new targets were generated through unbiased processing of existing exploration data. Two of the targets overlapped with Auryn’s geologist derived targets adjacent to the Aiviq and Kalulik discoveries;

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Drill Program – A 2,700 meter diamond drill program at the Committee Bay Project targeted a combination of both machine learning and traditional geologist generated targets and drilled a new gold-bearing system along the regional fault zone that hosts the Aiviq and Kalulik systems. These results include 30 meters of 0.67 g/t gold, including 1.5 m of 5.03 g/t gold; and

●

IP Survey - A 27 line – kilometer induced polarization survey was conducted to identify both chargeability and conductivity targets along the Aiviq-Shamrock corridor.

Committee Bay Rotary Air Blast (“RAB”) Drilling QA/QC Disclosure

Intercepts were calculated using a minimum of a 0.25 g/t Au cut off at beginning and end of the intercept and allowing for no more than four consecutive samples (six meters) of less than 0.25 g/t Au.

Analytical samples were taken using 1/8 of each 5ft (1.52m) interval material (chips) and sent to ALS Lab in Yellowknife, Northwest Territories and Vancouver, BC for preparation and then to ALS Lab in Vancouver, British Columbia for analysis. All samples are assayed using 30g nominal weight fire assay with atomic absorption finish (Au-AA25) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). Quality Assurance/Quality Control (“QA/QC”) programs using internal standard samples, field and lab duplicates and blanks indicate good accuracy and precision in a large majority of standards assayed.

Committee Bay Diamond Drilling QA/QC Disclosure

Intercepts were calculated using a minimum of a 0.25 g/t Au cut off at beginning and end of the intercept and allowing for no more than six consecutive meters of less than 0.25 g/t Au.

Analytical samples were taken by sawing NQ diameter core into equal halves on site and sent one of the halves to ALS Lab in Yellowknife, NWT for preparation and then to ALS Lab in Vancouver, BC for analysis. All samples are assayed using 50g nominal weight fire assay with atomic absorption finish (Au-AA26) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). QA/QC programs using internal standard samples, field and lab duplicates and blanks indicate good accuracy. Due to the nuggety nature of mineralization encountered, the Company will be running additional analysis on duplicate samples to better understand the analytical precision.

True widths of mineralization are unknown based on current geometric understanding of the mineralized intervals.

Committee Bay Grabs QA/QC Disclosure:

Approximately 1-2kg of material was collected for analysis and sent to ALS Lab in Vancouver, BC for preparation and analysis. All samples are assayed using 50g nominal weight fire assay with atomic absorption finish (Au-AA26) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). QA/QC programs for 2018 rock grab samples using internal standard samples, lab duplicates, standards and blanks indicate good accuracy and precision in a large majority of standards assayed. Grab samples are selective in nature and cannot be consider as representative of the underlying mineralization.

Mineral Resources

The Mineral Resources at the Committee Bay Project are estimated to be approximately 2.07 million tonnes of Indicated Mineral Resources grading 7.85 g/t Au, containing 524,000 ounces of gold, and 2.93 million tonnes of Inferred Mineral Resources grading 7.64 g/t Au, containing 720,000 ounces of gold. Compared to the previous Mineral Resource estimate prepared by RPA in 2013, the tonnage has decreased and the grades have increased due to a higher cut-off grade based on the current metal price, exchange rate, and operating cost assumptions.

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The estimate was carried out using a block model method constrained by wireframe grade shell models, with Inverse Distance Cubed (ID3) weighting. Two sets of wireframes and block models were employed: one contemplated open pit mining and the other, underground mining. A lower set of cut-off criteria were used for the open pit versus the underground to reflect the lower costs that should be incurred by mining from surface. To fulfil the resource criteria of “reasonable prospects for eventual economic extraction”, a preliminary pit shell was generated from the open pit model. Blocks from the open pit model captured within this shell were considered eligible for reporting as open pit resources. The same pit shell was applied to the underground model, except that blocks from this model were included in the resource only if they were outside of the shell.

Mineral Reserves

There are no mineral reserves on the Committee Bay Project.

Adjacent Properties

The Committee Bay Project is contiguous with claims held by various companies and individuals. None of the adjacent claims are known to host mineralized zones comparable to the Three Bluffs deposit. No reliance was placed on any information from adjacent properties in the estimation and preparation of the Mineral Resources reported in the Amended 2017 Committee Bay Technical Report. Adjacent properties are therefore not deemed material.

Conclusions

The Committee Bay Project is located within the granite-greenstone rocks of the Archean Prince Albert group, a component of the Rae Domain within the Western Churchill Province. The Three Bluffs gold deposit is characterized by a thick interval of iron formation that appears to form the nose of an upright isoclinal antiform. The majority of the gold mineralization is hosted in silicate, oxide, and/or sulphide facies iron formation. Gold mineralization has also been identified in shear hosted quartz veins in sedimentary and volcanic rocks.

Drilling has outlined mineralization with three-dimensional continuity, and size and grades that can potentially be extracted economically. Project geologists have a good understanding of the regional, local, and deposit geology and controls on mineralization. The geological models are reasonable and plausible interpretations of the drill results.

Exploration protocols for drilling, sampling, analysis, security, and database management meet industry standard practices. The drill hole database was verified by RPA and is suitable for Mineral Resource estimation work.

The previous resource model prepared by RPA in April 2013 remains representative of the mineralization. There has been no new drilling in the immediate area of those resources. The cut-off grades were adjusted based on an updated metal price, exchange rate, and operating cost assumptions and the updated Mineral Resource was assigned a new effective date of May 31, 2017.

Mineral Resources for the Three Bluffs deposit were estimated assuming combined open pit and underground mining methods. At cut-off grades of 3.0 g/t Au for open pit and 4.0 g/t Au for underground, Indicated Mineral Resources are estimated to total 2.07 Mt at an average grade of 7.85 g/t Au containing 524,000 ounces gold. At the same cut-off grades, Inferred Mineral Resources are estimated to total 2.93 Mt at an average grade of 7.64 g/t Au containing 720,000 ounces gold. The open pit Mineral Resources were constrained by a preliminary pit shell generated in Whittle software. Underground Mineral Resources are reported at the high cut-off grade outside of the pit shell.

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The limited metallurgical testwork conducted so far suggests that the gold can be recovered by conventional means, such as a combination of gravity and flotation followed by cyanide leaching of the concentrate. In RPA’s opinion, however, additional metallurgical testwork is warranted.

The Committee Bay Project covers virtually all of the Committee Bay supracrustal belt which hosts a regionally significant and highly prospective corridor for gold. Previous exploration on the Committee Bay Project did not effectively screen the large property holdings. Auryn’s exploration strategy is both successful and cost effective. Auryn’s work in 2015 and 2016, which covered approximately 85% of the current property holdings, was able to highlight 17 significant gold in till anomalies, several of which are located away from any previously known gold occurrences. There is good potential to discover additional mineralization and to add to the resource base on the property.

Recommendations

RPA has reviewed and concurs with Auryn’s proposed exploration programs and budgets. Phase 1 of the recommended work program will include a desktop review of the 2015 and 2016 exploration results in an effort to define the most effective exploration program to determine the source of the recently identified 17 gold in till anomalies. The field portion of Phase 1 will consist of boulder mapping, detailed infill till sampling, and ground magnetics to identify the highest probability targets which will be immediately drill tested. In addition to the target follow-up, Phase 1 exploration should include the completion of the regional till sampling and drone programs over the remaining 15% of the CBGB.

The Phase 1 program is anticipated to include collection of 17,000 detailed infill till samples and 2,350 regional till samples and completion of 1,200 km2 of drone coverage and 25,000 m of RAB drilling. The Phase 1 program is estimated to cost approximately $20 million. Details of the recommended Phase I program can be found in Table 1 below.

Table 1 – Proposed Budget – Phase 1

 Auryn Resources Inc. – Committee Bay Project

Item	$
PHASE 1
Head Office Expenses	228,000
Project Management/Staff Cost	2,462,000
Expense Account/Staff Travel	1,771,000
Lease Payments	157,000
Till Sampling	685,000
Ground Magnetics	200,000
Drone Surveying	93,000
RAB Drilling	4,863,000
Assaying/Analyses	1,084,000
Camp Costs	650,000
Air Support	5,936,000
Subtotal	18,129,000
Contingency	1,813,000
TOTAL	19,942,000

A Phase 2 exploration program, contingent on the results of Phase 1, will mainly consist of drilling. Initially, all of the Three Bluffs drill core should be re-logged so that controls on mineralization can be better understood. Following that, 5,000 m to 10,000 m of exploration diamond drilling is proposed at Three Bluffs to test for the continuity of high grade mineralization at depth and along strike from the current deposit. In addition to the focused work at Three Bluffs, it is recommended that any significant RAB drill intersections from the Phase 1 program be followed up with additional RAB drilling and focused diamond drilling. It is also anticipated that additional targets will be identified during the completion of the regional program and these will have to be targeted using a systematic approach, which includes boulder mapping, detailed infill till sampling, and ground magnetics.

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The Phase 2 exploration program is anticipated to include the completion of both diamond and RAB drilling, along with the collection of surface samples. The recommended Phase 2 program is estimated to cost between $20 million and $25 million. Details of the recommended Phase 2 program can be found in Table 2 below.

Table 2 – Proposed Budget – Phase 2

 Auryn Resources Inc. – Committee Bay Project

Item	$
PHASE 2
Head Office Expenses	250,000
Project Management/Staff Cost	2,500,000
Expense Account/Staff Travel	1,800,000
Lease Payments	157,000
Till Sampling	500,000
RAB Drilling	2,000,000
Diamond Drilling	6,000,000
Assaying/Analyses	1,000,000
Resource Estimate Update	65,000
Metallurgical Test Work	100,000
Air Support	6,000,000
Camp Costs	700,000
Subtotal	21,172,000
Contingency	2,117,000
TOTAL	23,289,000

Since the publication of the Amended 2017 Committee Bay Technical Report, the Company has expended approximately $29 million on exploration costs under these recommendations (as discussed above). This work included an extensive regional and infill till geochemical campaign, an aerial imagery drone survey and over 40,000 meters of drilling discussed above. The Company views that the results from this exploration further support conclusions drawn in the Amended 2017 Committee Bay Technical Report and do not represent a material change to Committee Bay. The Company intends to continue its exploration in accordance with these recommendations with the continued testing of regional drill targets with the RAB drill and expansion drilling at the Three Bluffs deposit.

HOMESTAKE RIDGE PROJECT

Technical Report

On October 12, 2017, the Company filed a technical report entitled “Technical Report on the Homestake Ridge Project, Skeena Mining Division, Northwestern British Columbia” dated September 29, 2017 with an effective date of September 1, 2017 (the “Original 2017 Homestake Ridge Technical Report”) with respect to the Homestake Ridge Project located in the Skeena Mining Division, northwestern British Columbia, Canada. On November 3, 2017, the Company filed an amended and restated technical report with respect to its Homestake Ridge Project entitled “Technical Report on the Homestake Ridge Project, Skeena Mining Division, Northwestern British Columbia” dated October 23, 2017 with an effective date of September 1, 2017 prepared by David A. Ross, M.Sc., P.Geo. and Paul Chamois, M.Sc.(A), P.Geo. of RPA (the “Amended 2017 Homestake Ridge Technical Report”). The Amended 2017 Homestake Ridge Technical Report amended Section 6 of the Original 2017 Homestake Ridge Technical Report in order to clarify that (i) certain resources originally referred to as “Historical Estimates” had been reported in prior NI 43-101 technical reports, and accordingly were not “Historical Estimates” within the meaning of NI 43-101, and (ii) to remove reference to the previous historical 2013 resource estimate remaining current, given that the Original 2017 Homestake Ridge Technical Report and the Amended 2017 Homestake Ridge Technical Report provided an updated resource estimate with an effective date of September 1, 2017.

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The purpose of the Original 2017 Homestake Ridge Technical Report and Amended 2017 Homestake Ridge Technical Report was to support the disclosure of an updated Mineral Resource estimate. RPA visited the property from August 26 to 28, 2017. The effective date of the updated Mineral Resource estimate is September 1, 2017.

The following information on the Homestake Ridge Project is a summary of both the Amended 2017 Homestake Ridge Technical Report and the Company’s exploration completed in the 2017 and 2018 exploration seasons since the report’s publication. The summary of the Amended 2017 Homestake Ridge Technical Report is qualified by reference to the Amended 2017 Homestake Ridge Technical Report in its entirety. Readers are encouraged to review the Amended 2017 Homestake Ridge Technical Report on SEDAR under the Company’s profile at www.sedar.com.

Project Description and Location

The Homestake Ridge Project covers 7,547.15 ha and is located approximately 32 km southeast of Stewart, British Columbia, and approximately 32 km north-northwest of the tidewater communities of Alice Arm and Kitsault, BC. The property is located within NTS 1:50,000 scale topographic map 102/P13. It is centred at approximately 55° 45' 12.6" N latitude and 129° 34' 39.8" W longitude on Terrain Resource Integrated Management (TRIM) maps 103P072 and 103P073 and lies within Zone 9 of the UTM projection using the NAD83 datum.

Land Tenure

The Homestake Ridge Project comprises four non-contiguous blocks consisting of seven crown grants and 36 mineral claims covering a total area of 7,547.15 ha in the Skeena Mining Division. The crown grants include surface rights, while the mineral claims do not include surface rights.

On June 14, 2016, Auryn announced that it had entered into a binding letter agreement whereby it would acquire all the issued and outstanding common shares of Homestake Resource Corporation. On September 8, 2016, Auryn announced that it had completed a plan of arrangement and that Homestake had become a wholly-owned subsidiary of Auryn. Homestake holds a 100% interest in the Homestake Ridge Project, subject to various royalty interests on certain claims held by vendors, with some claims requiring annual royalty payments.

Accessibility

The Homestake Ridge Project is located 32 km southeast of Stewart, BC, at the southern extent of the Cambria ice field. Access to the Homestake Ridge Project from the town of Kitsault is by boat/barge to the community of Alice Arm. From there, an upgraded tractor trail follows an old railway bed for a distance of 32 km into the area of the past producing Dolly Varden silver mine, approximately four kilometres from the southern boundary of the Homestake Ridge Project. From there, overgrown mule trails lead to the historic workings of the Vanguard and Homestake areas of the Homestake Ridge Project. Helicopters are available for charter from either Prince Rupert, Terrace, or Stewart.

Climate

Climate in the area is classified as Oceanic or Marine West Coast and is characterized by moderately cool summers and mild winters with a narrower annual range of temperatures compared to sites of similar latitude. Climate data derived from the closest monitoring station (Nass Camp) indicates that temperatures range from an average low of -6.6°C in January to an average high of 21.6°C in July. The mean temperature for the year is 5.3°C.

The area receives 1,065 mm of precipitation each year (expressed in mm of water). Rainfall peaks in October with 165 mm. Snowfall is highest in December and January when accumulations are 92 cm and 91 cm respectively. The property is reported to be covered in snow from late September to late June. Precipitation and heavy fog often impact airborne access to the Homestake Ridge Project.

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Local Resources

The Homestake Ridge Project is located north of the historic mining towns of Kitsault and Alice Arm. Both towns are located at Alice Arm, a branch of the Observatory Inlet and part of the Portland inlet system which hosts Canada’s most northerly, ice-free, deep sea port at Stewart.

Sprott Power Corp. (Sprott Power) initiated development of six hydroelectric projects in the Upper Kitsault Valley. To facilitate the construction, roads and bridges are being upgraded in that area. Sprott Power is also redeveloping shutdown hydroelectric utilities in the area including the Kitsault dam and powerhouse. The Government of British Columbia has announced the resurfacing of 18 km of Highway 113, which will improve access to Kitsault from Terrace.

Labour and supplies for the Homestake Ridge Project can be brought in from Terrace, which lies 185 km to the south, along Highway 113. Terrace has a population of 12,109 (2001 census) and hosts wide range of supplies, services, and trained labour. Terrace is serviced by three air carriers with daily scheduled flights.

Existing Infrastructure

There is no permanent infrastructure at the Homestake Ridge Project. A temporary camp capable of housing 40 people was established at 55°44.406’ N and 129°35.128’ W for the duration of the 2017 exploration program.

History

The Homestake Ridge Project comprises two areas of historic exploration. The Homestake and the Vanguard groups have been tested by past explorers starting in the early 1900s after the discoveries at Anyox and in the Stewart region. Claims were first staked at the Homestake group between 1914 and 1917. In 1925, the original claims were given “Crown Grant” status.

In 1939, the property was optioned by British Lion Mines Ltd. British Lion Mines Ltd. conducted extensive trenching and excavated two (Smith and Myberg) adits, shipping eight tonnes of selected ore that returned 1,120 g Au, 1,617 g Ag, 63.5 kg Pb, 303 kg Zn and 599 kg Cu from the Homestake group of claims. This is the only known production from the property.

In 1947, a cross-cut adit was begun on the Nero claim (operator unknown) that formed part of the Vanguard group. Work continued until the early 1950s when the claims were abandoned.

In 1964, Dwight Collison of Alice Arm staked the area, conducted surface trenching, limited underground work, and drilled seven holes for an aggregate of 58.2 m, on the Lucky Strike and Cascade claims which make up part of the Homestake group. In 1966, Canex Aerial Exploration Ltd. undertook an exploration program and in 1967, Amax Exploration conducted and extended examination of the Vanguard group.

In 1979, Newmont Exploration of Canada Ltd. optioned part of the property, which excluded the original Homestake and Vanguard claims and targeted near surface massive sulphides. Newmont Exploration of Canada Ltd. terminated the option in late 1980. Caulfield Resources Ltd. explored the Vanguard group in 1981, but no subsequent work was done.

Homeridge Resources Ltd. optioned the property in 1984, but no work was done. The claims were allowed to lapse in 1986, were re-staked and optioned to Cambria Resources Ltd., which completed geological mapping, lithogeochemical sampling, trenching and 4.3 line km of IP and resistivity surveys.

The ground was optioned to Noranda Exploration Company Limited. Between 1989 and 1991, Noranda Exploration Company Limited consolidated ground by optioning more area including the Cambria, Homestake, and Vanguard claims. Geological mapping and geophysical surveys were conducted and twelve diamond drill holes were cored for a total of 1,450.05 m.

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Teck Resources Limited acquired the current Homestake Ridge property in 2000 via option agreements and staking. From 2000 to 2002, Teck Resources Limited conducted geochemical and geological surveys, trenching, and drilling for volcanogenic massive sulphide (VMS) deposits.

Homestake (formally Bravo Venture Group) optioned the property from Teck Resources Limited in 2003. Homestake’s work, prior to 2009, consisted of the compilation of historic data, the performance of geochemical and geophysical surveys, geological mapping, and the drilling of 27,289 m in 120 NQ2 and BTW diamond drill holes. In 2007, Homestake released a NI 43-101 compliant Mineral Resource estimate at a 0.5 g/t AuEq cut-off grade which totalled 11.9 Mt in the Inferred category grading 2.36 g/t Au, 15.0 g/t Ag, and 0.11% Cu.

From 2008 to 2009, Homestake resumed diamond drilling and was successful in confirming the known mineralized zones as well as discovering the Homestake Silver Zone located approximately 700 m to the southeast of the Main Homestake deposit.

In 2010, Scott Wilson RPA prepared an updated NI 43-101 compliant Mineral Resource estimate for the Homestake Ridge Project at a 3 g/t AuEq cut-off grade which totalled 888,000 t in the indicated category grading 6.69 g/t Au, 47.2 g/t Ag and 0.15% Cu and 2.34 Mt in the inferred category grading 4.62 g/t Au, 106 g/t Ag and 0.13% Cu.

From 2010 to 2012, Homestake completed additional surface exploration including further mapping, soil and rock sampling, 13.54 line km of IP surveying, and diamond drilling resulting in the identification of new exploration targets and the significant expansion of Mineral Resources estimate on the Homestake Ridge Project.

In April of 2011, Homestake announced the results of an updated Mineral Resource estimate at the Homestake Silver Zone by RPA, which resulted in a significant increase in the inferred resources of the previous estimate. The reported resource at a 3.0 g/t AuEq cut-off grade totalled 888,000 t in the indicated category grading 6.69 g/t Au, 47.2 g/t Ag and 4.1 Mt in the inferred category grading 4.62 g/t Au, 103 g/t Ag.

In 2011 a new discovery was made 800 m to the southwest of, and parallel to, the Main Homestake and Homestake Silver deposits. This area, known as the South Reef target was tested by three holes with all three intersecting +30 g/t Au mineralization.

During 2012, Homestake completed two phases of drilling focused on the delineation and extension of the South Reef target. The second phase of drilling was funded by Agnico Eagle Mines Limited as part of an option agreement (see below). The 2012 drilling was successful in identifying an approximate 250 m strike by 250 m down dip before ending in, or being offset by, a major fault structure. Mineralization is open along the strike to the northwest. Other targets remain on the property.

Agnico Eagle Mines Limited optioned the property from Homestake in 2012. From 2013 to 2014, Agnico Eagle Mines Limited completed exploration consisting of prospecting, reconnaissance geological mapping, soil sampling, a limited amount of ground geophysical (magnetics and IP) surveying and diamond drilling consisting of 16 holes totalling approximately 6,525 m. The drilling suggested that the Slide Zone is concordant with the Homestake Main and Homestake Silver zones and trends north northwesterly and dips steeply to the northeast. The option was subsequently terminated.

Past Production

In 1939, British Lion Mines Ltd. shipped eight tonnes of selected ore that returned 1,120 g Au, 1,617 g Ag, 63.5 kg Pb, 303 kg Zn, and 599 kg Cu from the Homestake group of claims. This is the only known production from the Homestake Ridge Project.

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Geology and Mineralization

The Homestake Ridge Project is located within a lobe of Upper Triassic to Middle Jurassic strata exposed along the western edge of the Bowser Basin within the Stikinia Terrane of the Intermontane Belt. Stikinia formed in the Pacific Ocean during Carboniferous to Early Jurassic (320 Ma to 190 Ma) and collided with North America during the Middle Jurassic.

The Homestake Ridge Project occurs within the metallogenic region known as the Stewart Complex. Described as the contact of the eastern Coast Plutonic Complex with the west-central margin of the successor Bowser Basin, the Stewart Complex ranges from Middle Triassic to Quaternary in age and is comprised of sedimentary, volcanic and metamorphic rocks.

The Homestake Ridge Project covers the transition between the sedimentary and volcanic rocks of the Upper Triassic to Lower Jurassic Stuhini Group, a complex sequence of Lower to Middle Jurassic sedimentary, volcanic and intrusive rocks of the Hazelton Group and sedimentary rocks of the Upper to Middle Jurassic Bowser Lake Group.

The Lower Hazelton rocks comprise fine-grained to feldspar-hornblende phyric volcanic and volcaniclastic rocks of andesite to latite/trachyte composition and may include some phases of hypabyssal monzonite. This lower stratigraphy of the Hazelton Group extends along the length of the Homestake Ridge from the Main Homestake Zone to the Vanguard Copper showings and is the host rock and footwall sequences to the three known mineral deposits, the Main Homestake, Homestake Silver and South Reef zones as well as numerous other showings.

The cessation of Hazelton volcanism and continued sub-basin development resulted in a rapid facies changes into calcareous sandstones, grits, and conglomerates progressing upwards to thinly laminated and alternating beds of black graphitic and pyritic mudstones and light grey siltstones or very fine-grained sandstones (possible “pyjama beds”) correlated to the Salmon River formation.

In the northern part of the property at the headwaters of Homestake Creek, rhyolitic volcanic rocks occur at the base of the Salmon River sediments.

The eastern part of the property is dominated by the Middle to Upper Jurassic Bowser Basin Group which conformably overlies the thin bedded graphitic argillites of the Salmon River formation.

Structure on the property largely reflects northeast-southwest compression that has continued from the Jurassic to present day. Recent drilling and mapping suggest that the local stratigraphy has undergone several deformation events including uplift and local extension of the Stuhini and lower Hazelton stratigraphy. Large northeast trending ankerite bearing faults have been mapped and related to Tertiary east-west extension.

Exploration Status

2017 Exploration

During 2017, Auryn completed a limited amount of induced polarization surveying, a soil sampling program and a 15,000 meter diamond drill program. On December 12, 2017, the Company announced the results of its 15,000-meter core drilling program at the Homestake Ridge Project. The program targeted 2 of 7 target areas identified away from the existing deposits and was successful in identifying the plunge of the high-grade South Reef zone. Highlights include 30 meters of 2.00 g/t Au (including 4m @ 6.03g/t Au & 2m @ 11.80 g/t Au), 10 meters of 4.12 (including 2m @ 18.01 g/t Au), 18m of 1.29g/t Au (including 4m of 4.18g/t Au), 8m of 2.67 g/t Au (including 2m of 7.4 g/t), and 14m of 1.23g/t Au. These results identified the geometry of the high-grade mineralization at the South Reef main zone that remains open to the northwest and importantly have identified an emerging parallel high-grade structure (Upper zone) 175 meters to the north of the main zone. These results do not have a material impact on the Homestake Ridge Resource statement presented in Table 3.

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2018 Exploration

During 2018, Auryn completed a 2,500 meter diamond drill program along strike from the South Reef deposit. Narrow zones of gold mineralization were encountered in several holes but the results were not deemed significant.

2019 Exploration

During 2019, the Company completed a 558 ln-km Versatile Time Domain (“VTEM”) magnetic and electromagnetic survey flown by Geotech Airborne Geophysical Surveys. The survey was flown over two distinct blocks covering the newly identified Bria target area as well as the southern KN HSR 1 mineral claim.

The remainder of the 2019 exploration program at the Homestake Ridge Project was focused on the newly identified Kombi and Bria targets. Field work comprised detailed soil and rock chip sampling. Results from the 2019 sampling program are currently being interpreted by the technical team to derive targets for further follow up programs.

Homestake Ridge Drilling QA/QC Disclosure

Intercepts were calculated using a minimum of a 0.2 g/t Au cut off at beginning and end of the intercept and allowing for no more than four consecutive meters of less than 0.2 g/t Au.

Analytical samples were taken by cutting NQ diameter core into equal halves on site and sending one of the halves to ALS Laboratories in Terrace, BC, Vancouver, BC or Thunder Bay, ON for preparation and analysis. All samples are assayed using 30g nominal weight fire assay with atomic absorption finish (Au-AA23) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). Where AA23 results were > 5 g/t Au the assays were repeated with 30g nominal weight fire assay with gravimetric finish (Au-GRA21). QA/QC programs using internal standard samples, field and lab duplicates and blanks indicate good accuracy and precision in a large majority of standards assayed.

Mineral Resources

The current Mineral Resource estimate for the Homestake Ridge Project is summarized in Table 3 below.

Table 3 - Mineral Resource Statement as at September 1, 2017

Auryn Resources Inc. – Homestake Ridge Project

Classification	Tonnage	Gold	Gold	Silver	Silver	Copper	Copper
	(Mt)	(g/t)	(oz)	(g/t)	(Moz)	(%)	(Mlb)
Indicated	0.624	6.25	125,000	47.9	1.0	0.18	2.4
Inferred	7.245	4.00	932,000	90.9	21.2	0.11	16.9

Notes:

1.

CIM Standards were followed for Mineral Resources.

2.

Mineral Resources are estimated at a cut-off grade of 2.0 g/t AuEq.

3.

Assumptions used to calculate AuEq values are described in the Amended 2017 Homestake Ridge Technical Report.

4.

Mineral Resources are estimated using a long-term gold price of US$1,300 per ounce, and a US$/C$ exchange rate of 1.2.

5.

A minimum horizontal width of two metres was used.

6.

Bulk density ranges from 2.66 t/m3 to 2.85 t/m3 depending on the domain.

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RPA updated the Mineral Resource estimate for the Homestake Ridge Project at a cut-off grade of 2 g/t (AuEq). Grades for gold, silver, copper, arsenic and antimony were estimated into the blocks using ID3 weighting. Three block models, one for each of the three main deposit zones, were created in 2013 using GEMS software. Block size for all models was 5 m x 5 m x 5 m. The wireframe models were constructed in Surpac by Homestake personnel working in consultation with RPA. The assay data comprised drilling and trench sampling results from programs conducted by Homestake.

The main areas of the deposit are the Homestake Main Zone, the Homestake Silver Zone, and the South Reef Zone. The Homestake Main Zone is the more copper-rich of the zones, with both gold-rich and silver-rich variants and an apparent trend of increasing copper grade with depth. The Homestake Main Zone consists of a broad corridor of sub-parallel anastomosing zones which strike approximately 137° and dip steeply to moderately to the northeast. Most of the zones dip at 75° to 80°, flattening to 45° in the central section between elevations 750 MASL and 900 MASL. Widths range from centimetre-scale to four metres in true thickness. Locally, the zones are observed to jog abruptly in a left-lateral sense which is attributed to cross-faulting. These disruptions can be 30 m or more. The Homestake Main Zone has been traced on surface and in drill intercepts for a strike length of 750 m, and a vertical extent of approximately 500 m.

Mineral Reserves

There are no Mineral Reserves at the Homestake Ridge Project.

Adjacent Properties

The Homestake Ridge Project is contiguous with claims held by a number of companies and individuals:

●

Dolly Varden Resources - located approximately 25 km north of Alice Arm, the Dolly Varden property comprises 9,374 ha and includes two former producing silver mines - the Dolly Varden Mine and the Torbrit Mine. The property is owned by Dolly Varden Silver Corporation, which holds surface rights over some of these mineral claims. The Dolly Varden property adjoins the southern boundary of the property and is underlain by similar a volcano-sedimentary stratigraphy belonging mostly to the lower and middle Jurassic Hazelton Group.

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Kinskuch Property - Homestake optioned the claim group in March 2011. Homestake could earn an 85% interest by making advanced minimum royalty payments totaling $580,000 and spending $3,000,000 in work on the property over a four-year period. The remaining 15% interest could be purchased from the optionor for $2,000,000 and granting a 2% net smelter return (“NSR”) royalty, of which 1% may be purchased for $1,000,000. The vendors are an independent group that staked and previously explored the claims. Subsequently, Homestake let this option lapse and no longer has an interest in the property.

●

Avanti Mining Inc. - Located at the head of Alice Arm, the property is the host of the rehabilitated Kitsault open pit mine. The property is 100% owned by Avanti Kitsault Mine Ltd., a wholly owned subsidiary of Avanti Mining Inc. A 1% NSR is held by Aluminerie Lauralco Inc. which may be purchased for US$10 million within 90 days of the presentation of a bankable feasibility study.

Conclusions

The Homestake Ridge Project is located within the prolific Iskut-Stewart-Kitsault Belt which hosts several precious and base metal mineral deposits. Diverse mineralization styles include stratabound sulphide zones, stratabound silica-rich zones, sulphide veins, and disseminated or stockwork sulphides. Mineralization is related to Early Jurassic feldspar-hornblende-phyric sub-volcanic intrusions and felsic volcanism and commonly occurs with zones of pyrite-sericite alteration. Numerous genetic models can be proposed for the area and local deposits present a broad range of characteristics.

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Drilling has outlined mineralization with three-dimensional continuity, and size and grades that can potentially be extracted economically. Project geologists have a good understanding of the regional, local, and deposit geology and controls on mineralization. The geological models are reasonable and plausible interpretations of the drill results. Exploration protocols for drilling, sampling, analysis, security, and database management meet industry standard practices. The drill hole database was verified by RPA and is suitable for Mineral Resource estimation work.

RPA updated the Mineral Resource estimate for the Homestake Ridge Project using the block model dated December 31, 2012 and an AuEq cut-off grade based on adjusted metal price, exchange rate and operating cost assumptions. No new drilling information has been received within the resource area and therefore a new effective date of September 1, 2017 was assigned to the Mineral Resource estimate. Data from the drilling being carried out in the late summer and fall of 2017 is expected to be received in October or November of 2017, and the Mineral Resource model and statement will be updated.

Mineral Resources were estimated considering a potential underground mining scenario. At a cut-off grade of 2 g/t AuEq, Indicated Mineral Resources were estimated to total 0.624 Mt at average grades of 6.25 g/t Au, 47.9 g/t Ag, and 0.18% Cu. At the same cut-off grade, Inferred Mineral Resources were estimated to total 7.245 Mt at average grades of 4.00 g/t Au, 90.9 g/t Ag, and 0.11% Cu. There are no Mineral Reserves estimated on the Homestake Ridge Project.

The wireframe models of the mineralization have done a reasonably good job of segregating the various zones (domains) within the deposit. The sample statistics show that there are still multiple populations within some of the domains. In RPA’s opinion, this may be due to higher grade zones within the relatively lower grade wireframes. Additional interpretive work may be able to segregate these higher grade domains, which would result in more robust grade interpolations.

Results from metallurgical test work suggest that the expected recoveries from a combined gravity/flotation processing plant would be: 85% to 93% for gold; 75% to 88% for silver; 85% to 90% for copper.

Recommendations

Exploration work carried out at the Homestake Ridge Project by previous operators and Auryn has identified significant gold, silver and base metal mineralization. Previous operators focused on stratabound mineralization models similar to that of Eskay Creek. Homestake highlighted several key structures that appear to be the main control on mineralization throughout the property. Work expanded the previously known mineralization in addition to identifying previously unknown mineralization corridors within the Homestake Ridge Project boundaries. Following up on these structures and structural corridors is highly recommended. A two phase multi-year program is recommended to complete additional exploration and resource definition drilling followed by a preliminary economic assessment.

RPA has reviewed and concurs with Auryn’s proposed exploration programs and budgets. Phase 1 of the recommended work program will build on the results of the 2017 exploration program by expanding and infilling both newly discovered zones of mineralization as well as known deposits with the aim of completing an updated mineral resource estimate. To complete Phase 1, it is recommended that a 20,000 m diamond drilling program be completed. Details of the recommended Phase I program can be found in Table 4 below.

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Table 4 - Proposed Budget – Phase 1

Auryn Resources Inc. – Homestake Ridge Project

Item	$
PHASE 1
Head Office Expenses and Property Holding Costs	500,000
Geologic and Support Staff Cost	2,000,000
Geophysical and Drone Surveys	250,000
Surface Sampling and XRF	500,000
Diamond Drilling	7,500,000
Assaying/Analyses	1,125,000
Camp Costs	650,000
Helicopter Support	2,500,000
Engineering and Baseline Studies	500,000
Subtotal	15,525,000
Contingency	1,552,500
TOTAL	17,077,500

A Phase 2 exploration program, contingent on the results of Phase 1, will also be diamond drill focused with the goal of determining the extent of mineralization around the existing deposits and increasing the confidence level in certain areas of the resource by way of additional in-fill drilling. The goal of the Phase 2 drilling would be to bring the resource to the point that it could support the preparation of a preliminary economic assessment in 2019. In addition to the resource targeted drilling, it is recommended that satellite mineralized zones be investigated to determine their significance as the Homestake Ridge Project advances. It is recommended that the Phase 2 program consist of 20,000 m of drilling in addition to environmental, engineering and metallurgical studies as required to support a preliminary economic assessment. Details of the recommended Phase 2 program can be found in Table 5 below:

Table 5 - Proposed Budget – Phase 2

Auryn Resources Inc. – Homestake Ridge Project

Item	$
PHASE 2
Head Office Expenses and Property Holding Costs	750,000
Geologic Staff and Support Staff Cost	3,000,000
Geophysical and Drone Surveys	250,000
Surface Sampling and XRF	350,000
Diamond Drilling	7,500,000
Assaying/Analyses	1,125,000
Engineering and Baseline Studies	1,500,000
Helicopter Support	2,500,000
Camp Costs	750,000
Subtotal	17,725,000
Contingency	1,772,500
TOTAL	19,497,500

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Since the publication of the Amended 2017 Homestake Ridge Technical Report, the Company has expended approximately $10 million on exploration under these recommendations. This work has included a limited geochemical survey, approximately 16,000 meter of drilling (discussed in the above Exploration section) as well as the VTEM magnetic and electromagnetic survey flown in 2019. The Company views that the results from this exploration further support conclusions drawn in the Amended 2017 Homestake Ridge Technical Report and do not represent a material change to Homestake Ridge Project. The Company intends to continue its exploration of the project through further drilling of both the satellite targets which includes South Reef as well as further exploration drilling at the Homestake Main and Silver deposits.

The Company is currently in the process of preparing a NI 43-101 compliant preliminary economic assessment, which is expected to include an updated Mineral Resource estimate. The Company anticipates that the updated Mineral Resource estimate will not differ materially from current Mineral Resource estimate summarized in Table 3 above.

PERUVIAN EXPLORATION PORTFOLIO – SOMBRERO PROJECT

Technical Report

On March 14, 2019, the Company filed a technical report entitled “Technical Report on the Sombrero Project, Ayacucho Department, Peru” dated effective March 1, 2019 (the “Sombrero Technical Report”) with respect to the Sombrero Project located in the Ayacucho Department, Peru prepared by Andrew J. Turner, B.Sc., P. Geol. of APEX Geoscience Ltd (“APEX”).

The following information on the Sombrero Project is a summary of the Sombrero Technical Report. Readers are encouraged to review the Sombrero Technical Report filed on SEDAR under the Company’s profile at www.sedar.com.

Project Description, Location and Mineral Tenure

The Sombrero Project is located in southern Peru approximately 350 km southeast of Lima and 80 km south-southwest of the city of Ayacucho, the capital of the Ayacucho Department. The Sombrero Project straddles the districts of Sancos and Santiago de Lucanamarca and the Provinces of Huanca Sancos and Victor Fajardo. The approximate centre of the property is located at UTM coordinates 566,500 E, 8,478,500 N, (WGS 84 zone 18S), or latitude 13.762° S, longitude 74.385° W.

The Property comprises a total of 84 mineral concessions in 2 blocks. Of these concessions, 70 (or approximately 83% of the concession area) have had their title granted to their registered owner while the remaining 14 concessions (approximately 17% of the concession area) remain “in application”. Auryn is not aware of any reason that would prevent the granting of the concessions ‘in application’ as their respective areas were “open” (unclaimed) at the time of their application.

There are six (6) small gaps, or holes, within the main area of the Sombrero Project that correspond to pre-existing competitor’s claims (see Figure 2). As a result, the net size of the Sombrero Project is approximately 65,494.7 ha.

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Figure 2 - Sombrero Project Mining Concessions

Property Ownership

The Sombrero Project is held by Sombrero Minerales either through direct ownership of the mineral concessions or through option agreements with third parties (see Table 6).

Table 6 - Sombrero Project Mineral Concessions Summary (as of March 1, 2019)

OWNERSHIP DESCRIPTION	REGISTERED OWNER	NUMBER OF CLAIMS	HECTARES
DIRECT	SOMBRERO MINERALES SAC1	71	66,500
ALTURAS/ SOMBRERO OPTION	ALTURAS MINERALS SA	6	4,600
MOLLECRUZ OPTION	INGRID PRADO	4	1,300
ACEROS OPTION	ACEROS AREQUIPA SA	3	600
TOTAL		84	73,000 65,494.7 NET HA

1 Concession Sombrero 15 is registered under the name of Corisur. Corisur has filed to have the concession transferred to Sombrero. This filing is still in process at the time of this report.

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Subsequent to the date of the Sombero Technical Report, the transfer of concession Sombrero 15 from Corisur to Sombrero Minerales has been completed and the Company has staked an additional 10 concessions covering 8,700 hectares within the Sombrero Project area.

The Company’s district land package consists of 10 blocks covering over 130,000 hectares and comprising 159 mineral concessions. As of the date of this AIF, of the total concessions, 146 (or approximately 92% of the concession area) have had their title granted to their registered owner while the remaining 13 concessions (approximately 8% of the concession area) remain “in application”. Auryn is not aware of any reason that would prevent the granting of the concessions ‘in application’ as their respective areas were “open” (unclaimed) at the time of their application.

Original Alturas/ Sombrero Option

On June 28, 2016, Auryn entered into an option agreement (the “Alturas Option Agreement”) with respect to the Sombrero Project with Alturas Minerals Corp. (“Alturas”) whereby Auryn was granted the option to earn up to a 100% interest in the property. Initially, Auryn has an option to earn an 80% interest in the property by incurring US$2.1 million in exploration expenditures within five years and making payments to Alturas totaling US$200,000 within the first year of the agreement. When these payments and work requirements are achieved by Auryn, an 80:20 joint venture will be formed with respect to further exploration and development of the Sombrero Project with Alturas having a carried interest for one year, during which time Auryn will have the right to buy Alturas’ remaining 20% interest for US$5 million.

Mollecruz Option

On June 22, 2018, the Company acquired the rights to the Mollecruz concessions covering 1,300 ha and the “Good Lucky” prospect. Under the terms of an option agreement dated June 22, 2018, the Company may acquire a 100% interest in the Mollecruz concessions by completing US$3,000,000 in work expenditures and by making payments totaling US$1,600,000 to the underlying owner over a five year period. At signing, Auryn paid US$50,000 and upon exercise of the option, the underlying owner will retain 0.5% NSR royalty with an advance annual royalty payment of US$50,000 commencing after completion of this option.

Aceros Option

On December 13, 2018, Sombrero Minerales entered into a series of agreements with Corporacion Aceros Arequipa S.A. (“Aceros”) which constitute an 80% option over three (3) key inlier concessions to the Sombrero Project. Under the terms of these agreements, Sombrero Minerales will initially option the concessions through a mining assignment and lease agreement to ultimately earn a right to form an 80:20 corporate joint venture after completing a series of cash payments (US$800,000) and work commitments (US$5,150,000) over a 5 year period. The joint venture will encompass the Aceros concessions and the Alturas/Sombrero option concessions.

If the option is exercised, Sombrero Minerales will hire an independent engineer to complete two preliminary economic scoping studies over a period of two years. These preliminary economic scoping studies will be a study of the existing magnetite deposits and of any identified non-ferrous (including Cu, Au, Ag, Mo) mineralization, respectively. If it can be shown that the net present value (“NPV”) of any non-ferrous deposit located within the joint venture area is greater than five times the NPV of the existing magnetite deposits within the Aceros concessions then an 80:20 corporate joint venture will be established using a newly-formed, jointly-owned Peruvian corporation.

In the event Sombrero Minerales is unable to show that the NPV of any non-ferrous deposit is greater than five times the NPV of the existing magnetite deposits, it can then attain an extension of up to three years if an NPV of at least US$100 million was shown, and Sombrero Minerales must pay Aceros an additional US$2 million for each year of extension.

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Formation of the joint venture also requires that Sombrero Minerales first exercise its existing option rights with Alturas to acquire a 100% interest in the underlying concessions.

Once the joint venture is established, it will be governed by a shareholders’ agreement with specific provisions allowing for the dilution of non-contributing parties and drag-along and first refusal rights. In the event a non-contributing party’s interest drops below 10% it shall convert into a 2% NSR.

Accessibility, Climate, Local Resources, Infrastructure and Physiography

Accessibility

The property was accessed by the author during his site visit by driving south from the city of Ayacucho, which is serviced daily by commercial flights from Lima, amongst other cities. The town of Huanca Sancos, located immediately adjacent to (east of) the main area of interest at the Sombrero Project, was accessed by a 4 hour drive on paved roads starting on Highway 3S from Ayacucho. Huanca Sancos is currently being used by Auryn as their main base of operations for the project as it offers food and basic supplies, accommodations and a labour supply. The main Sombrero target area is located approximately 10km west of Haunca Sancos and is accessible via a number of gravel roads, which remain open year-round.

Climate

Weather in the area of the project is typical of high-altitude terrain at this latitude, where annual temperature fluctuations are limited. Daytime temperatures are typically cooler during the months of May to September with a rainy season generally extending from November to April. Temperatures vary between a few degrees centigrade (C) below zero during the night, up to 20°C during the day in the last months of the year. Snow is possible during the year but is not a significant issue and would not interfere with exploration or potential future mining activities.

Local Resources & Infrastructure

The main area of interest, located in the southern portion of the Sombrero Project, is located approximately 10km west-northwest of the town of Huanca Sancos. As previously mentioned, Haunca Sancos is the current base of operations for Auryn and offers basic services including electricity, food markets, internet access and accommodations. Local labour can be obtained from the villages of Huanca Sancos or Santiago de Lucanamarca.

Physiography

The project area expresses geographic features typical of the Altiplano with high plateau areas with gently rolling hills cut occasionally by relatively deeply incised, steep-walled river valleys. The topographic relief on the Property is between ~2900m and 4700m, with relief on the plateau areas generally more subdued ranging between 3900m and 4100m.

Historical Exploration Completed by Previous Companies

Prior to the date of the Alturas Option Agreement, Alturas completed exploration work at the Sombrero Project between 2007 and 2008 that comprised the following work items:

●

Geological mapping (1:25,000 scale) and Rock Grab Sampling (total 96 samples);

●

Ground Magnetics surveying (200m line spacing, covering the mapped area);and

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●

IP (Induced Polarization) geophysical surveying (pole-dipole 3D array).

In addition, the Fierrazo iron skarn zone has seen historical and recent iron ore production. The Fierrazo prospect is located within the southern part of the Sombrero Project, approximately 3km to the northeast of the Sombrero Main area. The Fierrazo prospect is located on a ridge top within the older “Aceros HS 1” concession and was mined recently by Aceros Arequipa. This activity is evidenced by a number of shallow trenches and excavations and waste rock piles. Magnetite ore was apparently the focus of the recent small-scale production work and was trucked to Aceros Arequipa’s smelter close to the coastal port of Paracas.

Geological Setting

Geographically, the Sombrero Project is located in the Andean Cordillera (Cordillera Occidental) of south central Peru. The Sombrero Project is located along a the Condoroma High which runs through the central part of the Western Cordillera. The Andean Cordillera is the result of three major orogenic cycles: Precambrian, Palaeozoic to Early Triassic and Late Triassic to present. Although the two earlier cycles were important as they set up the crustal architecture of western south America, it is most recent (current) orogenic event that has produced the most significant copper and gold deposits found to date within the Peruvian Cordillera.

The Geology of the Sombrero Project includes;

●

Northwest-southeast striking and shallow-dipping folded sequences of Jurassic to Middle Cretaceous clastic and carbonate rocks. The oldest sedimentary sequences correspond to the middle-late Jurassic Yura Group, which is overlain unconformably by the middle Cretaceous Ferrobamba Formation (Fm.). Lower Cretaceous units of the Yura Group appear to be absent within the project area;

●

Eocene-Oligocene intrusive stocks of the AYBatholith. Intrusive rocks in the Property area are dominantly dioritic in composition, although in many zones the diorite is cut by abundant stocks and dykes of more felsic composition such as monzonite, granodiorite, aplite and potassium-feldspar-phyric pegmatite. Intrusive contacts range between bedding-parallel and sub-horizontal to strongly transgressive and sub-vertical; and,

●

Shallow-dipping volcanic rocks of the Miocene-Pliocene age Sencca Formation. This unit also unconformably overlies all earlier units, although in many places it is in fault contact with them.

Mineralization

Mineralization comprises large, sub-horizontal areas of intense iron oxide (magnetite and hematite) with amphibole-garnet developed in metasomatized Ferrobamba Formation (Fm.) limestones (exoskarn). Exoskarn occurs in areas immediately adjacent to the mapped extent of intrusive rocks and within the intrusives as interpreted possible roof pendants. Endoskarn comprises similar but narrower zones of iron oxide-rich skarn generally developed along north northwest-south southeast striking structures cutting through the dioritic-monzonitic intrusive rocks. Both the endo and exoskarn units contain varying amounts of late (?) Cu mineralization associated with silicified breccia, which appears to be related to increased Au grades. The Cu-Au zones were likely sulphide-bearing but surface weathering has removed most of the sulphide minerals, which have been replaced by often abundant Cu oxides. At the Good Lucky prospect, where several small surface pits and tunnels have been excavated into the mineralized zones, unoxidized skarn comprises massive coarse iron oxides with coarse-grained chalcopyrite.

Exploration

2016 to 2018 Exploration

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Auryn acquired the Sombrero Project from Alturas in 2016. Since entering into the Alturas Option Agreement on the Sombrero Project, Auryn has completed a large regional stream sediment sampling (BLEG/Geochem) program, along with more focused programs on the Sombrero Project including; mapping, soil sampling, rock grab sampling, trenching and geophysical surveys.

Rock sampling highlights from the Sombrero Project’s prospect areas are as follows;

●Sombrero Main – Corrales area:	up to 193g/t Au and 16.0% Cu.
●Good Lucky area:	up to 5.12g/t Au and 4.29% Cu.
●Uchuy area:	up to 0.50g/t Au and 1.39% Cu.
●Totora area:	up to 5.07g/t Au and 3.14% Cu
●Milpoc area:	up to 8.75% Cu and 101g/t Ag

Recent continuous channel sampling in the southern portion of the Sombrero Main area has identified significant zones of Cu-Au mineralization (with <5m of dilution) including;

Trench 18-08:	234m of 0.28% CuEq (with some dilution) *,
Including	60m of 0.29% Cu Equivalent (CuEq) *
and an additional	99m of 0.46% CuEq *
Trench 18-09:	177m of 0.23% CuEq (with some dilution),
Including	105m of 0.30% CuEq *
Trench 18-15:	22m of 0.53% CuEq and 0.92g/t Au Equivalent (AuEq)**
and an additional	50m of 0.34% CuEq and 0.59g/t AuEq**
Trench 18-16:	64m of 0.27% CuEq and 0.46g/t AuEq**
and an additional	66m of 0.28% CuEq and 0.49g/t AuEq**
Trench 18-18:	30m of 1.93% CuEq and 3.34g/t AuEq***
and an additional	54m of 0.34% CuEq and 0.60g/t AuEq***
and an additional	24m of 0.73% CuEq and 1.26g/t AuEq***

* see Auryn Press Release dated June 19, 2018

** see Auryn Press Release dated September 5, 2018

*** see Auryn Press Release dated September 26, 2018.

(“dilution” includes zones >5m in length averaging < 0.1g/t Au or 0.1% Cu)

(2017 and 2018 Copper Equivalent Grades calculated using metal prices of $1300/oz of Au and $3.28/lb of Cu)

●3-D interpretation of historical and recent magnetics and Induced Polarization (IP) geophysical data indicates that (magnetic and chargeability) anomalies extend to depth below the mineralization exposed at surface. Additional geophysical surveying is warranted in order to evaluate areas beneath the extensive volcanic cover across the Property to outline possible zones of sulphide mineralization for drill testing.

●There has been no drilling at the Sombrero Project to date. Drill testing of currently identified zones of mineralization and alteration is warranted.

●The majority of the exploration work conducted to date at the Sombrero Project has been focused on the original Alturas claim block, which comprises a small portion at the south end of the current Sombrero Project. Additional exploration work comprising trenching and additional ground geophysics is warranted at the Sombrero Main target area, as well as at the Good Lucky prospect area, in order to properly define targets for eventual drill testing.

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●Stream sediment and soil sampling, and limited prospecting/rock sampling, has identified a number of compelling geochemical anomalies in the southern (Milpoc), central and northern portions of the Sombrero Project that warrant further exploration.

2019 Exploration

Highlights from the continuous channel sampling at the Fierrazo target include a combined width of mineralization of 232 meters of 0.55% copper equivalent (0.47% copper and 0.13 g/t gold) with a higher-grade internal interval of 40 meters of 1.26% copper equivalent (1.23% copper and 0.05 g/t gold). The sampling helped further validate the potential 7.5 kilometers of strike length of high-grade exoskarn targets at the Sombrero Main area.

The Company analysed drill core from 8 historical drill holes, totalling 998 meters of drilling, from the Fierrazo target.. Highlights included 116 meters of 0.58% CuEq (0.42% Cu and 0.24 g/t Au), 90.4 meters of 0.51% CuEq (0.48% Cu and 0.05 g/t Au) and 51 meters of 0.53% CuEq (0.43% Cu and 0.16 g/t Au).. The results confirmed the copper-gold sulphide mineralization extends to depth underneath the area where surface channel sampling was conducted earlier in 2019.

Rock sampling at the Ccello prospect within the southern portion of the Sombrero district in southern Peru identified a 2-kilometer-by-1.5-kilometer high sulphidation alteration system. Highlights from the rock sampling program include silver values of 981 g/t, 72.1 g/t, 64.4 g/t, 40.6 g/t, 26.6 g/t and 20.5 g/t.

(2019 Copper Equivalent Grades calculated using metal prices of $1300/oz of Au and $3.00/lb of Cu)

Sample Preparation, Analyses and Security

The following section describes the sampling techniques, analytical procedures and sample security measures employed by Auryn during the execution of recent geochemical sampling programs at the Sombrero Project. Unless otherwise stated, all samples were analysed at ALS Laboratories in Lima, Peru. ALS is an internationally recognized analytical company with ISO accreditation and is fully independent of both Auryn and APEX. All sampling was conducted under the supervision of the Company’s geologists.

Soil Sampling

Gold in the 2016 soil samples was determined by an aqua regia extraction (50g sample) followed by an ICP-MS finish (Au-TL44 method). In addition, a multi-element ICP package (also following an aqua regia digestion) was performed on the samples.

Auryn utilizes digital data collection procedures that automatically integrate GPS sample site coordinates with sample (and sample site) descriptive information entered by the sampler. In addition, the system allows for the scanning of sample tag bar codes and virtually eliminates potential issues related to manual data entry. Individual soil samples comprised the collection of approximately 1kg of soil that was placed in individual paper sample bags marked with their respective sample numbers and into which a portion of the sample tag was placed (see above for Auryn’s sampling protocol). Samples were closed and secured in the field and were later catalogued and packaged for shipping to the laboratory in Lima in rice sacks with security seals attached. Sample shipments were sent to ALS in Lima by commercial carriers and security seal numbers and conditions were confirmed upon receipt of the shipments at the laboratory.

Rock (Grab) Sampling

All of the 2016 and 2017 rock samples were submitted to ALS Laboratories in Lima, Peru, for analysis. Gold in the 2016-18 rock samples was determined by a standard 30g fire assay (with an ICP finish) and a standard. Samples of obvious mineralization were assayed by fire assay with a gravimetric finish. The multi-element ICP geochemical analysis for the 2016 and 2017 rock samples was completed following aqua regia digestion whereas the 2018 rock samples were analysed following a 4-acid digestion.

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Trench Sampling

The current trench sampling database includes 2473 samples. All of the 2016 and 2018 trench samples were submitted for analysis at ALS Laboratories in Lima, Peru. ALS is an internationally recognized analytical company with ISO accreditation and is fully independent of both Auryn and APEX. All of the samples were sent for gold fire assay with an atomic absorption (AA) finish. A 50g charge was assayed from each of the 2016 samples and a 30g charge was assayed from each of the 2018 samples. In addition, a multi-element ICP analysis was performed on all samples with the 2016 samples undergoing an aqua regia digestion and the 2018 samples undergoing a 4-acid digestion. When the multi-element ICP results received were greater or near 10,000g/t Cu, Zn or Pb, the assay was repeated with ore grade 4-acid digestion.

Data Verification

The following section details the QA/QC program employed by Auryn for the exploration program completed during 2016 to 2019, as well as the extent to which the author has verified the information with the Auryn exploration datasets.

Non-Analytical Data Verification

For non-analytical field data, Auryn has instituted protocols to ensure data integrity. Auryn utilizes digital data collection procedures that automatically integrate GPS sample site coordinates with sample (and sample site) descriptive information entered by the sampler. In addition, the system allows for the scanning of sample tag bar codes and virtually eliminates potential data input errors. The procedures employed are considered reasonable and adequate with respect of ensuring data integrity.

Analytical Data Verification

In reviewing the historical (pre-Auryn) and recent exploration work at the Sombrero Project, the author was able to examine archived analytical certificates for stream sediment, soil, rock grab and rock channel samples. There were no significant differences with respect to the Company’s databases and the archived analytical certificates. In the opinion of the author of this report, industry standard procedures have been used that are acceptable for ensuring the accuracy of all analytical data pertaining to exploration work conducted by Auryn.

Quality Assurance and Quality Control

Quality assurance sampling provides evidence to demonstrate that a project’s assay data is sufficiently precise and accurate to allow for confidence in any subsequent use of that data, including and especially for, resource estimation. Quality control consists of procedures used to ensure that an adequate level of quality is maintained in the process of collecting, describing, preparing, assaying and documenting the exploration samples. In general, QA/QC programs are designed to prevent or detect contamination and allow assaying (analytical) precision (repeatability) and accuracy to be quantified. In addition, a QA/QC program can disclose the overall sampling-assaying variability of the sampling method itself.

Mineral Processing and Metallurgical Testing

No metallurgical test work has yet been conducted on materials from the Sombrero Project.

Mineral Resource Estimates

There are currently no mineral resource or reserve estimates for the Sombrero Project.

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Adjacent Properties

Although there are currently no significant mineral exploration or development projects in the immediate vicinity of the Sombrero Project, the three (3) most significant mineral deposits lying within a 200 km radius of the Sombrero property are the Los Chancas, Antilla and Trapiche deposits located at the west end of the currently established edge of the AY Belt;

●

The Los Chancas copper-molybdenum project lies 145km east-southeast of the Sombrero Project and is a Cu-Au porphyry discovered by Southern Peru Copper Corporation. The Los Chancas project is in the feasibility stage and has an unclassified resource of 545.2mT @ 0.59% Cu, 0.04% Mo and 0.04g/t Au (BN Americas, 2018),

●

The Antilla Cu-Mo project is located 170km east-southeast of Sombrero. Mineralization comprises a supergene enrichment blanket underlain by primary sulphide mineralization, both hosted in quartzite and sandstones layers, which is associated with an Andean-type copper-molybdenum porphyry system (Aarsen, 2018). The Antilla Cu-Mo project is owned by Panoro Minerals Ltd.; and,

●

The Trapiche Cu-Mo project lies 180km east-southeast of Sombrero. It is a Cu Porphyry system currently being explored by Compañia Minera Buenaventura. The Trapiche Cu-Mo project has an unclassified resource of 920 Mt @ 0.41% Cu with the cut-off grade of 0.15% (Yang et al., 2015).

Conclusion and recommendations

Based upon the author’s site visit and the results of the exploration work discussed in the Sombrero Technical Report, it is the opinion of the author that the Sombrero Project is a “Property of Merit” warranting significant continued exploration work including work at Minas Nioc, Good Lucky, Fierrazo, Totora, Uchuy, and Milpoc. The estimated cost of the recommended work programs at the Sombrero Project is $8.19 million, a tabulated summary of which is provided in Table 7.

Table 7 – Estimated Expenditure Requirements for Recommended Exploration Work

Additional Fieldwork
Drone Orthophoto & DEM Survey				$100,000
Soil Sampling				$400,000
Prospecting (Rock Sampling)				$100,000
Geological Mapping & Consulting				$100,000
Geophysical Surveying (Mag and IP) and Interpretation				$500,000
Trenching & Trench Sampling				$400,000
Drilling	Total (m)	Estimated Al-in Cost
Drilling - Sombrero Main (Corrales-Sombrero, Minas Nico, Fierrazo)	10,000	$350	/m	$3,500,000
Drilling - Good Lucky prospect	2,500	$350	/m	$875,000
Drilling - Other Targets (Uchuy, Totora, Milpoc)	2,500	$350	/m	$875,000
Administrative/General
Administration and Project Management				$150,000
Bonding / Permitting / Environmental Studies				$150,000
Earthwork / Reclamation (access roads/drill pads)				$75,000
Property Maintenance & Payments				$208,000
			sub-total	$7,433,000
			Contingency	$754,500
			Grand Total	$8,187,500

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In addition to certain general and administrative costs, such as the required payment of approximately $219,000 in concession maintenance fees, there are still large areas throughout the Sombrero Project that require basic exploration work. Additional prospecting (rock sampling) and geological mapping is required in several areas in the northern part of the Sombrero Project. Regional soil sampling programs are warranted to expand the extensive sampling completed in the southern part of the Sombrero Project, as well as extending the sampling at the Good Lucky – Totora - Uchuy corridor and the sampling to the south, at the Milpoc prospect.

Additional work is also required at the known prospect areas to evaluate and potentially expand the currently identified areas of alteration and mineralization. Additional trenching is required at the Sombrero Main – Corrales prospect areas, as well as at the Good-Lucky prospect. Most importantly, a significant expansion of ground geophysical work (magnetics and IP) is required in order to define targets for drill testing, particularly in areas where recent volcanic deposits cover the prospective intrusions and their host sedimentary rocks.

The recommended work program also includes a significant amount of drilling at the Sombrero Main – Corrales area as well as the Good Lucky prospect. Initial drill testing of these areas/prospects is warranted at this time based upon current exploration results and is not contingent upon the results of the recommended fieldwork programs discussed above. Initial drill testing of the Sombrero Main – Corrales area will require a program on the order of 10,000m comprising 35 holes drilled to depth of between 250-300m in order to test the full depth extent of IP anomalies. Similarly, a drill program on the order of 2,500m comprising 8-10 holes drilled to depth of between 250-300m is recommended for the initial drill testing of the Good Lucky prospect. Drilling of 8-10 holes between 250-300m at Uchuy, Totora, and Milpoc is recommended to test the results obtained.

As discussed above, the estimated cost of the recommended work programs, including general and administrative items and a contingency, is approximately $8.19 million. All of the items discussed above and listed in Table 7, as recommended in the Sombrero Technical Report, continue to be warranted as at the date of AIF and none is contingent upon the results of any of the others. As a further recommendation, it would be prudent for Auryn to plan on second phase of work comprising additional trenching and drilling of 20,000m – 30,000m likely to cost in excess of $9 million. However, this work would be conditional and would be based upon the results of the first phase of work.

PERUVIAN EXPLORATION PORTFOLIO – HUILACOLLO PROPERTY

Project Description, Location and Mineral Tenure

The Huilacollo epithermal property (the “Huilacollo Property”) is comprised of 2,000 hectares of intense hydrothermal alteration that is consistent with epithermal Au/Ag mineralization over a 4 by 6 km area located in the Tacna province of southern Peru. Historic drilling has resulted in the identification of a continuously mineralized gold/silver zone open in all directions. Contained within this area, there appears to be higher grade mineralization focused along well-defined feeder structures as highlighted by trench intercepts up to 38m at 6.7 g/t Au and drill holes including 34m @ 2.14 g/t.

Acquisition transactions:

●

In June 2016, Corisur acquired the Huilacollo 1 and Huilacollo 2 concessions (2,000 ha) through an option agreement with a local Peruvian company, Inversiones Sol S.A.C. (the “Huilacollo Option”). Under the Huilacollo Option, Corisur may acquire 100% interest of the Huilacollo Property, subject to an NSR, and through a combination of work expenditures and cash payments that total US$15.75 million, as detailed in Table 8 below. The Huilacollo NSR is 1.5% and 2.5% for precious metals and base metals, which is buyable for US$2.5 million and US$7.0 million, respectively;

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Table 8 – Huilacollo Option Expenditures and Cash Payments

Due Dates	Payment Status	Property Payments (in ‘000 US$)	Work Expenditures (in ‘000 US$)
Effective Date (May 11, 2016)	COMPLETED	250	-
May 11, 2018	COMPLETED	500	2,000
May 11, 2019	COMPLETED*	-	3,000
May 11, 2020		250	-
May 11, 2021		250	2,000
May 11, 2022		7,500	-
Total		8,750	7,000

* As of May 11, 2019, the Company had completed US$4.5 million of work expenditures under the Huilacollo Option and thus did not satisfy the accumulated work expenditure requirement of US$5.0 million at that date. As permitted by the Huilacollo Option, the Company instead made a cash payment of US$0.3 million equal to 50% of the shortfall at the due date to keep the option in good standing.

●

In August 2017, Corisur acquired 3 additional concessions (1,100 ha) through transactions with private Peruvian owners; the concessions are known as the Tacora, Tacora Sur and Andamarca concessions. Corisur can acquire 100% interest in the three concessions with direct payouts, and the concessions are subject to individual royalties:

o

Under the terms of the Tacora acquisition agreement, the Company paid US$200,000 on signing of the Public Deed transferring the concessions in favor of Corisur. The Tacora concessions are subject to a 0.5% NSR, 50% of which is buyable for US$0.5 million; and

o

Under the terms of the Andamarca acquisition agreement, the company paid US$450,000 on signing of the Public Deed transferring the concession in favor of Corisur. The Andamarca concession is subject to 1.5% NSR, 50% of which is buyable for US$2.5 million.

The Huilacollo Property is located within a special economic zone situated within 50km of the Peruvian border. As a non-resident company, Auryn’s right to ultimately exploit these licenses or register its interests require approval from the Peruvian government in the form of a Supreme Decree. Auryn is in the process of submitting its applications with respect the approval and anticipates receiving the approval prior to exercising it rights to take ownership over Corisur.

Exploration

Recent work by Corisur has demonstrated that geophysics, specifically IP surveys, have assisted in expanding the silicified target zones, which are manifested as high resistivity and low to moderate chargeability anomalies. The Cerro Andamarca target is a 700 x 700 m shallow resistivity anomaly that has to date only been explored by drilling on its eastern margin where the mineralization outcrops on the hill crest over an area of 400 x 200 m. The Andamarca Norte target is a 1,100 x 350 m, shallow resistivity anomaly that again has only been explored by widely spaced drilling on its eastern extremity and contains widespread gold in soil, rock and talus samples. Further sampling along with additional ground geophysical surveys are warranted for Cerro Andamarca and Andamarca Norte.

Extensive soil/talus sampling by Corisur across the southern two thirds of the Huilacollo Property area in 2016 has identified significant precious metal geochemical anomalies at Cerro Huilacollo, Cerro Colorado and Cerro Soroche. The soil/talus precious metal anomalies warrant follow-up exploration including further sampling, trenching, ground geophysical surveys followed by drilling.

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2018 Exploration

On April 13, 2018, the Company announced the results from the initial five holes of drilling at its Huilacollo Project. The highlight from the program was hole 17HUI-002 which returned an intercept of 62 meters of 0.45 g/t Au (including 22 meters of 0.71g/t Au) 100 meters to the northwest of the previously drilled mineralization on the project. Further drilling will expand upon this step out and target the surface mineralization discovered on the Tacora concession at depth.

Adjacent Properties

The most significant nearby property of interest is the Pucamarca Gold-Silver Mine owned by Minsur S.A., which is located 15 km southeast of the Huilacollo Property up against the Peru-Chile border in Tacna Province, Southern Peru. The Pucamarca Mine was put into production in 2012 with its first gold produced in early 2013. The initial mineable mineral resource for the project upon start-up was listed at 34.24 million tonnes with an average grade of 0.72 g/t Au and 6.72 g/t Ag for a total of 793,000 troy ounces of gold and 7.7 million troy ounces of silver (BNAmericas report dated August 28, 2009). No details for the resource are reported.

A little more distant is the Santa Rosa and Cerro Tucari mines of Aruntani S.A.C. located approximately 100 km to the northwest of the Huilacollo Property. The mineralization at these two mines was discovered in 1997 and 2000, respectively, with commencement of production in 2002 and 2004, respectively. The two mines are still in production and were producing in the early years at roughly 100,000 ounces per annum for Santa Rosa and 200,000 ounces per annum for Cerro Tucari.

PERUVIAN EXPLORATION PORTFOLIO – CURIBAYA PROJECT

Project Description, Location and Mineral Tenure

Auryn acquired the original Curibaya concessions through a series of staking programs in 2016. On August 2, 2019, the Company added to the Curibaya Project by acquiring the rights to adjacent concessions being the Sambalay and Salvador mineral concessions.

Under the terms of the mining concession transfer agreement with Wild Acre Metals (Peru) S.A.C. to acquire the Sambalay and Salvador concessions, the Company paid US$250,000 on transfer of the concessions in favour of Corisur. The Sambalay concessions are subject to a combined 3% NSR royalty, 0.5% of which is buyable for US$1.0 million. The Salvador concessions are subject to a 2% NSR royalty and a US$2.0 million production payment, payable at the time a production decision is made, and to secure payment of such consideration a legal mortgage is recorded in the registry files of the Salvador concessions.

Collectively, the Curibaya Project now covers approximately 11,000 hectares and is located 53 km from the provincial capital, Tacna, and is accessible by road in 2 hours. The project lies 11 km south of the Incapuquio regional fault, which is viewed as a major control on the emplacement of mineralized porphyries in the region and are within a mineral trend that hosts some of Peru’s largest porphyry deposits, including Freeport McMoRan’s Cerro Verde deposit, Southern Copper’s Cuajone and Toquepala deposits and Anglo American’s Quellaveco deposit.

Exploration

Since acquiring the Sambalay and Salvador concessions in August 2019, the Company completed a reconnaissance rock sampling program which sampled high-grade mineralization throughout a 1.5 km by 4.5 km quartz – sericite – pyrite alteration system. Followed up geological mapping and additional rock and channel sampling resulted in the collection of 481 rock samples, 87 channel samples and 9 stream sediment samples. Highlights from the 2019 and 2020 sampling include up to 7,990 g/t silver, 17.65 g/t gold and 6.97% copper.

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Through geological mapping a series of rhyolite to dacite flow dome complexes have been identified which the Company believes may be the sources of the widespread, high-grade precious metal veins sampled to date.

The Company plans to develop drill targets through continued geological and alteration mineral mapping, targeted rock sampling along the margins of the dome complexes and ground based and airborne geophysical surveys.

PERUVIAN EXPLORATION PORTFOLIO - BAÑOS DEL INDIO

Project Description, Location and Mineral Tenure

On September 26, 2016 the Company announced it had entered into an option agreement (the “Baños Option”) with a local Peruvian company, Exploandes S.A.C to earn a 100% interest in the Baños del Indio gold project located in the Tacna province of southern Peru, just 10 km to the north of Auryn’s Huilacollo project. Under the Baños Option, the Company could acquire a 100% interest, subject to a 3.0% NSR, through a combination of work expenditures and cash payments.

Despite the Company acting in good faith in its negotiations with the community, the Company was unable to reach an access agreement with the local community in order to initiate its exploration program on the Baños properties and as such the Company chose to terminate the Baños Option in accordance with the agreement. On February 7, 2020, the Company formally gave notice to the option holder that it was terminating the agreement effective March 8, 2020.Exploration

The Company was not able to obtain access to the property in order to conduct any material exploration within the Baños del Indio claims which is why the option was terminated effective March 2020.

DESCRIPTION OF CAPITAL STRUCTURE

Common Shares

Auryn’s authorized capital consists of an unlimited number of common shares without par value. The Company is also authorized to issue an unlimited number of preferred shares. There are no preferred shares issued and outstanding as at the date of this AIF.

As at the date of this AIF, there are 104,681,775 Common Shares issued and outstanding. There are no special rights or restrictions attached to the Common Shares. The following is a summary of the material provisions that attach to the Common Shares:

●

Each Common Share entitles the holder to one vote at all meetings of Auryn’s shareholders;

●

The holders of Common Shares are entitled to receive during each year, as and when declared by the Board of Directors, dividends payable in money, property or by the issue of fully-paid Common Shares;

●

If Auryn is dissolved, wound-up, whether voluntary or involuntary, or there is a distribution of Auryn’s assets among shareholders for the purpose of winding-up its affairs, the holders of Common Shares are entitled to receive Auryn’s remaining property; and

●

There are no constraints imposed on the ownership of the Common Shares.

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Preferred Shares

There are no preferred shares issued and outstanding as at the date of this AIF. Preferred shares may be issued from time to time in one or more series, and the directors may fix from time to time before such issue the number of preferred shares, the designation, rights and privileges attached thereto including any voting rights, dividend rights, redemption, purchase or conversion rights, sinking fund or other provisions. Preferred shares generally rank in priority over common shares and any other shares ranking by their terms junior to the preferred shares as to dividends and return of capital upon liquidation, dissolution or winding up of the Company or any other return of capital or distribution of the assets of the Company.

Stock Options

Auryn maintains a Rolling Stock Option Plan (the “Option Plan”) providing for the issuance of stock options up to 10% of the Company’s issued and outstanding Common Shares (on an as-converted basis) at the time of the grant. Auryn may grant stock options from time to time to its directors, officers, employees and other service providers. The stock options vest as to 25% on the date of the grant and 12.5% every three months thereafter for a total vesting period of 18 months.

As at the date of this AIF, the following stock options are outstanding under the Option Plan:

Table 9 – Outstanding Stock Options

Number of Options	Exercise Price	Expiry Date
915,000	$1.30	August 17, 2020
2,085,000	$2.63	June 20, 2021
440,000	$3.22	January 10, 2022
651,875	$1.42	June 20, 2023
900,000	$1.42	June 26, 2023
200,625	$1.36	Feb 7, 2024
2,755,000	$1.96	April 9, 2024
70,000	$1.82	August 21, 2024
170,000	$1.82	November 20, 2024

Common Share Purchase Warrants

In connection with the Bridge Loan, the Company issued 500,000 common share purchase warrants to the Lender. Each warrant is exercisable into one Common Share at a price of $2.00 per Common Share between September 12, 2020 and September 12, 2022.

MARKET FOR SECURITIES

Trading Price and Volume

The Common Shares were listed and posted for trading on the TSXV commencing October 17, 2008. Prior to the completion of Auryn’s Qualifying Transaction on February 23, 2011 the Common Shares traded on the TSXV under symbol “GET.P”. Upon completion of the Qualifying Transaction, Auryn changed its trading symbol to “GET”. On October 11, 2013, Auryn changed its name to Auryn Resources Inc. and began trading under the ticker symbol “AUG” on October 15, 2013. Starting from November 1, 2016, the Company’s Common Shares have been trading on the TSX under the symbol “AUG”. The Company’s Common Shares were traded on the OTCQX Marketplace under the symbol “GGTCF” from May 22, 2015 until its graduation to the NYSE American on July 17, 2017 trading under the symbol “AUG”.

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The following table sets out the high and low sale prices and the aggregate volume of trading of the Common Shares on the TSX for the months indicated.

Table 10 – Trading Price and Volume on TSX

	High	Low	Volume
Date	($)	($)	(no. of Common Shares)
March 1 through 19, 2020	1.73	1.00	2,277,440
February 2020	1.94	1.51	2,483,790
January 2020	1.90	1.59	2,587,640
December 2019	1.96	1.69	1,958,690
November 2019	2.08	1.68	2,797,160
October 2019	2.10	1.46	3,408,520
September 2019	1.88	1.58	2,413,330
August 2019	2.20	1.60	2,588,930
July 2019	2.32	1.98	2,197,610
June 2019	2.45	2.02	2,901,510
May 2019	2.29	1.90	2,094,590
April 2019	2.34	1.85	3,750,830
March 2019	2.08	1.52	2,871,990
February 2019	1.63	1.30	2,319,370
January 2019	1.46	1.16	2,783,190

Prior Sales

In the financial year ended December 31, 2019 and up until the date of this AIF, Auryn issued the following securities that were not listed or quoted on a stock exchange:

Date of Issuance	Number of Securities Issued	Issue/Exercise Price
April 9, 2019	2,755,000 Stock Options	$1.96
August 21, 2019	70,000 Stock Options	$1.82
September 12, 2019	500,000 warrants	$2.00
November 20, 2019	170,000 Stock Options	$1.82

DIRECTORS AND EXECUTIVE OFFICERS

Name, Occupation and Security Holding

The following table sets out the names, province or state and country of residence, positions with or offices held with Auryn, and principal occupation for the past five years of each of Auryn’s directors and executive officers, as well as the period during which each has been a director of Auryn.

The term of office of each director of Auryn expires at the annual general meeting of shareholders each year.

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Table 11 – Directors and Executive Officers

Name, Position and Province/State and Country of Residence (1)	Principal Occupation During the Past Five Years(1)	Director Since (2)
IVAN BEBEK Executive Chairman & Director British Columbia, Canada	Executive Chairman & Director of Auryn;Co-Chairman & Director of Torq Resources Inc. (“Torq”)	November 2, 2009
SHAWN WALLACEPresident, CEO & DirectorBritish Columbia, Canada	President, CEO & Director of Auryn; Co-Chairman & Director of Torq; Director of Asanko Gold Inc. (“Asanko”); Past Chairman and CEO of Asanko	May 7, 2013
STEVE COOK(4) (5) (6) (8) DirectorBritish Columbia, Canada	Director of Auryn; Director of Torq; Practicing tax partner at law firm of Thorsteinssons LLP;Principal at SM Cook Legal Services Law Corporation;Past Director of Cayden; Past Director of Skeena Resources Ltd.;Past Director of SnipGold Corp.	October 28, 2013
GORDON J FRETWELL(3) (4) (5) (6) (8) DirectorBritish Columbia, Canada	Lead Director of Auryn; Solicitor of Gordon J. Fretwell Law Corporation; Director of Asanko.; Director & Secretary of Canada Rare Earth Corporation; Secretary of Oracle Energy Corp.; Secretary of Sokoman Iron Corp.; Secretary of Meritus Minerals Ltd.; Secretary of Quadro Resources Corp.; Secretary of Benton Resources Inc.; Secretary at Bell Copper Corporation; Secretary of Organimax Nutrient Corp.; Past Director of Coro Mining Corp; Past Director & Secretary of Quartz Mountain Resources; Past Director of Northern Dynasty Minerals Ltd.; Past Director of Lignol Energy Corporation;	October 28, 2013
ANTONIO ARRIBAS(7) Director Texas, USA	Director of Auryn; Professor at the University of Texas; Past Professor at the Graduate School of Mineral Resource Sciences of Akita University, Japan;Adjunct Professor at the University of Michigan; Adjunct Professor at James Cook University in Townsville, Australia; Past Vice President Geoscience at BHP Billiton Minerals Exploration; Past Senior Manager Geosciences at Newmont Mining Corp.	August 17, 2015
MICHAEL KOSOWAN(7) (8) Director British Columbia, Canada	Director of Auryn; President, CEO & Director of Torq; Past Investment Advisor of Sprott Private Wealth (Canada) and Sprott Global Resources Inc (USA)	November 30, 2016
JEFFREY MASON(4) (5) (6) Director British Columbia, Canada	Director of Auryn; Director of Torq;  Director of Great Panther Mining Limited; Past Director of Amarc Resources Ltd.;Past Director of Libero Copper Corporation (Formerly Libero Mining Corporation);Past Director of Hut 8 Mining Corp. (formerly Oriana Resources Corporation);Past Director of Red Eagle Mining Limited, Past Director and Chief Financial Officer of Nickel Creek Platinum Corp.(formerly Wellgreen Platinum Ltd.); The balance of Mr. Mason’s professional activities are spent providing financial and operations advisory consulting/employment services for mining, electrical power and construction.	February 7, 2019
STACY ROWA(9)Chief Financial Officer British Columbia, Canada	Chief Financial Officer of Auryn (Past Corporate Controller); Chief Financial Officer of Torq (Past Corporate Controller)	N/A
MICHAEL HENRICHSEN(7) Chief Operating Officer British Columbia, Canada	Chief Operating Officer and Structural Geologist of Auryn;Director, President & Secretary of RV Mineral Exploration Consulting Ltd.;Past Structural Geologist at Newmont Mining Corp.	N/A
RUSSELL STARR SVP, Corporate Finance	SVP, Corporate Finance of Auryn; Director of TerraX Minerals Inc.; Director of Canada Nickel Company Inc.; Past President of BetterLife Pharma Inc.	N/A
DAVID SMITHSON VP, Exploration	VP, Exploration of Auryn.	N/A
CHRISTIAN RIOS(10) VP, Operations South America	VP, Operations South America of Auryn Resources; Past Business Development and Geology Manager for Stellar Mining; Past Strategic Advisor for BatteryOne Royalty	N/A

Notes:

(1)

The information as to province of residence and principal occupation, is not within the knowledge of Auryn, and has been individually provided by the respective directors and officers.

(2)

Each of Auryn’s directors were elected by Auryn’s shareholders at the annual general meeting held on June 7, 2018 to serve until the next annual general meeting of shareholders or until a successor is elected or appointed. Auryn’s officers serve at the determination of Auryn’s Board.

(3)

Gordon Fretwell was appointed as Lead Director by the Company’s Nominating and Governance Committee on June 21, 2019.

(4)

Member of the Audit Committee.

(5)

Member of the Compensation Committee.

(6)

Member of the Nominating and Governance Committee.

(7)

Member of the Technical Committee

(8)

Member of the Mergers and Acquisitions Committee.

(9)

Stacy Rowa was appointed as Chief Financial Officer effective April 1, 2019, following the resignation of Peter Rees as Chief Financial Officer and Corporate Secretary of the Company.

(10)

Christian Rios is an Executive employee of Sombrero Minerales.

(11)

Daniel McCoy ceased to be a director of Auryn on June 5, 2019.

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As at the date of this AIF, Auryn’s directors and executive officers as a group, beneficially owned, directly and indirectly, or exercised control or direction over, a total of 14,021,774 Common Shares, being approximately 13.39% of Auryn’s issued and outstanding Common Shares.

Cease Trade Orders, Bankruptcies, Penalties or Sanctions

As at the date of this AIF or within the last 10 years before the date of this AIF, no director or executive officer of Auryn was a director, chief executive officer or chief financial officer of any company (including Auryn), that:

(a)

was subject to a cease trade or similar order or an order denying the relevant company access to any exemptions under securities legislation, that was in effect for a period of more than 30 consecutive days; or

(b)

was subject to a cease trade or similar order or an order denying the relevant company access to any exemptions under securities legislation, that was in effect for a period of more than 30 consecutive days, that was issued after the director, chief executive officer or chief financial officer ceased to be a director, chief executive officer or chief financial officer, and which resulted from an event that occurred while that person was acting in the capacity as director, chief executive officer or chief financial officer.

Other than as described below, no director or executive officer of Auryn, or a shareholder holding a sufficient number of securities of Auryn to affect materially the control of Auryn,

(a)

is, at the date of this AIF, or has been within the 10 years before the date of this AIF, a director or executive officer of any company (including Auryn) that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets;

(b)

has, within the 10 years before the date of this AIF, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director, executive officer or shareholder; or

(c)

has been subject to:

1)

any penalties or sanctions imposed by a court relating to securities legislation or by a securities regulatory authority or has entered into a settlement agreement with a securities regulatory authority; or

2)

any other penalties or sanctions imposed by a court or a regulatory body that would likely be considered important to a reasonable securityholder in making an investment decision.

Mr. Fretwell was a director of TSXV listed Lignol Energy Corporation (“Lignol”) from January 2007 to May 2015. Lignol went into receivership on August 22, 2014.

Jeffery Mason was a director since March 2015 of the online shoe retailer Shoes.com Technologies Inc., a private BC company, and was a director since September 2016 of certain of its wholly-owned private subsidiary companies, including Shoes.com, Inc., a Delaware company, and Onlineshoes.com, Inc., a Washington company, but was never a director of Shoeme Technologies Limited, a Canadian Federal private company (together, Shoeme Technologies Limited, Shoes.com Technologies Inc., Shoes.com, Inc. and Onlineshoes.com, Inc., the “Shoes Private Companies”). In September 2016, following the resignation of the prior chief financial officer, Mr. Mason assumed the role of interim chief financial officer of the Shoes Private Companies. Due in part to an increasing competitive landscape, the Shoes Private Companies became insolvent, and were not believed to be financeable. The boards of directors of the Shoes Private Companies determined that the interests of stakeholders would be best protected by placing the Shoes Private Companies into receivership in February 2017. Mr. Mason resigned as interim chief financial officer and director of the Shoes Private Companies in February 2017.

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Mr. Mason was a director of Red Eagle Mining Corporation (“Red Eagle Mining”), a TSX listed company, commencing on Jan 1, 2010 continuing to his resignation on June 22, 2018. On November 9, 2018, the secured lenders gave default notice and a demand letter under the secured credit facility and advised of their intention to appoint FTI Consulting as receiver over Red Eagle Mining’s assets. Red Eagle Mining had negotiated a restructuring, announced August 24, 2018 under which the secured lenders would write off a significant part of their debt to enable Red Eagle Mining to recommence operations, but the restructuring was contingent upon a US$38 million equity financing from Annibale SAC, personally guaranteed by its principal Fernando Palazuelo.  Annibale defaulted on that commitment and as a result, the restructuring could not proceed.

Conflicts of Interest

Directors and officers of Auryn are also directors, officers and/or promoters of other reporting and non-reporting issuers which raises the possibility of future conflicts in connection with property opportunities which they may become aware of and have a duty to disclose to more than the issuer on whose board they serve. This type of conflict is common in the junior resource exploration industry and is not considered an unusual risk. Conflicts, if any, will be subject to the procedures and remedies provided under the BCBCA.

LEGAL PROCEEDINGS AND REGULATORY ACTIONS

To the best knowledge of Auryn’s management, there are no legal proceedings involving Auryn or its properties as of the date of this AIF and Auryn knows of no such proceedings currently contemplated.

No penalties or sanctions have been imposed against Auryn by a court relating to securities legislation or by a securities regulatory authority during Auryn’s financial year, no penalties or sanctions have been imposed by a court or regulatory body against Auryn that would likely be considered important to a reasonable investor in making an investment decision and no settlement agreements have been entered into by Auryn before a court relating to securities legislation or with a securities regulatory authority during the financial year.

INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS

To the knowledge of the directors and executive officers of Auryn, there were no material interests, direct or indirect, of directors or executive officers of Auryn, any shareholder of Auryn who beneficially owns, directly or indirectly, or exercised control or direction over Common Shares carrying more than 10% of the voting rights attached to all outstanding Common Shares, or any known associate or affiliate of such persons, in any transaction during the three most recently completed financial year of Auryn or during the current financial year that has materially affected or is reasonably expected to materially affect Auryn, other than as disclosed herein.

TRANSFER AGENT AND REGISTRAR

Auryn’s registrar and transfer agent for its Common Shares is Computershare Investor Services Inc., 510 Burrard Street, 3rd Floor, Vancouver, BC, V6C 3B9.

AUDITOR

Deloitte LLP, Chartered Professional Accountants, 939 Granville St., Vancouver, BC, V6Z 1L3, is the current auditor of Auryn. Deloitte LLP has been the auditor of Auryn since October 28, 2015.

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MATERIAL CONTRACTS

Except for contracts entered into in the ordinary course of business, no material contracts have been entered into by the Company during the financial year ended December 31, 2019 or before such time which are still in effect.

INTERESTS OF EXPERTS

Michael Henrichsen P. Geo., Chief Operating Officer of the Company is the Qualified Person that has reviewed and approved the scientific and technical information disclosed in this AIF.

Amended and Restated Committee Bay Technical Report

Mr. David A. Ross, M.Sc., P.Geo., of Roscoe Postle Associates Inc., is a person:

●

who is named in a report described in a filing, or referred to in a filing, made under National Instrument 51-102 Continuous Disclosure Obligations by the Company during, or relating to, the Company’s most recently completed financial year; and

●

whose profession or business gives authority to the report made by him.

Amended and Restated Homestake Ridge Technical Report

Mr. David Ross, M.Sc., P.Geo and Mr. Paul Chamois, M.Sc. (A), P.Geo., both of Roscoe Postle Associates Inc., with respect to the Amended 2017 Homestake Ridge Technical Report, are persons:

●

who are named in a report described in a filing, or referred to in a filing, made under National Instrument 51-102 Continuous Disclosure Obligations by the Company during, or relating to, the Company’s most recently completed financial year; and

●

whose profession or business gives authority to the report made by each of them.

Sombrero Technical Report

Andrew J. Turner, B.Sc., P. Geol of Apex with respect to the Sombrero Technical Report, is a person:

●

who is named in a report described in a filing, or referred to in a filing, made under National Instrument 51-102 Continuous Disclosure Obligations by the Company during, or relating to, the Company’s most recently completed financial year; and

●

whose profession or business gives authority to the report made by each of them.

To Auryn’s knowledge, none of Mr. Ross, Mr. Chamois and Mr. Turner holds, directly or indirectly, more than 1% of Auryn’s issued and outstanding Common Shares. Based on information provided by each of the experts named above, other than as disclosed in this AIF, none of Mr. Ross, Mr. Chamois and Mr. Turner, when or after they prepared the statement, report or valuation, has received any registered or beneficial interests, direct or indirect, in any securities or other property of Auryn or of any associates or affiliates of Auryn, or is or is expected to be elected, appointed or employed as a director, officer or employee of Auryn or of any associate or affiliate of Auryn.

Independent Auditor

Deloitte LLP, Chartered Professional Accountants, of Vancouver, British Columbia, has prepared the Auditor’s Report with respect to the consolidated financial statements of Auryn for the years ended December 31, 2019 and 2018. Deloitte is independent of the Company within the meaning of the Rules of Professional Conduct of the Chartered Professional Accountants of British Columbia and the applicable rules and regulations of the United States Securities and Exchange Commission and the Public Company Accounting Oversight Board (United States).

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AUDIT COMMITTEE INFORMATION

Audit Committee Charter

The primary responsibility of the Audit Committee is that of oversight of thefinancial reporting process on behalf of the Board. This includes oversight responsibility for financial reporting and continuous disclosure, oversight of external audit activities, oversight of financial risk and financial management control, and oversight responsibility for compliance with taxand securities laws and regulations as well as whistle blowing procedures. The Audit Committee is also responsible for the other matters as setout in this charter and/or such other matters as may be directed by the Board from time to time.The Audit Committee should exercise continuous oversight of developments in these areas.

The Company’s Audit Committee Charter can be viewed on the Company’s website at https://www.aurynresources.com/corporate/corporate-governance/ ..

Composition of the Audit Committee

The current members of the Audit Committee are Steve Cook (Chairperson), Gordon Fretwell and Jeffrey Mason. All current members of the Audit Committee are considered to be financially literate and all are independent.

Relevant education and Experience

Set out below is a brief description of the education and experience of each Audit Committee member that is relevant to the performance of his responsibilities as an Audit Committee member.

Steve Cook is a practicing tax partner at the law firm of Thorsteinssons LLP, Vancouver, British Columbia. Mr. Cook received his B.Comm. and LL.B. degrees from the University of British Columbia and was called to the British Columbia Bar in 1982 and the Ontario Bar in 1992. Mr. Cook is a specialist in corporate and international tax planning, offshore structures, representation, and civil and criminal tax litigation.

Gordon Fretwell holds a B.Comm. degree and graduated from the University of British Columbia in 1979 with his Bachelor of Law degree. Formerly a partner in a large Vancouver law firm, Mr. Fretwell has, since 1991, been a self-employed solicitor (Gordon J. Fretwell Law Corporation) in Vancouver, practicing primarily in the areas of corporate and securities law.

Jeffrey Mason is a Chartered Professional Accountant and holds an Institute of Corporate Directors designation.  Over the past 25 years he served on over 20 public company’s boards.  He is experienced in exploration, development, construction and operation for silver, gold, copper, nickel, lead, zinc, platinum group metals and diamond projects in the Americas, Asia and Africa.  In 2004 he was awarded the BC Ernst & Young Entrepreneur of the Year Award (Natural Resources Category).  He also worked for 15 years for the Hunter Dickinson group, where he performed a variety of roles including Principal, Chief Financial Officer and Corporate Secretary.  Mr. Mason served as Director and Audit Chair for eight years at Coastal Contacts Inc. (sold to Essilor International in 2014).  He began his career with Deloitte LLP as a Chartered Accountant, followed by eight years at Homestake Mining Company (merged with Barrick Gold Corporation) and also served as Chief Financial Officer of Wellgreen Platinum Ltd. from 2012 to 2016.  Mr. Mason also sits as the Board Chairperson, Interim President and Chief Executive Officer of Great Panther Mining Limited and an independent board member of Torq Resources Inc.  The balance of Mr. Mason’s professional activities is spent providing financial and operations advisory consulting/employment services for mining, electrical power and construction.

57

Each member of the Audit Committee has:

●

an understanding of the accounting principles used by the Company to prepare its financial statements, and the ability to assess the general application of those principles in connection with estimates, accruals and reserves;

●

experience preparing, auditing, auditing, analyzing or evaluating financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can reasonably be expected to be raised by the Company’s financial statements, or experience actively supervising individuals engaged in such activities; and

●

an understanding of internal controls and procedures for financial reporting.

Pre-Approval Policies and Procedures

The Audit Committee has adopted specific policies and procedures for the engagement of non-audit services to be provided to the Company or any subsidiaries by the Company’s external auditor. The Chair of the Audit Committee has the authority to pre-approve in between regularly scheduled Audit Committee meetings any non-audit service of less than $50, however such approval will be presented to the Audit Committee at the next scheduled meeting for formal approval.

External Auditor Service Fees

The following table discloses the aggregate fees billed for each of the last two fiscal years for professional services rendered by the Company’s auditor for various services.

Fees incurred with Deloitte LLP, Chartered Professional Accountants (the “Auditor” or “Deloitte LLP”) for the years ended December 31, 2019 and December 31, 2018.

Table 12 – Audit Fees

Nature of Services	December 31, 2019	December 31, 2018
Audit Fees	$132.5	$165.5
Audit-Related Fees	Nil	Nil
Tax Fees	Nil	$31.8
All Other Fees	Nil	Nil
Total	$132.5	$197.3

Notes:

1)

“Audit Fees” include fees necessary to perform the annual audit and quarterly reviews of the Company’s consolidated financial statements. Audit Fees also include audit or other attest services required by legislation or regulation, such as comfort letters, consents, reviews of securities filings and statutory audits. In 2018 and 2019, the Audit Fees included fees incurred in connection with the certain securities filings.

2)

“Audit-Related Fees” include services that are traditionally performed by the auditor. These audit-related services include employee benefit audits, due diligence assistance, accounting consultations on proposed transactions, internal control reviews and audit or attest services not required by legislation or regulation.

3)

“Tax Fees” include fees for all tax services other than those included in “Audit Fees” and “Audit-Related Fees”. This category includes fees for tax compliance, tax planning and tax advice. In 2018, Tax Fees included fees for various tax advice and compliance in connection with the Company’s operations in Peru.

4)

“All Other Fees” include all other non-audit services.

58

 ADDITIONAL INFORMATION

Additional information relating to Auryn, including directors’ and officers’ remuneration and indebtedness, principal holders of Auryn’s securities, and securities authorized for issuance under equity compensation plans, is contained in annual financial statements, management’s discussion and analysis, proxy circulars and interim financial statements of the Company, available under the Company’s profile on SEDAR at www.sedar.com.

59

EX-99.2

  Exhibit 99.2

(An exploration stage company)

CONSOLIDATED FINANCIAL STATEMENTS

For the Years Ended December 31, 2019 and 2018

 _______________________

Auryn Resources Inc.

Consolidated Statements of Financial Position

(Expressed in thousands of Canadian dollars)
	As at December 31,	As at December 31,
	2019	2018
Assets
Current assets:
Cash (note 4)	$660	$1,653
Marketable securities (note 5)	346	186
Amounts receivable	55	57
Prepaid expenses and deposits (note 6)	651	717
	1,712	2,613
Non-current assets:
Restricted cash (note 4)	115	115
Prepaid expenses and deposits (note 6)	149	198
Mineral property interests (note 7)	39,714	39,072
Equipment (note 8)	1,272	1,525
	41,250	40,910
Total assets	$42,962	$43,523
Liabilities and Equity
Liabilities
Current liabilities:
Accounts payable and accrued liabilities	$1,067	$836
Flow-through share premium liability (note 9)	7	317
Bridge loan (note 10)	2,931	-
	4,005	1,153
Non-current liabilities:
Provision for site reclamation and closure (note 11)	2,134	1,891
Total liabilities	$6,139	$3,044
Equity:
Share capital	$129,413	$121,988
Share option and warrant reserve	9,992	6,937
Accumulated other comprehensive income	22	225
Deficit	(102,604)	(88,671)
Total equity	$36,823	$40,479
Total liabilities and equity	$42,962	$43,523

Nature of operations and going concern (note 1)
Subsequent events (note 22)
Approved on behalf of the Board of Directors:
"Shawn Wallace"	"Steve Cook"
Chief Executive Officer	Director
The accompanying notes form an integral part of these consolidated financial statements.

F-1

Auryn Resources Inc.

Consolidated Statements of Loss and Comprehensive Loss

(Expressed in thousands of Canadian dollars, except per share amounts)
	Years ended December 31,
	2019	2018
Operating expenses
Exploration and evaluation costs (note 12)	$7,696	$14,653
Fees, salaries and other employee benefits	3,948	2,388
Insurance	309	310
Legal and professional fees	351	264
Marketing and investor relations	1,337	1,390
Office and administration	451	485
Regulatory, transfer agent and shareholder information	235	217
	14,327	19,707
Other expenses (income):
Project investigation costs	156	138
Accretion of provision for site reclamation and closure (note 11)	40	39
Interest and other income	(43)	(110)
Finance expense related to bridge loan (note 10)	150	–
Amortization of flow-through share premium (note 9)	(867)	(2,347)
(Gain) loss on marketable securities (note 5)	(160)	239
Impairment of mineral property interests (note 7(d))	337	–
Foreign exchange loss	47	8
	(340)	(2,033)
Net loss before income taxes	13,987	17,674
Deferred income tax recovery (note 10)	(54)	–
Loss for the year	$13,933	$17,674
Other comprehensive loss (income), net of tax
Items that may be reclassified subsequently to profit or loss:
Unrealized currency loss (gain) on translation of foreign operations	203	(285)
Other comprehensive loss (income) for the year	203	(285)
Total comprehensive loss for the year	$14,136	$17,389
Basic and diluted loss per share (note 18)	$0.15	$0.21
Basic and diluted weighted average number of shares outstanding (note 18)	93,968,172	86,015,208

The accompanying notes form an integral part of these consolidated financial statements.

F-2

Auryn Resources Inc.

Consolidated Statements of Equity

(Expressed in thousands of Canadian dollars, except share amounts)
				Accumulated other
	Number of		Share option and	comprehensive
	common shares	Share capital	warrant reserve	income (loss)	Deficit	Total
Balance at December 31, 2017	78,746,230	$105,870	$6,046	$(60)	$(70,997)	$40,859
Comprehensive income (loss) for the year	–	–	–	285	(17,674)	(17,389)
Shares issued pursuant to offering, net of share issue
costs and flow-through liability	11,406,586	15,731	–	–	–	15,731
Share options exercised (note 13 (b) vi)	220,000	354	(156)	–	–	198
Warrants exercised (note 13 (b) vii)	15,000	33	(12)	–	–	21
Share-based compensation (note 14 (a))	–	–	1,059	–	–	1,059
Balance at December 31, 2018	90,387,816	$121,988	$6,937	$225	$(88,671)	$40,479
Comprehensive loss for the year	–	–	–	(203)	(13,933)	(14,136)
Shares issued pursuant to offerings, net of share issue
costs and flow-through liability	3,917,709	6,364	–	–	–	6,364
Share options exercised (note 13 (b) iii)	926,250	1,061	(489)	–	–	572
Fair value of warrants issued, net of tax (note 10)	–	–	144	–	–	144
Share-based compensation (note 14 (a))	–	–	3,400	–	–	3,400
Balance at December 31, 2019	95,231,775	$129,413	$9,992	$22	$(102,604)	$36,823

The accompanying notes form an integral part of these consolidated financial statements.

F-3

Auryn Resources Inc.

Consolidated Statements of Cash Flows

(Expressed in thousands of Canadian dollars)
	Years ended December 31,
	2019	2018
Cash (used in) provided by:
Operating activities:
Loss for the year	$(13,933)	$(17,674)
Items not involving cash:
Interest income	(43)	(110)
Accretion of provision for site reclamation and closure (note 11)	40	39
Finance expense related to bridge loan (note 10)	150	–
(Gain) loss on marketable securities (note 5)	(160)	239
Amortization of flow-through share premium (note 9)	(867)	(2,347)
Unrealized foreign exchange (gain) loss	(4)	10
Share-based compensation (note 14(a))	3,400	1,059
Impairment of mineral property interests (note 7(d))	337	–
Depreciation of fixed assets (note 8)	252	262
Deferred income tax recovery (note 10)	(54)	–
Changes in non-cash working capital:
Amounts receivable	3	587
Prepaid expenses and deposits	100	342
Accounts payable and accrued liabilities	182	(251)
Cash used in operating activities	(10,597)	(17,844)
Investing activities:
Interest received	43	110
Purchase of equipment	–	(109)
Mineral property acquisition costs	(960)	(1,386)
Increase in reclamation bond	–	(53)
Cash used in investing activities	(917)	(1,438)
Financing activities:
Proceeds from issuance of common shares,
net of cash share issuance costs	6,976	18,220
Proceeds from bridge loan, net of transactions costs (note 10)	2,979	–
Proceeds from share option and warrant exercises (note 13(b))	572	219
Cash provided by financing activities	10,527	18,439
Effect of foreign exchange rate changes on cash	(6)	22
Decrease in cash	(993)	(821)
Cash, beginning of the year	1,653	2,474
Cash, end of the year	$660	$1,653

Supplemental cash flow information (note 16)

The accompanying notes form an integral part of these consolidated financial statements.

F-4

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

1. 

Nature of operations and going concern

Auryn Resources Inc. (the “Company” or “Auryn”) was incorporated on June 9, 2008, under the British Columbia Business Corporations Act. The head office and principal address of Auryn is located at 1199 West Hastings Street, Suite 600, Vancouver, British Columbia, V6E 3T5.

The Company trades on the Toronto Stock Exchange under the symbol AUG.TO, and on the NYSE-American under the symbol AUG. The Company’s principal business activity is the acquisition, exploration and development of resource properties in Canada and Peru.

The Company, through its wholly owned subsidiaries, owns the mineral concessions comprising the Committee Bay and Gibson MacQuoid mineral properties both located in Nunavut, Canada (note 7 (b)), as well as the Homestake Ridge Project in northwestern British Columbia, Canada (note 7 (c)). The Company has also secured rights to various mining concessions in southern Peru (note 7 (a)) which include the Sombrero, Curibaya and Huilacollo projects.

As a company focused on the acquisition, exploration and development of mineral properties, Auryn does not generate revenues and thus finances its activities through equity and debt financings. The Company has not yet determined whether its properties contain economically recoverable ore reserves. The Company’s mineral property interests recorded on its statement of financial position reflect historical acquisition costs incurred, and while the carrying values are assessed at each reporting period for indicators of impairment, their recoverability is dependent upon the existence of economically recoverable reserves, the ability of the Company to obtain financing to continue exploration and development of these assets, and ultimately on future profitable operations or the sale of such mineral properties.

At December 31, 2019, the Company has a working capital deficit of $2,293 (December 31, 2018 - working capital of $1,460) and an accumulated deficit of $102,604 (December 31, 2018 - $88,671). During the year ended December 31, 2019, Auryn incurred a loss of $13,933 (December 31, 2018 - $17,674) and expects to continue to incur operating losses in relation to exploration activities. With no source of operating cash flow, there is no assurance that sufficient funding will be available to conduct further exploration and development of its mineral properties. Subsequent to December 31, 2019, the Company completed a private placement raising net proceeds of $14,491 (note 22); however, the ability to continue as a going concern remains dependent upon its ability to obtain the financing necessary to continue to fund its mineral properties through the issuance of capital stock, the realization of future profitable production and/or proceeds from the disposition of its mineral interests. These conditions create a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.

Management plans to continue to secure the necessary financing through a combination of equity financing and/or disposition of mineral properties. These consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to meet its commitments, continue operations and realize its assets and discharge its liabilities in the normal course of operations for the foreseeable future. These consolidated financial statements do not give effect to adjustments to the carrying values and classification of assets and liabilities that would be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.

F-5

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

2. 

Basis of presentation

(a) 

Statement of compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), effective for the financial year ended December 31, 2019. IFRS include International Accounting Standards (“IAS”) and interpretations issued by the IFRS Interpretations Committee (“IFRIC”).

These consolidated financial statements were approved and authorized for issuance by the Board of Directors of the Company on March 19, 2020.

(b) 

Basis of preparation and consolidation

These consolidated financial statements have been prepared on a historical cost basis except for marketable securities (note 5) that have been measured at fair value. The presentation currency is the Canadian dollar; therefore, all amounts, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise noted.

These consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control exists when the Company has power over an investee, exposure or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect the amount of the Company’s returns.

Subsidiary	Place of incorporation	Functional Currency	Beneficial Interest
North Country Gold Corp. (“North Country”)	BC, Canada	CAD	100%
Homestake Resource Corporation (“Homestake”)	BC, Canada	CAD	100%
Corisur Peru, S.A.C. (“Corisur”)	Peru	USD	100%
Sombrero Minerales, S.A.C. (“Sombrero”)	Peru	USD	100%
Homestake Royalty Corporation (inactive)	BC, Canada	CAD	100%

All intercompany balances and transactions have been eliminated.

(c) 

Critical accounting judgments and estimates

The preparation of financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a significant impact on the consolidated financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates.

Critical accounting judgments exercised in applying accounting policies, apart from those involving estimates, that have the most significant effect on the amounts recognized in the consolidated financial statements are as follows:

i.

Functional currency

The functional currency for each of the Company’s subsidiaries is the currency of the primary economic environment in which the entity operates. The Company has determined the functional currency of each of its Canadian entities is the Canadian dollar, while the functional currency of its Peruvian entities is the United States dollar. Determination of functional currency may involve certain judgments to determine the primary economic environment and the Company reconsiders the functional currency of its entities if there is a change in events and conditions that determined the primary economic environment.

F-6

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

2. 

Basis of presentation (continued)

(c) 

Critical accounting judgments and estimates (continued)

ii.

Economic recoverability and probability of future economic benefits of mineral property interests

Management has determined that the acquisition of mineral properties and related costs incurred, which have been recognized on the consolidated statements of financial position, are economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefit including geological data, scoping studies, accessible facilities, and existing and future permits.

iii.

Indications of impairment of assets

Impairment testing is done at the cash generating unit level and judgment is involved in assessing whether there is any indication that an asset or a cash generating unit may be impaired.The assessment of the impairment indicators involves the application of a number of significant judgments and estimates to certain variables, including metal price trends, exploration plans for properties and the results of exploration and evaluation to date.

iv.

Financial instruments

Financial instruments are assessed upon initial recognition to determine whether they meet the definition of a financial asset, financial liability or equity instrument depending on the substance of the contractual arrangement. Judgement is required in making this determination as the substance of a transaction may differ from its legal form. Once a determination is made, IFRS requires that financial instruments be measured at fair value on initial recognition. For financial instruments that do not have quoted market prices or observable inputs, judgements are made in determining what are appropriate inputs and assumptions to use in calculating the fair value.

Upon initial recognition of the Bridge Loan (note 10), management had to estimate the Company’s effective interest rate which was needed in order to fair value the debt component and determine the residual amount to be allocated to the warrants.

Key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are:

i.

Provisions

Provisions recognized in the financial statements involve judgments on the occurrence of future events, which could result in a material outlay for the Company. In determining whether an outlay will be material, the Company considers the expected future cash flows based on facts, historical experience and probabilities associated with such future events. Uncertainties exist with respect to estimates made by management and as a result, the actual expenditure may differ from amounts currently reported.

ii.

Reclamation obligations

Management assesses its reclamation obligations annually and when circumstances suggest that a material change to the obligations have occurred. Significant estimates and assumptions are made in determining the provision for site reclamation and closure, as there are numerous factors that will affect the ultimate liability that becomes payable. These factors include estimates of the extent, the timing and the cost of reclamation activities, regulatory change, cost increases, and changes in discount rates. Those uncertainties may result in actual expenditures differing from the amounts currently provided. The provision at the reporting date represents management’s best estimate of the present value of the future reclamation costs required. Changes to estimated future costs are recognized in the statement of financial position by adjusting the reclamation asset and liability.

iii.

Share-based compensation

The Company determines the fair value of share options granted using the Black‐Scholes option pricing model. This option pricing model requires the development of market-based subjective inputs, including the risk-free interest rate, expected price volatility and expected life of the option. Changes in these inputs and the underlying assumption used to develop them can materially affect the fair value estimate.

F-7

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

2. 

Basis of presentation (continued)

(c) 

Critical accounting judgments and estimates (continued)

iv.

Income taxes

The provision for income taxes and composition of income tax assets and liabilities require management’s judgment. The application of income tax legislation also requires judgment in order to interpret legislation and to apply those findings to the Company’s transactions.

v.

Deferred tax assets and liabilities

Management judgment and estimates are required in assessing whether deferred tax assets and deferred tax liabilities are recognized in the consolidated statements of financial position. Judgments are made as to whether future taxable profits will be available in order to recognize deferred tax assets. Assumptions about the generation of future taxable profits depend on management’s estimates of future cash flows. These depend on estimates of future production and sales volumes, commodity prices, reserves, operating costs, and other capital management transactions. These judgments and assumptions are subject to risk and uncertainty and changes in circumstances may alter expectations, which may impact the amount of deferred tax assets and deferred tax liabilities recognized on the consolidated statements of financial position and the benefit of other tax losses and temporary differences not yet recognized.

3. 

Significant accounting policies

(a) 

Foreign currency translation

The financial statements of the Company and each of its subsidiaries are prepared in its functional currency determined on basis of the primary economic environment in which such entities operate. The presentation and functional currency of the Company and each of its Canadian subsidiaries is the Canadian dollar while the functional currency of its Peruvian entities is the United States dollar. Amounts in these financial statements denominated in United States dollars are denoted as US$.

Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing at the transaction dates. At each reporting date, monetary items denominated in foreign currencies are translated into the entity’s functional currency at the then prevailing rates and non-monetary items measured at historical cost are translated into the entity’s functional currency at rates in effect at the date the transaction took place.

Exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were translated on initial recognition during the period or in previous financial statements are included in the consolidated statements of loss and comprehensive loss for the period in which they arise.

(b) 

Cash and cash equivalents

Cash and cash equivalents consist of highly liquid short-term investments that are readily convertible to cash and have maturities with terms of less than ninety days and/or with original maturities over ninety days but redeemable on demand without penalty. As at December 31, 2019 and 2018, the Company did not have any cash equivalents.

(c) 

Equipment

Equipment is stated at cost less accumulated amortization and impairment losses. Amortization is calculated using the straight-line method over the estimated useful lives as follows:

Camp and field equipment	5-10 years
Machinery and heavy equipment	5-10 years

F-8

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

3. 

Significant accounting policies (continued)

(d) 

Mineral property interests and exploration expenditures

Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing historical characteristic of many properties. The Company has investigated title to all of its mineral properties and, to the best of its knowledge title to all of its properties is in good standing.

The Company accounts for mineral property interests in accordance with IFRS 6 – Exploration for and evaluation of mineral properties (“IFRS 6”).

Costs directly related to acquiring the legal right to explore a mineral property including acquisition of licenses, mineral rights, and similar acquisition costs are recognized and capitalized as mineral property interests. Acquisition costs incurred in obtaining the legal right to explore a mineral property are deferred until the legal right is granted and thereon reclassified to mineral property interests. Transaction costs incurred in acquiring an asset are deferred until the transaction is completed and then included in the purchase price of the asset acquired.

Once the legal right to explore a property has been acquired, costs directly related to exploration and evaluation activities, including but not limited to researching and analyzing existing exploration data, conducting geological studies, exploration drilling and sampling, payments made to contractors and consultants in connection with the exploration and evaluation of the property, are expensed in the period in which they are incurred as exploration and evaluation costs on the consolidated statement of loss and comprehensive loss.

Costs not directly attributable to exploration and evaluation activities, including general administrative overhead costs, are expensed as administrative costs in the period in which they occur.

As the Company currently has no operational income, any incidental revenues earned in connection with exploration activities are applied as a reduction to exploration and evaluation costs.

When a project is deemed to no longer have commercially viable prospects to the Company, all capitalized acquisition costs in respect of that project are deemed to be impaired. As a result, those costs, in excess of the estimated recoverable amount, are written off to the consolidated statement of loss and comprehensive loss.

The Company assesses mineral property interests for impairment when facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. The recoverable amount is the higher of the asset’s fair value less costs to sell and its value in use.

Once the technical feasibility and commercial viability of extracting the mineral resources has been determined, the property is considered to be a mine under development at which point the assets and further related costs no longer fall under the guidance of IFRS 6.

(e) 

Provisions

Provisions are recorded when a present legal or constructive obligation exists as a result of past events where it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made.

 (f) 

Provision for site reclamation and closure

An obligation to incur rehabilitation and site restoration costs arises when an environmental disturbance is caused by the exploration, development or on-going production of a mineral property interest. Such costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are provided for and capitalized at the start of each project, as soon as the obligation to incur such costs arises. These costs are charged to the statement of loss and comprehensive loss over the life of the operation through amortization and the unwinding of the discount in the provision. Costs for restoration of subsequent site damage, which is created on an on-going basis during production, are provided for at their estimated net present values and charged against earnings as extraction progresses.

F-9

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

3. 

Significant accounting policies (continued)

(g) 

Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its assets to determine whether there are any indicators of impairment. If any such indicator exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment, if any.

Where the asset does not generate cash inflows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit (“CGU”) to which the asset belongs. Any intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired. An asset’s recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value, using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset or CGU is estimated to be less than its carrying amount, the carrying amount is reduced to the recoverable amount and an impairment loss is recognized immediately in the statement of loss and comprehensive loss. Where an impairment subsequently reverses, the carrying amount is increased to the revised estimate of recoverable amount but only to the extent that this does not exceed the carrying value that would have been determined if no impairment had previously been recognized. A reversal of impairment is recognized in the statement of loss and comprehensive loss.

(h)        

Flow-through common shares

Canadian income tax legislation permits companies to issue flow-through instruments whereby the income tax deductions generated by eligible expenditures of the Company, defined in the Income Tax Act (Canada) as qualified Canadian exploration expenses (“CEE”), are claimed by the investors rather than by the Company. Shares issued on a flow-through basis are typically sold at a premium above the market share price which relates to the tax benefits that will flow through to the investors. The Company often issues flow-through shares as part of its equity financing transactions in order to fund its Canadian exploration activities. The Company estimates the portion of the proceeds attributable to the premium as being the excess of the flow-through share price over the market share price of the common shares without the flow-through feature at the time of issuance. The premium is recorded as a liability which represents the Company’s obligation to spend the flow-through funds on eligible expenditures and is amortized through the statement of loss as the eligible expenditures are incurred.

(i) 

Loss per share

Basic loss per share is calculated by dividing the net loss available to common shareholders by the weighted average number of shares outstanding during the reporting period. The diluted loss per share is calculated by dividing the net loss available to common shareholders by the weighted average number of shares outstanding on a diluted basis. The weighted average number of shares outstanding on a diluted basis takes into account the additional shares for the assumed exercise of share options and warrants, if dilutive. The number of additional shares is calculated by assuming that outstanding share options were exercised and that the proceeds from such exercises were used to acquire common shares at the average market price during the reporting period.

F-10

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

3.        

Significant accounting policies (continued)

(j) 

Share-based compensation

From time to time, the Company grants share options to employees and non-employees. An individual is classified as an employee, versus a non-employee, when the individual is an employee for legal or tax purposes (direct employee) or provides services similar to those performed by a direct employee.

The fair value of share options, measured using the Black-Scholes option pricing model at the date of grant, is charged to the consolidated statement of loss and comprehensive loss over the vesting period. Performance vesting conditions and forfeitures are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest.

Where the terms and conditions of options are modified before they vest, any change in the fair value of the options, measured immediately before and after the modification, is also charged to the consolidated statement of loss and comprehensive loss over the remaining vesting period.

Equity instruments granted to non-employees are recorded in the consolidated statement of loss and comprehensive loss at the fair value of the goods or services received, unless they are related to the issuance of shares. Amounts related to the issuance of shares are recorded as a reduction of share capital.

When the value of goods or services received in exchange for a share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. The expected life used in the model is adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioral considerations.

All equity-settled share-based payments are recorded in share option and warrant reserve until exercised. Upon exercise, shares are issued from treasury and the amount previously recorded in share option and warrant reserve is reclassified to share capital along with any consideration paid.

(k) 

Income taxes

Income tax reported in the consolidated statement of loss and comprehensive loss for the period presented comprises current and deferred income tax. Income tax is recognized in the consolidated statement of loss and comprehensive loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

Current income tax for each taxable entity in the Company is based on the local taxable income at the local statutory tax rate enacted or, substantively enacted, at the reporting date and includes any adjustments to tax payable or recoverable with regards to previous periods.

Deferred income tax is determined using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred income tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using the expected future tax rates enacted or substantively enacted at the reporting date.

A deferred income tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Deferred income tax assets and liabilities are offset only when there is a legally enforceable right to set off current tax assets against current tax liabilities, when they relate to income taxes levied by the same taxation authority and the Company intends to settle its tax assets and liabilities on a net basis.

F-11

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

3. 

Significant accounting policies (continued)

(l) 

Financial instruments

The Company recognizes financial assets and liabilities on its consolidated statement of financial position when it becomes a party to the contract creating the asset or liability.

On initial recognition, all financial assets and liabilities are recorded by the Company at fair value, net of attributable transaction costs, except for financial assets and liabilities classified as FVTPL for which transaction costs are expensed in the period in which they are incurred.

Amortized cost

Financial assets that meet the following conditions are measured subsequently at amortized cost:

●

the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows, and

●

the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The amortized cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortization using effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. Interest income is recognized using the effective interest method.

The Company's financial assets at amortized cost primarily include cash, restricted cash, amounts receivable and deposits.

Fair value through other comprehensive income ("FVTOCI")

Financial assets that meet the following conditions are measured at FVTOCI:

●

The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and

●

The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The Company does not have any financial assets classified as FVTOCI.

On initial recognition, the Company may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments that would otherwise be measured at fair value through profit or loss to present subsequent changes in fair value in other comprehensive income. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in OCI. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity instrument, instead, it is transferred to retained earnings.

F-12

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

3.        

Significant accounting policies (continued)

(l) 

Financial instruments (continued)

Financial assets measured subsequently at fair value through profit or loss (“FVTPL”)

By default, all other financial assets are measured subsequently at FVTPL.

The Company, at initial recognition, may also irrevocably designate a financial asset as measured at FVTPL if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise from measuring assets or liabilities or recognizing the gains and losses on them on different bases.

Financial assets measured at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognized in profit or loss to the extent they are not part of a designated hedging relationship. Fair value is determined in the manner described in note 19. The Company's financial assets at FVTPL include its equity investment in Bravada Gold Corporation (“BVA”).

Financial liabilities and equity

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs. Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

Financial liabilities that are not contingent consideration of an acquirer in a business combination, held for trading or designated as at FVTPL, are measured at amortized cost using the effective interest method.

The Company's financial liabilities at amortized cost primarily include accounts payable and accrued liabilities and the Bridge Loan (note 10).

Financial instruments designated as hedging instruments

The Company does not currently apply nor have a past practice of applying hedge accounting to financial instruments.

Impairment

The Company recognizes a loss allowance for expected credit losses on its financial assets. The amount of expected credit losses is updated at each reporting period to reflect changes in credit risk since initial recognition of the respective financial instruments.

(m) 

Comprehensive loss

Other comprehensive loss is the change in net assets arising from transactions and other events and circumstances from non-owner sources. Comprehensive loss comprises net loss and other comprehensive loss. Financial assets that are classified as FVTOCI (none as at December 31, 2019 or 2018) will have gains and losses included in other comprehensive loss. Foreign currency translation differences arising on translation of foreign subsidiaries are also included in other comprehensive loss.

F-13

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

3. 

Significant accounting policies (continued)

 (n) 

Changes in accounting standards

i) New accounting standards effective January 1, 2019

Leases

In January 2016, the IASB published a new accounting standard, IFRS 16 - Leases ("IFRS 16") which superseded IAS 17 - Leases. IFRS 16 applies a control model to the identification of leases, distinguishing between a lease and a service contract on the basis of whether the customer controls the asset. Control is considered to exist if the customer has the right to obtain substantially all of the economic benefits from the use of an identified asset and the right to direct the use of that asset during the term of the lease. For those assets determined to meet the definition of a lease, IFRS 16 introduces significant changes to the accounting by lessees, introducing a single, on balance sheet accounting model that is similar to the current finance lease accounting, with limited exceptions for short-term leases or leases of low value assets.

The Company adopted IFRS 16 effective January 1, 2019 following the modified retrospective approach and made the following elections under IFRS 16:

●

to apply the available exemptions as permitted by IFRS 16 to recognize a lease expense on a straight-line basis for short term leases (lease term of 12 months or less) and low value assets; and

●

to apply the practical expedient whereby leases whose term ends within 12 months of the date of initial application would be accounted for in the same way as short-term leases.

The adoption of IFRS 16 did not have a material impact on the Company’s financial statements. Due to the seasonality of the Company’s exploration programs, its exploration and other contracts are short-term in nature and therefore are exempt from the recognition provisions of IFRS 16.

ii) New and amended accounting standards not yet effective for the year ended December 31, 2019

In October 2018 the IASB issued narrow-scope amendments to IFRS 3 to help entities determine whether an acquired set of activities and assets is a business or not.

The amendments, which are effective for annual reporting periods beginning on or after January 1, 2020, clarify the minimum requirements to be a business, remove the assessment of a market participant’s ability to replace missing elements, narrow the definition of outputs, add guidance to assess whether an acquired process is substantive and introduce an optional concentration test to permit a simplified assessment.

The adoption of the amended standard will not have an immediate impact on the Company’s consolidated financial statements but will be applied in assessing any future business combination and asset acquisition scenarios.

4.        

Cash and restricted cash

	December 31, 2019	December 31, 2018
Components of cash and restricted cash:
Cash	$660	$1,653
Restricted cash	115	115
	$775	$1,768

Restricted cash balance includes an amount of $86 (December 31, 2018 - $86) in connection with an irrevocable standby letter of credit in favor of Kitikmeot Inuit Association in connection with the Company’s Committee Bay project.

F-14

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

5.        

Marketable securities

Investment in Bravada common shares

Included as part of the acquisition of Homestake’s net assets during the year ended December 31, 2016, the Company acquired 2,658,004 shares of BVA which the Company has classified as FVTPL within level 1 category of the fair value hierarchy (note 19). As at December 31, 2019, the BVA share price quoted on TSXV was $0.13 per share (December 31, 2018 – $0.07 per share) and the fair value of the shares was adjusted to $346 (December 31, 2018 - $186). The impact of the fair value adjustment of the BVA shares was to record a fair value gain of $160 in the statement of loss and comprehensive loss for the year ended December 31, 2019 (December 31, 2018 – fair value loss of $239).

6.        

Prepaid expenses and deposits

	December 31, 2019	December 31, 2018
Prepaid and deposits related to exploration and evaluation expenditures	$359	$519
Other prepaid expenses and deposits	441	396
Total prepaid expenses and deposits	800	915
Less: Non-current portion	149	198
Current prepaid expenses and deposits	$651	$717

As at December 31, 2019, the Company had prepaid amounts related surface rights agreements in Peru of $192 (December 31, 2018 - $283), of which $149 (December 31, 2018 - $198) is non-current.

7.        

Mineral property interests

(a)

Peruvian exploration projects

Sombrero

The Sombrero copper-gold project, located in southern Peru, covers approximately 130,000 hectares acquired through a combination of staking and option agreements which are outlined below:

i.

Alturas Option

On June 28, 2016, the Company entered into an option agreement (the “Alturas Option”) with Alturas Minerals Corp (“Alturas”) to acquire an 80% or 100% interest in the Sombrero concessions held by Alturas. In order to exercise the Alturas Option and acquire an 80% interest in the project, the Company must incur US$2.1 million in work expenditures within a five-year period. As of December 31, 2019, the Company has incurred US$1.7 million in work expenditures and made cash payments totalling US$0.2 million to Alturas. Upon the Company’s completion of the requirements to earn an 80% interest in the Sombrero Project, the parties shall form a 80:20 Joint Venture. For a period of one year after the formation of the Joint Venture, Alturas’ 20% interest shall be “free carried” and the Company shall have a right to acquire the Alturas 20% interest for US$5.0 million.

ii.

Mollecruz Option

On June 22, 2018 the Company entered an option agreement (the “Mollecruz Option”) giving the Company the right to acquire a 100% interest in the Mollecruz concessions which are located in the northern area of the Sombrero project. Under the Mollecruz Option, the Company may acquire a 100% interest, subject to a 0.5% Net Smelter Royalty (“NSR”), through a combination of work expenditures and cash payments as detailed below.

F-15

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

7.        

Mineral property interests (continued)

(a)

Peruvian exploration projects (continued)

ii.

Mollecruz Option (continued)

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)	Work Expenditures (in ‘000 US$)
Effective Date (June 22, 2018)	Completed	50	-
June 22, 2019*	Deferred*	50	150
June 22, 2020*		100	150
June 22, 2021*		200	500
June 22, 2022*		300	700
June 22, 2023*		900	1,500
Total		1,600	3,000

* Effective May 20, 2019, the Company formally declared the existence of a force majeure event under the Mollecruz Option thereby deferring the Company’s obligation to make the June 22, 2019 property payment and any subsequent property payments and work expenditures for a maximum of 24 months from the declaration date. To date, the Company has not been able to reach an access agreement with the local community in order to commence work in the region but has continued to have open communications with the community and continues to negotiate in good faith to obtain access to the property.

iii.

Aceros Option

On December 13, 2018, the Company entered a series of agreements (the “Aceros Option”) with Corporacion Aceros Arequipa S.A. (“Aceros”) giving the Company the right to option three key mineral concessions located within the Company’s Sombrero project. If the Aceros Option is exercised, a joint venture would be formed in which the Company would hold an 80% interest (Aceros – 20%). The joint venture would combine the 530 hectare Aceros concessions plus 4,600 hectares of Auryn’s Sombrero land position. Below is a schedule of work expenditures and cash payments required under the agreement of which US$0.3 million in work expenditures has been completed to date.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)	Work Expenditures (in ‘000 US$)
Effective Date (December 13, 2018)	Completed	140	-
December 13, 2019	Completed	60	150
December 13, 2020		250	500
December 13, 2021		350	1,500
December 13, 2022		-	3,000
Total		800	5,150

Curibaya

On August 2, 2019, the Company acquired the rights to the Sambalay and Salvador mineral concessions adjacent to its wholly owned Curibaya property in southern Peru. Collectively, the Curibaya project now covers approximately 11,000 hectares and is located 53 km from the provincial capital, Tacna, and 11km from the regional Incapuquio fault.

Under the terms of the mining concession transfer agreement with Wild Acre Metals (Peru) S.A.C., the Company paid US$250,000 on transfer of the concessions in favour of Corisur. The Sambalay concessions are subject to a combined 3% NSR royalty, 0.5% of which is buyable for US$1.0 million. The Salvador concessions are subject to a 2% NSR royalty and a US$2.0 million production payment, payable at the time a production decision is made, and to secure payment of such consideration a legal mortgage is recorded in the registry files of the Salvador concessions.

F-16

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

7.        

Mineral property interests (continued)

(a)

Peruvian exploration projects (continued)

Huilacollo

On June 2, 2016, the Company acquired the rights to the Huilacollo epithermal property in the Tacna province of southern Peru, which is comprised of 2,000 hectares of intense hydrothermal alteration. The rights were acquired through an option agreement (the “Huilacollo Option”) with a local Peruvian company, Inversiones Sol S.A.C., under which the Company may acquire 100% interest (subject to a 1.5% NSR on precious metals buyable for US$2.5 million and a 2.5% NSR on base metals buyable for US$7.0 million) through a combination of work expenditures and cash payments as outlined in the table below. As of May 11, 2019, the Company had completed US$4.5 million of work expenditures under the Huilacollo Option and thus did not satisfy the accumulated work expenditure requirement of US$5.0 million at that date. As permitted by the Huilacollo Option, the Company instead made a cash payment of US$0.3 million equal to 50% of the shortfall at the due date to keep the option in good standing.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)	Work Expenditures (in ‘000 US$)
Effective Date (May 11, 2016)	Completed	250	-
May 11, 2018	Completed	500	2,000
May 11, 2019	Completed	-	3,000
May 11, 2020		250	-
May 11, 2021		250	2,000
May 11, 2022		7,500	-
Total		8,750	7,000

During 2017, the Company acquired the rights to certain mineral claims adjacent to the Huilacollo property known as Andamarca claims and Tacora claims. Under the terms of the acquisition agreements, the Company paid US$0.65 million on transfer of the concessions in favour of Corisur. The Andamarca concession is subject to a 1.5% NSR of which 50% is buyable for US$2.5 million and the Tacora concession is subject to a 0.5% NSR of which 50% is buyable for US$0.5 million.

Baños del Indio

On September 26, 2016, the Company announced it had entered into an option agreement (the “Baños Option”) with a local Peruvian company, Exploandes S.A.C to earn a 100% interest in the Baños del Indio gold project located in the Tacna province of southern Peru, just 10 km to the north of the Company’s Huilacollo project. Under the Baños Option, the Company could acquire a 100% interest, subject to a 3.0% NSR, through a combination of work expenditures and cash payments.

Despite the Company acting in good faith in its negotiations with the community, the Company was unable to reach an access agreement with the local community in order to initiate its exploration program on the Baños properties and as such the Company chose to terminate the Baños Option in accordance with the agreement. On February 7, 2020, the Company formally gave notice to the option holder that it was terminating the agreement effective March 8, 2020. The Company had previously incurred a total of $337 (US$256,000) in option fees and other acquisition costs in relation to the Baños del Indio property, all of which were impaired as at December 31, 2019.

(b)

Nunavut exploration projects

Committee Bay

The Company, through its wholly owned subsidiary North Country, owns a 100% interest in the Committee Bay project located in Nunavut, Canada. The Committee Bay project includes approximately 280,000 hectares situated along the Committee Bay Greenstone Belt located within the Western Churchill Province of Nunavut. The Committee Bay project is subject to a 1% NSR on gold production, with certain portions subject to an additional 1.5% NSR. The 1.5% NSR is payable on only 7,596 hectares and can be purchased by the Company within two years of commencement of commercial production for $2,000 for each one-third (0.5%) of the NSR.

F-17

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

7.        

Mineral property interests (continued)

(b) 

Nunavut exploration projects (continued)

Gibson MacQuoid

In 2017, the Company acquired a number of prospecting permits and mineral claims along the Gibson MacQuoid greenstone belt in Nunavut, Canada. In 2019, the Company staked 36 additional claims, which overlapped the Company’s prospecting claims that expired in February 2020, to maintain a contiguous land package over the Company’s current areas of interest. The 66 mineral claims, which are located between the Meliadine deposit and Meadowbank mine, cover approximately 120 km of strike length of the prospective greenstone belt and total 74,000 hectares collectively.

(c) Homestake Ridge

The Company, through its wholly owned subsidiary Homestake, owns a 100% interest in the Homestake Ridge project subject to various royalty interests held by third parties not exceeding 2%. The project covers approximately 7,500 hectares and is located in the Kitsault Mineral district in north western British Columbia.

(d) Costs capitalized as mineral property interests:

The following is a continuity of the Company’s mineral property acquisition costs:

	Committee Bay & Gibson MacQuoid	Homestake Ridge	Peru	Total
Balance at December 31, 2017	$18,681	$16,060	$2,517	$37,258
Additions	-	-	1,392	1,392
Change in estimate of provision for    site reclamation and closure (note 11)	190	-	-	190
Currency translation adjustment	-	-	232	232
Balance at December 31, 2018	$18,871	$16,060	$4,141	$39,072
Additions	11	-	949	960
Impairment of mineral property interests (note 7 (a))	-	-	(337)	(337)
Change in estimate of provision for    site reclamation and closure (note 11)	203	-	-	203
Currency translation adjustment	-	-	(184)	(184)
Balance at December 31, 2019	$19,085	$16,060	$4,569	$39,714

F-18

  Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

8.

Equipment

	Camp and field equipment	Machinery and equipment	Total
Cost
Balance at December 31, 2017	$1,358	$829	$2,187
Additions	109	-	109
Currency translation adjustment	4	-	4
Balance at December 31, 2018	$1,471	$829	$2,300
Currency translation adjustment	(2)	-	(2)
Balance at December 31, 2019	$1,469	$829	$2,298
Accumulated depreciation
Balance at December 31, 2017	$(293)	$(219)	$(512)
Depreciation	(158)	(104)	(262)
Currency translation adjustment	(1)	-	(1)
Balance at December 31, 2018	$(452)	$(323)	$(775)
Depreciation	(164)	(88)	(252)
Currency translation adjustment	1	-	1
Balance at December 31, 2019	$(615)	$(411)	$(1,026)
Net book value
Balance at December 31, 2018	$1,019	$506	$1,525
Balance at December 31, 2019	$854	$418	$1,272

9.

Flow-through share premium liability

Flow-through shares are issued at a premium, calculated as the difference between the price of a flow-through share and the price of a common share at that date, as tax deductions generated by the eligible expenditures are passed through to the shareholders of the flow-through shares once the eligible expenditures are incurred and renounced.

On July 11, 2019, the Company completed a non-brokered private placement (the “July 2019 Flow-Through Offering”) for gross proceeds of $1,900 through the issuance of 633,334 flow-through shares (the “2019 Flow-Through Shares”) at a price of $3.00 per share (note 13 (b)(i)). The 2019 Flow-Through Shares were issued at a premium of $0.88 per share.

As at December 31, 2019, the Company has a flow-through share premium liability of $7 (December 31, 2018 - $317) which relates to funds remaining from the July 2019 Flow-Through Offering.

Below is a summary of the 2018 and 2019 flow-through financings and the related flow-through share premium liability generated by each financing:

	Shares issued	Flow-through share price	Premium per flow-through share	Flow-through premium liability
March 23, 2018*	1,091,826	$2.35	$0.67	$737
August 16, 2018	4,299,375	$1.60 - $1.87	$0.30 - $0.57	1,742
Total 2018	5,391,201			$2,479
July 11, 2019	633,334	$3.00	$0.88	$557

* Note that the March 23, 2018 flow-through shares were priced in USD with a flow-through price per share of US$1.82 and a flow-through premium of US$0.52 per share.

F-19

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

 

The following table is a continuity of the flow-through share funding and expenditures along with the corresponding impact on the flow-through share premium liability:

	Flow-through funding and expenditures
	BC	Nunavut	Total	Flow-through premium liability
Balance at December 31, 2017	$693	$-	$693	$185
Flow-through funds raised	1,870	8,023	9,893	2,479
Flow-through eligible expenditures	(1,826)	(7,590)	(9,416)	(2,347)
Balance at December 31, 2018	$737	$433	$1,170	$317
Flow-through funds raised	-	1,900	1,900	557
Flow-through eligible expenditures	(737)	(2,309)	(3,046)	(867)
Balance at December 31, 2019	$-	$24	$24	$7

10.        

Bridge loan

On September 12, 2019, the Company entered a bridge loan facility (the “Bridge Loan”) for up to $6,000 with a private lender (the “Lender”). The Bridge Loan consists of two tranches of $3,000, with the first having been received and the second being conditional upon the mutual agreement of the parties. The Bridge Loan bears interest at 10%, payable annually or on repayment of the principal, and has a term of one year from the date of advancement (the “Maturity Date”), however, can be repaid without penalty at any time after 90 days of advancement at the discretion of the Company. The Bridge Loan is secured by a first charge general security agreement over all of the Company’s present and future assets.

In connection with the Bridge Loan, the Company issued 500,000 bonus warrants to the Lender which have a term of three years from the date of issue. Each warrant is exercisable into one common share of the Company at a price of $2.00 per common share but cannot be exercised until after the Maturity Date.

The Bridge Loan has been identified as a compound instrument with separate components, being the debt and the warrants, which have been classified as a financial liability and an equity instrument, respectively.

On initial recognition, the proceeds from the Bridge Loan were allocated between the debt and equity components by first determining the fair value of the debt, discounted at an effective interest rate of 18%, and allocating the residual value,net of deferred taxes, to the equity component. Transaction costs of $21, were allocated proportionately to the debt and equity components.

The following table reflects the carrying values of the liability and equity components on initial recognition:

	Liability Component	Equity Component	Total
Loan advance received	$2,801	$199	$3,000
Transaction costs	(20)	(1)	(21)
Deferred tax impact	-	(54)	(54)
Impact on statement of financial position	$2,781	$144	$2,925

The following table is a continuity of the Bridge Loan after initial recognition:

Fair value of Bridge Loan on initial recognition	$2,781
Finance expense	150
Closing balance at December 31, 2019	$2,931

See subsequent events note 22 for discussion of the loan amendment agreement (the “Loan Amendment”) that was entered between the Company and Lender on February 6, 2020.

F-20

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

 

11.        

Provision for site reclamation and closure

The Company recognizes a provision for site reclamation and closure, which reflects the present value of the estimated amount of cash flows required to satisfy the asset retirement obligation in respect of the Committee Bay property. The components of this obligation are the removal of equipment currently being used at the site as well as costs associated with the reclamation of the camp housing and work sites on the property. The estimate of future asset retirement obligations is subject to change based on amendments to applicable laws, management’s intentions, and mining lease renewals.

The key assumptions on which the present value of the future estimated cash flows is based are:

●

Undiscounted cash flow for site reclamation of $2,658 (December 31, 2018 - $2,545)

●

Expected timing of future cash flows is based on mining leases expiration, which is between 2026 and 2035

●

Annual inflation rate 2% (December 31, 2018 - 2%)

●

Risk-free interest rate 1.76% (December 31, 2018 - 2.41%)

The present value of the liability for the site reclamation and closure provision at Committee Bay project is as follows:

	December 31, 2019	December 31, 2018
Opening balance	$1,891	$1,662
Accretion	40	39
Change in estimate	203	190
Closing balance	$2,134	$1,891

F-21

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

12.        

Exploration and evaluation costs

For the year ended December 31, 2019, the Company’s exploration and evaluation costs are broken down as follows:

	Committee Bay & Gibson MacQuoid	Homestake Ridge	Peru	Total
Assaying	$163	$72	$76	$311
Exploration Drilling	378	-	-	378
Camp cost, equipment and field supplies	336	149	278	763
Geological consulting services	145	200	568	913
Geophysical analysis	143	169	-	312
Permitting, environmental and community costs	189	61	1,182	1,432
Expediting and mobilization	102	26	27	155
Salaries and wages	614	174	427	1,215
Fuel and consumables	36	40	23	99
Aircraft and travel	703	187	110	1,000
Share based compensation	218	117	783	1,118
Total for the year ended December 31, 2019	$3,027	$1,195	$3,474	$7,696

For the year ended December 31, 2018, the Company’s exploration and evaluation costs are broken down as follows:

	Committee Bay & Gibson MacQuoid	Homestake Ridge	Peru	Total
Assaying	$695	$111	$171	$977
Exploration drilling	1,368	391	307	2,066
Camp cost, equipment and field supplies	767	269	775	1,811
Geological consulting services	526	201	945	1,672
Geophysical analysis	-	-	212	212
Permitting, environmental and community costs	302	107	885	1,294
Expediting and mobilization	256	93	35	384
Salaries and wages	1,455	327	406	2,188
Fuel and consumables	110	67	22	199
Aircraft and travel	2,893	475	119	3,487
Share based compensation	129	46	188	363
Total for the year ended December 31, 2018	$8,501	$2,087	$4,065	$14,653

13.        

Share capital

(a)

Authorized

Unlimited common shares without par value.

Unlimited preferred shares - nil issued and outstanding.

F-22

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

13.        

Share capital (continued)

(b)

Share issuances

Year ended December 31, 2019:

i.

On July 11, 2019, the Company completed a non-brokered flow-through private placement. The placement consisted of 633,334 flow-through common shares priced at $3.00 per flow-through share for gross proceeds of $1,900 which were to be used exclusively for exploration on the Committee Bay project, of which $24 is remaining at December 31, 2019.

Share issue costs related to the flow-through private placement totaled $44. No commissions were paid. A reconciliation of the impact of the July 2019 Flow-Through Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Flow-through shares issued at $3.00 per share633,334		$1,900
Cash share issue costs	-	(44)
Proceeds net of share issue costs	633,334	1,856
Flow-through share premium liability	-	(557)
	633,334	$1,299

ii.

On March 27, 2019, the Company completed a non-brokered private placement for gross proceeds of $5,255. The placement consisted of 3,284,375 common shares (the “Shares”) priced at $1.60 per Share (the “March 2019 Offering”).

Share issue costs related to the March 2019 Offering totaled $186, which included $110 in commissions, and $76 in other issuance costs. A reconciliation of the impact of the March 2019 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at $1.60 per share	3,284,375	$5,255
Cash share issue costs	-	(186)
Proceeds net of share issue costs	3,284,375	$5,069

iii.

During the year ended December 31, 2019, 926,250 shares were issued as a result of share options being exercised with a weighted average exercise price of approximately $0.62 for gross proceeds of $572 and $489 attributed to these share options was transferred from the equity reserves and recorded against share capital.

Year ended December 31, 2018:

iv.

On August 16, 2018, the Company completed a non-brokered flow-through private placement (the “August 2018 Offering”) for gross proceeds of $7,331.  The proceeds from the sale of the August 2018 flow-through shares were used exclusively for exploration on the Company’s Committee Bay, Gibson MacQuoid and Homestake Ridge projects.

Share issue costs related to the August 2018 Offering totalled $400, which included $350 in commissions, and $50 in other issuance costs. A reconciliation of the impact of the August 2018 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Nunavut flow-through shares issued at $1.60 per share	2,084,375	$3,335
Nunavut charity flow-through shares issued at $1.75 per share	1,215,000	2,126
BC charity flow-through shares issued at $1.87 per share	1,000,000	1,870
Share issue costs	-	(400)
Proceeds net of share issue costs	4,299,375	6,931
Flow-through share premium liability	-	(1,742)
	4,299,375	$5,189

F-23

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

 

13. Share capital (continued)

(b)                Share issuances (continued)

v.

On March 23, 2018, the Company closed the “March 2018 Offering” by issuing a total of 6,015,385 common shares of the Company at a price of US$1.30 per share for gross proceeds of US$7.8 million.  The March 2018 Offering was completed pursuant to an underwriting agreement dated March 13, 2018 among the Company and Cantor Fitzgerald Canada Corporation and a syndicate of underwriters. The proceeds from the sale of the March 2018 flow-through shares were used exclusively for exploration on the Company’s Committee Bay project.

Share issue costs related to the March 2018 Offering totaled $1,340, which included $756 in commissions, and $584 in other issuance costs. A reconciliation of the impact of the March 2018 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at US$1.30 per share 6,015,385		$10,054
Flow-through shares issued at US$1.82 per share	1,091,826	2,561
Share issue costs	-	(1,340)
Proceeds net of share issue costs	7,107,211	11,275
Flow-through share premium liability	-	(737)
	7,107,211	$10,538

vi.

During the year ended December 31, 2018, 220,000 shares were issued as a result of share options being exercised with a weighted average exercise price of $0.91 for gross proceeds of $198 and $156 attributed to these share options was transferred from the equity reserve and recorded against share capital.

vii.

During the year ended December 31, 2018, 15,000 shares were issued as a result of share purchase warrants being exercised with a weighted average exercise price of $1.40 for gross proceeds of $21 and $12 attributed to these share purchase warrants was transferred from the share option and warrant reserve and recorded against share capital.

14. 

Share option and warrant reserves

(a) 

Share-based payments

The Company maintains a Rolling Share Option Plan providing for the issuance of share options up to 10% of the Company’s issued and outstanding common shares at the time of the grant. The Company may grant share options from time to time to its directors, officers, employees and other service providers. The share options vest as to 25% on the date of the grant and 12½% every three months thereafter for a total vesting period of 18 months.

The continuity of the number of share options issued and outstanding is as follows:

	Number of share options	Weighted average exercise price
Outstanding, December 31, 2017	4,810,000	$1.97
Granted	1,775,000	1.42
Exercised	(220,000)	0.91
Expired	(103,750)	2.35
Forfeited	(56,250)	1.60
Outstanding, December 31, 2018	6,205,000	$1.85
Granted	3,295,000	1.91
Exercised	(926,250)	0.62
Expired	(230,000)	2.33
Forfeited	(51,250)	1.89
Outstanding, December 31, 2019	8,292,500	$2.00

F-24

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

 

14.        

Share option and warrant reserves (continued)

(a) 

Share-based payments (continued)

As at December 31, 2019, the number of share options outstanding and exercisable was:

	Outstanding			Exercisable
Expiry date	Number of options	Exercise price	Remaining contractual life (years)	Number of options	Exercise price	Remaining contractual life (years)
Aug 17, 2020	915,000	$1.30	0.63	915,000	$1.30	0.63
June 20, 2021	2,085,000	2.63	1.47	2,085,000	2.63	1.47
Jan 10, 2022	440,000	3.22	2.03	440,000	3.22	2.03
June 20, 2023	726,875	1.42	3.47	726,875	1.42	3.47
June 26, 2023	900,000	1.42	3.49	900,000	1.42	3.49
Feb 7, 2024	200,625	1.36	4.11	121,875	1.36	4.11
Apr 9, 2024	2,785,000	1.96	4.28	1,407,500	1.96	4.28
Aug 21, 2024	70,000	1.82	4.64	26,250	1.82	4.64
Nov 20, 2024	170,000	1.82	4.89	42,500	1.82	4.89
	8,292,500	$2.00	2.91	6,665,000	$2.02	2.56

The Company uses the fair value method of accounting for all share-based payments to directors, officers, employees and other service providers. During the year ended December 31, 2019 and 2018 the Company recognized share-based compensation expense as follows:

	Years ended December 31,
	2019	2018
Recognized in net loss:
Included in exploration and evaluation costs	$1,118	$363
Included in fees, salaries and other employee benefits	2,212	654
Included in project investigation costs	70	42
	$3,400	$1,059

During the year ended December 31, 2019, the Company granted 3,295,000 share options to directors, officers, employees and other service providers. The weighted average fair value per option of these share options was calculated as $1.14 using the Black-Scholes option valuation model at the grant date.

During the year ended December 31, 2018, the Company granted 1,775,000 share options to directors, officers, employees and others providing similar services. The weighted average fair value per option of these share options was calculated as $0.75 using the Black-Scholes option valuation model at the grant date.

The fair value of the share-based options granted during the years ended December 31, 2019 and 2018 were estimated using the Black-Scholes option valuation model with the following weighted average assumptions:

	Years ended December 31,
	2019	2018
Risk-free interest rate	1.59%	1.97%
Expected dividend yield	Nil	Nil
Share price volatility	62%	67%
Expected forfeiture rate	0%	0%
Expected life in years	4.33	4.36

The risk-free interest rate assumption is based on the Government of Canada benchmark bond yields and treasury bills with a remaining term that approximates the expected life of the share-based options. The expected volatility assumption is based on the historical and implied volatility of the Company’s common shares. The expected forfeiture rate and the expected life in years are based on historical trends.

F-25

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

 

14.        

Share option and warrant reserves (continued)

(b) 

Share purchase warrants

On September 12, 2019, the Company issued 500,000 bonus warrants in connection with the Bridge Loan (note 10). The warrants have a term of three years from the date of issue and each warrant is exercisable into one common share of the Company at a price of $2.00 per common share but cannot be exercised until after the Maturity Date. As the Bridge Loan was identified as a compound instrument with debt and equity components, the fair value of the share purchase warrants was determined as the residual value net of deferred taxes after the fair value of the debt component was determined (note 10).

The continuity of the number of share purchase warrants is as follows:

	Warrants outstanding	Exercise price
Outstanding, December 31, 2017	27,716	$1.40
Expired	(12,716)	1.40
Exercised	(15,000)	1.40
Outstanding, December 31, 2018	-	$-
Issued	500,000	2.00
Outstanding, December 31, 2019	500,000	$2.00

15. 

Related party balances and transactions

All transactions with related parties have occurred in the normal course of operations. All amounts are unsecured, non-interest bearing and have no specific terms of settlement, unless otherwise noted.

(a)

Related parties

	Years ended December 31,
	2019	2018
Universal Mineral Services Ltd. 1
Exploration and evaluation costs:
Committee Bay	$301	$510
Homestake	154	136
Peru	221	179
Fees, salaries and other employee benefits	346	462
Insurance	3	1
Legal and professional fees	2	9
Marketing and investor relations	85	70
Office and administration	327	344
Project investigation costs	44	6
Total transactions for the year	$1,483	$1,717

1.

Universal Mineral Services Ltd., (“UMS”) is a private company with certain directors and officers in common. Pursuant to an agreement dated March 30, 2012 and as amended on December 30, 2015, UMS provides geological, financial and transactional advisory services as well as administrative services to the Company on an ongoing, cost recovery basis.

The outstanding balance owing at December 31, 2019 was $235 (December 31, 2018 – $262). In addition, the Company had $150 on deposit with UMS as at December 31, 2019 (December 31, 2018 - $150).

F-26

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

15. 

Related party balances and transactions (continued)

(b) Compensation of key management personnel

During the year, compensation to key management personnel, being the Company’s six executives and five non-executive directors, was as follows:

	Years ended December 31,
	2019	2018
Short-term benefits provided to executives	$1,469	$1,624
Directors fees paid to non-executive directors	154	152
Share-based payments	2,244	590
	$3,867	$2,366

16. Supplemental cash flow information

	Years ended December 31,
	2019	2018
Increase (decrease) in cash related to:
Share issue costs included in accounts payable	$51	$4
Deferred financing costs reclassified to share issue costs	-	10
Mineral property acquisition costs included in accounts payable	-	6

17. Segmented information

The Company operates in one reportable operating segment, being the acquisition, exploration and development of mineral resource properties.

Geographic segmentation of non-current assets is as follows:

December 31, 2019	Canada	Peru	Total
Restricted cash and cash equivalents	$115	$-	$115
Prepaid expenses and deposits, non-current	-	149	149
Equipment, net	1,202	70	1,272
Mineral property interests	35,145	4,569	39,714
	$36,462	$4,788	$41,250

December 31, 2018	Canada	Peru	Total
Restricted cash and cash equivalents	$115	$-	$115
Prepaid expenses and deposits, non-current	-	198	198
Equipment, net	1,428	97	1,525
Mineral property interests	34,931	4,141	39,072
	$36,474	$4,436	$40,910

18. Loss per share

	Years ended December 31,
	2019	2018
Net loss	$13,933	$17,674
Weighted average number of shares outstanding	93,968,172	86,015,208
Basic and diluted loss per share	$0.15	$0.21

All of the outstanding share options and share purchase warrants at December 31, 2019 and 2018 were anti-dilutive for the years then ended as the Company was in a loss position.

F-27

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

19.        

Financial instruments

The Company’s financial instruments consist of cash, marketable securities, amounts receivable, deposits, accounts payable and accrued liabilities, and the Bridge Loan. The fair values of these financial instruments approximate their carrying values, unless otherwise noted.

The following summarizes fair value hierarchy under which the Company’s financial instruments are valued:

Level 1 – fair values based on unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2 – fair values based on inputs that are observable for the asset or liability, either directly or indirectly; and

Level 3 – fair values based on inputs for the asset or liability that are not based on observable market data.

As at December 31, 2019 and 2018 the only financial instruments measured at fair value were the Company’s marketable securities, which were classified under level 1 of the fair value hierarchy. No transfer occurred between the levels during the year.

The Company’s financial instruments are exposed to credit risk, liquidity risk, and market risks, which include currency risk and interest rate risk. As at December 31, 2019 the primary risks were as follows:

Liquidity risk

This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. As at December 31, 2019, the Company has a working capital deficit of $2,293. Subsequent to year end the Company completed a private placement for gross proceeds of $15,000 (note 22).

Market risk

This is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Significant market risks to which the Company is exposed are as follows:

(i) 

Foreign currency risk

The Company is exposed to currency risk by having balances and transactions in currencies that are different from its functional currency (the Canadian dollar). As at December 31, 2019 and 2018, the Company’s foreign currency exposure related to its financial assets and liabilities held in US dollars as follows:

	December 31, 2019	December 31, 2018
Financial assets denominated in foreign currencies	$55	$89
Financial liabilities denominated in foreign currencies	(80)	(57)
Net exposure	$(25)	$32

A 10% increase or decrease in the US dollar exchange rate would not have a material impact on the Company’s net loss.

(ii) Other price risk

Other price risk is the risk arising from the effect of changes in market conditions on the Company’s marketable securities. The Company is exposed to other price risk through its investment in Bravada Gold Corporation (“BVA”), which is listed on the TSX Venture Exchange.

A 10% increase or decrease in the BVA share price would not have a material impact on the Company’s net loss.

F-28

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

20.        

Income taxes

(a) Tax losses

The Company has accumulated non-capital losses of approximately $54,468 (December 31, 2018 – $49,389) in Canada, which may be carried forward to reduce taxable income of future years. The non-capital losses will, if unused, expire in:

Year of Expiry	Total
2024	$624
2025	1,219
2027	2,196
2028	3,092
2029	4,168
2030	3,702
2031	2,639
2032	2,355
2033	7,631
2034	4,017
2035	2,060
2036	4,549
2037	5,457
2038	5,349
2039	5,410
	$54,468

The Company also has non-capital losses in Peru of $1,254 (December 31, 2018 - $1,206), which, if unused, will expire between 2020 and 2023.

The Company has accumulated capital losses $661 (December 31, 2018 – $661) in Canada which may be carried forward indefinitely and used to reduce capital gains in future years.

(b) Income tax recovery provision

The reconciliation of the income tax recovery computed at statutory rates to the reported income tax recovery is:

	Year ended December 31, 2019	Year ended December 31, 2018
Loss before income taxes	$(13,987)	$(17,674)
Canadian federal and provincial income tax rates	27%	27%
Expected income tax recovery	(3,776)	(4,772)
Increase (decrease) in income tax recovery resulting from:
Share-based compensation	918	286
Share issuance costs	(63)	(469)
Adjustment to tax estimates	151	(48)
Amortization of flow-through share premium	(234)	(634)
Flow-through expenditures renunciation	822	2,542
Difference in future and foreign tax rates	(37)	(111)
Other	18	(40)
Increase in unrecognized tax asset	2,147	3,246
Income tax recovery	$(54)	$-

F-29

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

20.                  

Income taxes (continued)

(c)

Significant components of the deferred tax assets and liabilities are:

	December 31, 2018	Net loss	Equity	December 31, 2019
Deferred Income tax assets
Non-capital losses carried forward	$13,690	$1,386	$-	$15,076
Capital losses carried forward	45	-	-	45
Share issuance costs & CEC	913	(320)	63	656
Investments	79	(22)	-	57
Site reclamation obligations	511	65	-	576
Property, plant & equipment	197	62	-	259
Mineral property interests	7,061	762	-	7,823
Peruvian VAT Receivable	355	47		402
FX on intercompany	(104)	110	-	6
	22,747	2,090	63	24,900
Deferred income tax liabilities
Mineral property interests	(951)	38	-	(913)
Bridge loan	-	10	(54)	(44)
Net deferred tax assets	21,796	2,138	9	23,943
Unrecognized deferred tax assets	(21,796)	(2,084)	(63)	(23,943)
Net deferred tax balance	$-	$54	$(54)	$-

	December 31, 2017 (Restated)	Net loss	Equity	December 31, 2018
Deferred Income tax assets
Non-capital losses carried forward	$12,260	$1,430	$-	$13,690
Capital losses carried forward	45	-	-	45
Share issuance costs & CEC	740	-	173	913
Investments	47	32	-	79
Site reclamation obligations	448	63	-	511
Property, plant & equipment	136	61	-	197
Mineral property interests	5,799	1,262	-	7,061
Peruvian VAT Receivable	227	128		355
	19,702	2,976	173	22,851
Deferred income tax liabilities
Mineral property interests	(1,188)	237	-	(951)
FX on intercompany	36	(140)	-	(104)
Net deferred tax assets	18,550	3,073	173	21,796
Unrecognized deferred tax assets	(18,550)	(3,073)	(173)	(21,796)
Net deferred tax balance	$-	$-	$-	$-

F-30

Auryn Resources Inc.

Notes to the Consolidated Financial Statements

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

Years ended December 31, 2019 and 2018

21.        

Management of capital

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to pursue acquisition, exploration and development of resource properties, and to maintain a flexible capital structure which optimizes the costs of capital at an acceptable risk.

The capital of the Company is determined as follows:

	Year ended December 31,
	2019	2018
Equity	$36,823	$40,479
Bridge loan	2,931	-
Less cash	(660)	(1,653)
	$39,094	$38,826

The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may issue new shares or debt, acquire or dispose of assets or adjust the amount of cash and investments.

In order to maximize ongoing development efforts, the Company does not pay out dividends, does not have any long-term debt and is not subject to any externally imposed capital requirements.

22.        

Subsequent events

Private Placement and Loan Amendment

In February 2020, the Company closed a non-brokered private placement for gross proceeds of $15,000 which was closed in two tranches and consisted of 9,375,000 common shares (the “2020 Shares”) priced at CAD$1.60 per 2020 Share (the “2020 Offering”).

The Company intends to use the net proceeds from the 2020 Offering to fund continued surface exploration at its Sombrero and Curibaya projects located in southern Peru and for general working capital.

The 2020 Shares are subject to a four-month hold period and will not be registered in the United States. A total of $59,000 was paid in commissions for the 2020 Offering.

Concurrent with the closing of the first tranche of the 2020 Offering, on February 6, 2020, the Company entered the Loan Amendment which provides mutual conversion rights to the Lender and the Company, and also reduces the annual interest rate from 10% to 5% from the date of amendment. Under the terms of the Loan Amendment, the Lender has the right to convert the $3 million of principal that has been advanced to-date, and $123,334 of interest that has accrued to-date, into common shares at the price of $1.60, while the Company has the right to require conversion if the Company’s common shares trade on the TSX at a price of $2.50 or more for any five consecutive trading days prior to the loan’s maturity date.

Temporary Suspension of Peru Operations

On March 15, 2020 the Peruvian government mandated a 15 day lockdown of the country, including prohibiting movements within the country, in response to the COVID-19 pandemic. As a result, the Company has recalled all personnel from the field and will only restart operations once permitted by the government and once the Company is confident that it is safe for its employees to do so.

F-31

EX-99.3

  Exhibit 99.3

(An exploration stage company)

MANAGEMENT’S DISCUSSION AND ANALYSIS

OF AURYN RESOURCES INC.

FOR THE YEAR ENDED DECEMBER 31, 2019

Dated: March 19, 2020

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

TABLE OF CONTENTS

HIGHLIGHTS FOR THE YEAR ENDED DECEMBER 31, 2019 AND THE PERIOD UP TO MARCH 19, 2020		3
1.1	Date and forward-looking statements	6
1.1.1	Forward-looking statements and risk factors	6
1.2.1	Description of business	7
1.2.2	Peruvian projects	8
	Sombrero	8
	Curibaya	14
	Huilacollo	17
	Baños del Indio	18
1.2.3	Committee Bay and Gibson MacQuoid projects	18
	Committee Bay	18
	Gibson MacQuoid	21
1.2.4	Homestake Ridge project	21
1.2.5	Qualified persons and technical disclosures	22
1.3	Selected annual financial information	24
1.4	Discussion of operations	25
1.5	Summary of quarterly results	27
1.6/1.7	Financial position and liquidity and capital resources	28
1.8	Off-balance sheet arrangements	33
1.9	Transactions with related parties	34
1.10	Subsequent events	34
1.11	Proposed transactions	35
1.12	Critical accounting estimates	35
1.13	Changes in accounting policies including initial adoption	37
1.14	Financial instruments and other instruments	37
1.15	Other requirements	38

2

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

HIGHLIGHTS FOR THE YEAR ENDED DECEMBER 31, 2019 AND THE PERIOD UP TO MARCH 19, 2020

Corporate highlights

●

On March 18, 2020, Auryn Resources Inc. (the “Company” or “Auryn”) provided a corporate update and discussed its response to concerns surrounding the COVID-19 pandemic, and the potential impact on the Company’s business. The Company advised that all of its office employees had been given the option to work from home, while personnel in Peru had been recalled from the field due to a 15 day government imposed lockdown in the country. The Company also announced its plans to release an initial PEA on the Homestake Ridge project and revised targets for its Committee Bay project in the coming weeks.

●

On February 27, 2020, Auryn completed a non-brokered private placement, which closed in two tranches, for gross proceeds of $15,000, by issuing 9,375,000 common shares priced at $1.60 (the “2020 Offering”). A total of $59,000 was paid in commissions. Proceeds from the 2020 Offering will be used to fund continued surface exploration at its Sombrero and Curibaya projects located in southern Peru and for general working capital (see press release dated February 27, 2020).

●

On February 6, 2020, concurrent with the closing of the first tranche of the 2020 Offering, the Company completed an amendment to the September 2019 bridge loan (the “Loan Amendment”) to provide certain conversion rights to both the lender and the Company, as well as reducing the interest rate to 5% from the date of the Loan Amendment (see press release dated February 6, 2020).

●

On December 17, 2019, the Company announced the appointment of Christian Rios as Vice President of South America. Mr. Rios is a professional geologist (P.Geo.) with a Masters in Economic Geology from the University of Arizona and brings nineteen years of experience in exploration, mining development and operations, specializing in Peru. Mr. Rios will be responsible for leading the operations of Auryn’s exploration activities in Peru.

●

On September 12, 2019, Auryn closed a secured bridge loan facility (the “Bridge Loan”) for up to $6,000, of which $3,000 was drawn.

●

On July 11, 2019, the Company closed a non-brokered flow-through private placement of 633,334 flow-through common shares (the “2019 FT Shares”) at a price of CAD$3.00 per 2019 FT Share for gross proceeds of $1,900 (the “July 2019 Offering”). The purpose of the July 2019 Offering was to fund the Company’s 2019 exploration program at its Committee Bay project.

●

On March 27, 2019, Auryn completed a non-brokered private placement for gross proceeds of $5,255. The placement consisted of 3,284,375 common shares (the “Shares”) priced at CAD$1.60 per Share (the “March 2019 Offering”).

●

On March 26, 2019, the Company announced the appointment of Stacy Rowa as Chief Financial Officer, effective April 1, 2019, upon the resignation of Peter Rees as Chief Financial Officer and Corporate Secretary to pursue a new opportunity.

●

On February 15, 2019 the Company announced that Jeffrey Mason, CPA, CA, was appointed to its Board of Directors. Mr. Mason is a corporate and financial professional with over 25 years of experience serving public companies in the mining and mineral exploration industry.

Operational highlights

●

On February 28, 2020, November 14 and October 28, 2019 the Company announced results from its initial surface programs at the Curibaya project in southern Peru. The work included a rock sampling program completed in Q4 2019 followed up by a geological mapping and sampling program completed in early 2020. Through geological mapping, a series of rhyolite to dacite flow dome complexes have been identified. Auryn’s technical team believes these domes are the source for the widespread, high-grade precious metal veins sampled to-date across a 4 x 4 kilometer alteration system. Highlights from the 2019 sampling include up to 7,990 g/t silver, 17.65 g/t gold and 6.97% copper.

3

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

Operational highlights (continued)

●

On February 10, 2020 Auryn received its environmental permit, the Declaración de Impacto Ambiental (“DIA”), from the Peruvian Ministry of Energy and Mines for its Sombrero copper-gold project in Southern Peru. The DIA covers an area of 1,031 hectares and allows the Company to drill up to 33 holes from 23 platforms on the Ccascabamba Sombrero Main target area, where Auryn has completed the majority of its work to-date within the 130,000 hectare land package.

●

On January 17, 2020 the Company confirmed the age of the intrusives directly associated with mineralization at the Sombero copper – gold skarn project in Southern Peru. Based on results from five uranium – lead samples obtained from diorite sills at the Ccascabamba and Nioc targets, ages range from 38.85 to 40.47 million years. This places the mineralization within the same Eocene-aged metallogenic event that produced several world-class deposits in the Andahuaylas-Yauri belt.

●

On October 25, 2019, the Company announced results from its 2019 Committee Bay drill program which comprised 2,700 meters of diamond drilling in seven holes. A new gold-bearing hydrothermal system was identified through drilling at the Shamrock occurrence. Additionally, the Company’s technical team advanced its understanding of geophysical responses associated with high-grade gold mineralization at Committee Bay which will be used for targeting future programs.

●

On October 17, 2019, Auryn announced that it has expanded its land position in southern Peru by staking 8,500 additional hectares adjacent to its Milpoc target in the Sombrero North project area. The newly acquired Macha Machay claims were part of the 7,000 square kilometer area screened by Auryn during a regional exploration program and contain the highest copper values in stream sediments sampled by Auryn to date.

●

On September 30, 2019, the Company announced results from a rock sampling program at the Ccello prospect within the southern portion of the Sombrero district in southern Peru. Highlights from the rock sampling program include silver values of 981 g/t, 72.1 g/t, 64.4 g/t, 40.6 g/t, 26.6 g/t and 20.5 g/t. The project is defined by a 2-kilometer-by-1.5-kilometer high sulphidation alteration system.

●

On August 7, 2019, Auryn announced that it had acquired a 100% interest, subject to certain NSR royalties, in the Sambalay and Salvador concessions which are adjacent to its wholly owned Curibaya property in southern Peru for US $250,000.

●

On June 13, 2019 the Company announced results from 8 historical drill holes, totalling 998 meters of drilling, from the Fierrazo target at its Sombrero project. Highlights included 116 meters of 0.58% CuEq1 (0.42% Cu and 0.24 g/t Au), 90.4 meters of 0.51% CuEq (0.48% Cu and 0.05 g/t Au) and 51 meters of 0.53% CuEq (0.43% Cu and 0.16 g/t Au). The historical drill holes had been drilled in 2013 by Corporacion Aceros Arequipa S.A. (“Aceros”) targeting iron skarn mineralization. The results confirmed the copper-gold sulphide mineralization extends to depth underneath the area where surface channel sampling was conducted earlier in 2019 (see below for summary of press releases dated March 12 and April 3, 2019).

●

On June 4, 2019, Auryn announced that two new regional targets had been identified at its Homestake Ridge gold project in the Golden Triangle in BC, Canada, following a full review of the historical datasets, geological mapping, stream sediment and rock chip sampling. The 2019 exploration program, which was completed during Q3 2019, included additional geological and geophysical work at these newly defined targets. The results from the 2019 surface program are currently being interpreted by the technical team.

●

Effective May 20, 2019, the Company declared force majeure under its Mollecruz option agreement in one of the areas at its Sombrero project where it has not yet commenced work. The Company, to date, has been unable to obtain a community agreement allowing access to the concession to commence its work program. The Company continues to negotiate in good faith with the community to resolve this matter.

Metal price used for 2019 copper and gold equivalent (CuEq and AuEq) calculations: Au $1300/oz and Cu $3.00/lb, no adjustments for metallurgical recoveries have been made.

4

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

Operational highlights (continued)

●

On April 3 and March 12, 2019 the Company released results from its initial surface program at the Fierrazo area within the Sombrero project. Highlights from the continuous channel sampling at the Fierrazo target include a combined width of mineralization of 232 meters of 0.55% copper equivalent (0.47% copper and 0.13 g/t gold) with a higher-grade internal interval of 40 meters of 1.26% copper equivalent (1.23% copper and 0.05 g/t gold). The sampling helped further validate the potential 7.5 kilometers of strike length of high-grade exoskarn targets at the Sombrero Main area, which will be the focus of Auryn’s first drill program at the project.

●

On February 19, 2019 the Company announced the results of applying machine learning to its geological datasets to aid in the targeting process at its Committee Bay project. Highlights included the generation of 12 new targets and the identification of an additional parallel shear zone located to the north of the Aiviq structure.

●

On January 7, 2019 the Company announced the identification of significant copper mineralization at Milpoc. Select grab sample results ranged from 0.1 – 8.45% copper and 0.06 – 101 g/t silver.

< Refer to the page 6 for cautionary wording concerning forward-looking information>

5

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.1  Date and forward-looking statements

This Management Discussion and Analysis (“MD&A”) of Auryn has been prepared by management to assist the reader to assess material changes in the consolidated financial condition and results of operations of the Company as at December 31, 2019 and for the year then ended. This MD&A should be read in conjunction with the consolidated financial statements of the Company and related notes thereto as at and for the years ended December 31, 2019 and 2018 which have been prepared in accordance with International Financial Reporting Standards (“IFRS” or “GAAP”) as issued by the International Accounting Standards Board (“IASB”) and Interpretations issued by the International Financial Reporting Interpretations Committee (“IFRIC”). All dollar amounts presented are Canadian dollars unless otherwise stated.

The effective date of this MD&A is March 19, 2020.

1.1.1            

Forward-looking statements and risk factors

This MD&A may contain “forward-looking statements” which reflect the Company’s current expectations regarding the future results of operations, performance and achievements of the Company, including but not limited to statements with respect to the Company’s plans or future financial or operating performance, the estimation of mineral reserves and resources, conclusions of economic assessments of projects, the timing and amount of estimated future production, costs of future production, future capital expenditures, costs and timing of the development of deposits, success of exploration activities, permitting time lines, requirements for additional capital, sources and timing of additional financing, realization of unused tax benefits and future outcome of legal and tax matters.

The Company has tried, wherever possible, to identify these forward-looking statements by, among other things, using words such as “anticipate”, “believe”, “estimate”, “expect”, “budget”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”.

The statements reflect the current beliefs of the management of the Company and are based on currently available information. Accordingly, these statements are subject to known and unknown risks, uncertainties and other factors, which could cause the actual results, performance, or achievements of the Company to differ materially from those expressed in, or implied by, these statements. These uncertainties are factors that include but are not limited to risks related to international operations; risks related to general economic conditions; actual results of current exploration activities and unanticipated reclamation expenses; fluctuations in prices of gold and other commodities; fluctuations in foreign currency exchange rates; increases in market prices of mining consumables; possible variations in mineral resources, grade or recovery rates; accidents, labour disputes, title disputes, claims and limitations on insurance coverage and other risks of the mining industry; delays in obtaining governmental approvals or financing or in the completion of development or construction activities; changes in national and local government regulation of mining operations, tax rules and regulations, and political and economic developments in countries in which the Company operates; as well as other factors. Additional information relating to the Company and its operations is available on SEDAR at www.sedar.com and on the Company’s web site at www.aurynresources.com.

The Company’s management periodically reviews information reflected in forward-looking statements. The Company has and continues to disclose in its MD&A and other publicly filed documents, changes to material factors or assumptions underlying the forward-looking statements and to the validity of the statements themselves, in the period the changes occur. Historical results of operations and trends that may be inferred from the following discussions and analysis may not necessarily indicate future results from operations.

6

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.1.1            

Forward-looking statements and risk factors (continued)

The operations of the Company are speculative due to the high-risk nature of its business which is the exploration of mining properties. For a comprehensive list of the risks and uncertainties facing the Company, please see “Risk Factors” in the Company’s most recent annual information form (“AIF”). These are not the only risks and uncertainties that Auryn faces. Additional risks and uncertainties not presently known to the Company or that the Company currently considers immaterial may also impair its business operations. These risk factors could materially affect the Company's future operating results and could cause actual events to differ materially from those described in forward-looking statements relating to the Company. Readers should refer to the risks discussed in the Company’s AIF and MD&A for the year ended December 31, 2019 and subsequent continuous disclosure filings with the Canadian Securities Administrators available at www.sedar.com and the Company’s registration statement on Form 40-F filed with the United States Securities and Exchange Commission and available at www.sec.gov. These documents are for information purposes only and not incorporated by reference in this MD&A.

1.2.1 Description of business

Auryn Resources is a technically-driven, junior exploration company focused on finding and advancing globally significant precious and base metal deposits. The Company has a portfolio approach to asset acquisition and has seven projects, including two flagships: the Committee Bay high-grade gold project in Nunavut, Canada and the Sombrero copper-gold project in southern Peru.

Auryn’s technical and management teams have an impressive track record of successfully monetizing assets for all stakeholders and local communities in which it operates. Auryn conducts itself to the highest standards of corporate governance and social responsibility.

The Company was incorporated under the British Columbia Business Corporations Act on June 9, 2008 under the name Georgetown Capital Corp. Subsequently on October 15, 2013, the Company changed its name to Auryn Resources Inc. and is a reporting issuer in the provinces of British Columbia, Ontario and Alberta. The Company is listed on the Toronto Stock Exchange under the symbol AUG and effective July 17, 2017, the Company’s common shares commenced trading on the NYSE American under the US symbol AUG.

The Company’s principal business activities include the acquisition, exploration and development of resource properties. The head office and principal address of the Company are located at 1199 West Hastings Street, Suite 600, Vancouver, British Columbia, V6E 3T5.

Effective April 1, 2019, Mr. Rees resigned as Chief Financial Officer to pursue a new opportunity and the Company appointed Ms. Rowa. Ms. Rowa is a Canadian CPA, CA who has worked with Canadian and US publicly listed resource companies for the past 10 years, including the last 3 years with Auryn.

7

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects

Sombrero

Figure 1 - Illustrates the Sombrero North and Sombrero South project areas within the western extension of the Andahuaylas-Yauri Belt of southern Peru

The Sombrero Project is located 340 kilometers SE of Lima in southern Peru and is hosted in the interpreted western extension of the Andahuaylas-Yauri belt. The project is located on the western margins of this Eocene-Oligocene aged copper-gold porphyry and skarn belt that hosts the Las Bambas, Haquira, Los Chancas, Cotambambas, Constancia, Antapaccay and Tintaya deposits. The project is characterized by a strong structural control and significant copper and gold values from surface sampling. The principal targets at Sombrero are copper-gold skarn and porphyry systems and precious metal epithermal deposits.

The current project consists of approximately 130,000 hectares of mineral claims covering a number of coincident gold and copper geochemical anomalies. Figure 1 above illustrates the Sombrero project area, which consists of the Sombrero North and Sombrero South areas. The main project area, where the Company has focused the majority of its exploration work, has been Sombrero North which is comprised of 75,036.7 net hectares; while the Sombrero South concession blocks lie within approximately 80 km south and east of this main project area. The land package was assembled through three separate option agreements, detailed below, and a series of staking campaigns, with the Company most recently adding 8,500 hectares to the Sombrero North area in September 2019 (Figure 1) (see full press release dated October 17, 2019).

8

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Sombrero (continued)

The Company is currently in the process of renewing the surface rights agreement it has in place with the local community which covers the Sombrero Main target area for a two year period and is actively working towards securing agreements with other local communities in order to expand its access to other parts of the project area.

Alturas Option

On June 28, 2016, the Company entered into an option with Alturas Minerals Corp. whereby Auryn was granted the option to earn up to a 100% interest in the central area of the project referred to as Sombrero Main. Under the terms of this option, the Company may earn a 100% interest in the 6 mineral claims by making option payments of US$0.2 million, completing US$2.1 million in work expenditures within a five-year period and by making a final payment of US$5.0 million. As at December 31, 2019, the Company has satisfied the option payment requirements of the agreement and has incurred approximately US$1.7 million in exploration work on the project.

Mollecruz Option

On June 22, 2018, the Company acquired the rights to the Mollecruz concessions located north of Sombrero Main, which is host to the Good Lucky prospect. Under the terms of the Mollecruz Option, the Company may acquire a 100% interest in the concessions by completing US$3.0 million in work expenditures and by making payments totaling US$1.6 million to the underlying owner over a five-year period. At signing, Auryn paid US$50,000 and upon exercise of the option, the underlying owner will retain 0.5% NSR royalty with an advance annual royalty payment of US$50,000.

Effective May 20, 2019, the Company formally declared the existence of a force majeure event under the Mollecruz Option as the Company has been unable to reach an access agreement with the local community in order to commence work in the region. The declaration of force majeure has deferred the Company’s obligation to make the June 22, 2019 property payment and any subsequent property payments and work expenditures for a maximum of 24 months from the declaration date. The Company has continued to have active and open communications with the community in an effort to better inform community members about work plans and address those concerns that may be hindering the Company from obtaining access in this particular area.

Aceros Option

On December 13, 2018, the Company entered into a series of agreements with Corporacion Aceros Arequipa S.A. (“Aceros”) to acquire the rights to three key inlier mineral concessions, which include Fierrazo and Nioc. If the Aceros Option is fully exercised, a joint venture would be formed in which the Company would hold an 80% interest (Aceros – 20%). The joint venture would combine the 530 hectare Aceros concessions plus 4,600 hectares of Auryn’s Sombrero land position. The Company is required to make a series of option payments totalling US$800,000, of which US$200,000 has been paid, as well as completing US$5.15 million in work expenditures over a five-year period, of which US$0.3 million has been spent to date.

9

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Sombrero (continued)

Exploration

Figure 2 - Illustrates the primary Sombrero project area and the various Copper-Gold Skarn, Porphyry & Epithermal Targets

Since obtaining community access in early 2018, the Company has aggressively conducted surface geochemical and geophysical surveys across the southern portions of Sombrero Main in anticipation of an initial drill campaign. Work conducted to date in this area included 3,814 m of continuous channel samples, 913 rock samples, 261 soil samples and 13,156 XRF samples as well as 87 line-km of IP and 282 line-km of Mag. The results of this work have further indicated that Sombrero is host to a significant copper-gold system which contains porphyry, epithermal and skarn type mineralization. Auryn geologists completed grade control mapping throughout the Sombrero Main area with the goal of characterizing the controls on mineralization throughout the project area. The interpretation of this work is ongoing and constantly evolving.

In Q1 2019, the surface work was expanded into the newly acquired Fierrazo area and included continuous channel sampling which resulted in the extension of the mineralization to a potential 7.5 km target area over the Sombrero Main and Fierrazo areas. The identified contact zone between the Ferrobamba limestone and the Cascabamba intrusive body hosting high-grade copper and gold mineralization will continue to be the primary area of focus. Highlights from the continuous channel sampling at the Fierrazo include a combined width of mineralization of 232 meters of 0.55% copper equivalent (0.47% copper and 0.13 g/t gold) with a higher-grade internal interval of 40 meters of 1.26% copper equivalent (1.23% copper and 0.05 g/t gold) (Figure 4) (full results can be found in the Company’s press releases dated March 12 and April 3, 2019).

10

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Sombrero (continued)

The Company has also had the opportunity to make use of past workings by Aceros including collecting 37 representative grab samples from the waste dumps and ore stockpiles left at the formerly producing Fierrazo iron mine. The results of the samples indicate copper and gold mineralization within the hematite-magnetite exoskarn mineralization.  The average values of the samples were 0.91% Cu and 0.36 g/t Au. Complete results of this sampling can be found in the Company’s April 3, 2019 news release.

As announced April 29, 2019 the Company gained access to 988 meters of historical drill core from drilling conducted by Aceros (Figures 3 and 4). The previous sampling of the core by Aceros was considered incomplete as only partial sections were sampled targeting iron skarn mineralization. Additionally, historic analytical results did not include analysis for gold. On June 13, 2019 Auryn released the results of its sampling of the core. Highlights included 116 meters of 0.58% CuEq (0.42% Cu and 0.24 g/t Au), 90.4 meters of 0.51% CuEq (0.48% Cu and 0.05 g/t Au) and 51 meters of 0.53% CuEq (0.43% Cu and 0.16 g/t Au) (Figure 3). These results confirmed that the copper-gold sulfide mineralization extends to depth below where the Company had completed its channel sampling as discussed above (Figure 4). Collectively, the historical drill holes define a mineralized body totaling 300 meters of strike length with an average width of approximately 150 – 200 meters that is open both to the north and to the south.

Figure 3 - Illustrates the drill intercepts from the historical core at the Fierrazo exoskarn target.

11

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Sombrero (continued)

Figure 4 - illustrates the location of the 8 historical drill holes at the Fierrazo target in relation to the surface work Auryn has completed to date.

The Company’s initial permit application for drilling at Sombrero Main was submitted in June 2019. The Company recently received its environmental permit, or DIA, as announced February 10, 2020, which covers an area of 1,031 hectares. The DIA allows the Company to drill up to 33 holes from 23 platforms on the Ccascabamba Sombrero Main target area, where the majority of work to-date has been completed (Figure 5). The next step required in the permitting process is to obtain the authorization for Inicio de Actividades (“Start of Activities”), which was filed with the Peruvian authorities in February 2020 and includes the Consulta Previa (“Social Consultation”), which will be the government authority’s confirmation that the community supports the upcoming drill program as well as future exploration activities. Auryn has prioritized efforts to achieve excellent relations within the Huanca Sancos community through a number of beneficial social programs and is concurrently working through the renewal of the community access agreement which will grant the Company access for another two-year period.

Both the completion of the drill permit and the renewal and securing of key community access agreements, will continue to be the Company’s main focus in the coming months.

12

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Sombrero (continued)

Figure 5: Illustrates the proposed drill plan on the Sombrero Main target area. The DIA allows Auryn to drill up to 33 holes from 23 platforms.

While the Company’s primary focus has been advancing the Sombrero Main target to a drill ready state, it has continued to conduct exploration work across its full land package to identify other areas of interest. The Good Lucky and Nioc target areas, which are situated adjacent to and show similar geological and geophysical signatures as Sombrero Main, are additional prospects which have produced highly anomalous results and warrant additional follow-up. The Good Lucky prospect, contained within the Mollecruz concessions, represents an outcropping copper-gold skarn system exposed over 600 meters where sampling has returned up to 5.12 g/t Au and 4.29% Cu. Rock samples from Nioc, contained within the Aceros option, have returned assays of up to 5.88 g/t Au and 9.09% Cu. The Company plans to expand its surface program into the Good Lucky and Nioc target areas once community agreements are obtained and the Company thereby gains access to the land.

13

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Sombrero (continued)

In the meantime, surface work programs such as rock sampling, BLEG surveys and BLEG follow up continue to screen the overall land package in order to highlight additional mineralized centers. The Company recently conducted first-pass reconnaissance at the Ccello project in Sombrero South, which consisted of mapping and rock sampling to follow up on anomalous stream sediment samples from previously completed screening efforts. The program, which yielded silver values of up to 981 g/t (see full press release dated September 30, 2019), identified a previously unrecognized 2 x 1.5 km high sulphidation alteration system.

As announced in a press release dated October 17, 2019, the Company has also staked the Macha Machay claims as a result of its previously completed regional exploration program. The new claims, which contained the highest copper values in stream sediments observed through the regional program, are located adjacent to the Company’s Milpoc target and are within the land area where the Company has an existing community agreement.

See the press releases dated June 19, September 5, September 26, October 15, November 26, 2018 and January 7, March 12, April 3, September 30, and October 17, 2019 for complete results from the Company’s geophysical and geochemical surface programs at Sombrero.

Curibaya

Figure 6: Illustrates the position of the Curibaya Project with respect to the large copper porphyry mines in southern Peru.

14

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Curibaya (continued)

On August 2, 2019, the Company acquired the rights to the Sambalay and Salvador concessions adjacent to the wholly owned Curibaya porphyry property in southern Peru, which was staked by the Company in 2016. Under the terms of the mining concession transfer agreement with Wild Acre Metals (Peru) S.A.C., the Company paid US$250,000 on transfer of the concessions in favour of Corisur. The Sambalay concessions are subject to a combined 3% NSR royalty, 0.5% of which is buyable for US$1.0 million. The Salvador concessions are subject to a 2% NSR royalty and a US$2.0 million production payment, payable at the time a production decision is made, and to secure payment of such consideration a legal mortgage is recorded in the registry files of the Salvador concessions.

The Sambalay and Salvador concessions together represent a 4 by 4 kilometer alteration system that shows affinities to precious metal low to intermediate sulphidation systems. Historical high-grade sampling includes up to 13.50% copper, 23.6 g/t gold and 14,180 g/t silver (Figure 6), however despite these results, Auryn is unaware of any historical systematic exploration or drilling on the properties.

Collectively, the Curibaya project now covers approximately 11,000 hectares and is located 53 km from the provincial capital, Tacna, and is accessible by road in 2 hours. The project lies 11 km south of the Incapuquio regional fault, which is viewed as a major control on the emplacement of mineralized porphyries in the region. The concessions are outside the 50km border zone and therefore do not require the Peruvian government to approve the acquisition by Auryn.

Figure 7: Illustrates the locations of the newly acquired Sambalay and Salvador concessions in relation to the Curibaya concessions and other projects in the region.

15

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Curibaya (continued)

2019/2020 Curibaya Exploration

Since acquiring the Sambalay and Salvador concessions in August 2019, the Company completed a first-pass reconnaissance rock sampling program in Q4 2019 which sampled high-grade mineralization throughout a 1.5 km by 4.5 km quartz – sericite – pyrite alteration system, which was followed up with geological mapping and additional rock and channel sampling in early 2020. In total, 481 rock samples, 87 channel samples and 9 stream sediment samples have been taken with the aim of better understanding the spatial distribution of high-grade mineralization throughout the alteration system as well as confirming results from historical rock samples. Highlights from the 2019 and 2020 sampling include up to 7,990 g/t silver, 17.65 g/t gold and 6.97% copper.

The Company’s ongoing follow up program selectively sampled veins in previously unsampled areas and in doing so identified a new zone of mineralization approximately one kilometer to the northeast of the Company’s previous sampling thereby extending the alteration system to a 4 km by 4 km area. Through geological mapping a series of rhyolite to dacite flow dome complexes have been identified which the Company believes may be the sources of the widespread, high-grade precious metal veins sampled to date. In addition, a float sample 800 meters to the northeast returned grades of up to 9,180g/t silver and 42.6g/t gold (Figures 8 and 9) and will be followed up on in the next round of field work. See press releases dated February 28, 2020, November 14 and October 28, 2019 for full results from the Company’s surface programs at Curibaya.

With the goal of applying for an FTA drill permit that will allow for up to 20 drill pads, the Company plans to develop drill targets in the coming months through continued geological and alteration mineral mapping, targeted rock sampling along the margins of the dome complexes and ground based and airborne geophysical surveys.

Figure 8: Illustrates additional silver values from vein samples taken across the project area and the new north-south trending corridor of veins over approximately 400 meters that have been identified.

16

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Curibaya (continued)

2019/2020 Curibaya Exploration

Figure 9: Illustrates additional gold values from vein samples taken across the project area and the new north-south trending corridor of veins over approximately 400 meters that have been identified.

Huilacollo

The Huilacollo property, located in the Tacna province of southern Peru, comprises 2,000 hectares of intense hydrothermal alteration over a 4 by 6 km area that is consistent with epithermal Au/Ag mineralization. Historic drilling has identified a continuously mineralized gold/silver zone open in all directions. Contained within this area, there appears to be higher grade mineralization focused along well-defined feeder structures as highlighted by trench intercepts up to 38m at 6.7 g/t Au and drill holes including 34m at 2.14 g/t. The Company acquired the rights to Huilacollo through an option agreement with a local Peruvian company, Inversiones Sol S.A.C., under which the Company may acquire a 100% interest, subject to an NSR, through a combination of work expenditures and cash payments totaling US$7.0 million and US$8.75 million respectively. As of May 11, 2019, the Company had spent US$4.5 million at the Huilacollo project and did not satisfy the accumulated work expenditure requirement of US$5.0 million at that date. Under the terms of the Huilacollo option, the Company elected instead to make a cash payment of US$258,000 equal to 50% of the shortfall at the due date to keep the option in good standing.

Huilacollo Exploration

During 2017 and 2018 the Company completed its initial drill program, comprising five holes, at Huilacollo. Drilling successfully expanded mineralization to the northwest by 100 meters with drill hole 17-HUI-002 intersecting 62 meters of 0.45 g/t Au (including 22 meters of 0.71g/t Au) oxide mineralization from surface and drill hole 17-HUI-004 intersecting 22 meters of 0.2 g/t Au 100 meters to the southwest from hole 17-HUI-002. Additional drilling would target further extensions of mineralization as well as surface mineralization discovered at the Tacora prospect. The Company is currently determining its future exploration programs for Huilacollo.

17

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.2            

Peruvian projects (continued)

Baños del Indio

The Baños del Indio property is comprised of 5,000 hectares of well-developed high-level steam heated epithermal style alteration and was held through an option whereby the Company could acquire a 100% interest, subject to a 3.0% NSR, through a combination of work expenditures and cash payments. Despite the Company acting in good faith in its negotiations with the community, the Company was unable to reach an access agreement in order to initiate its exploration program on the Baños properties and as such the Company chose to terminate the Baños del Indio option in accordance with the agreement. On February 7, 2020, the Company formally gave notice to the option holder that it was terminating the agreement effective March 8, 2020. The Company had previously incurred a total of $337 (US$256,000) in option fees and other acquisition costs in relation to the Baños del Indio property, all of which were impaired as at December 31, 2019.

1.2.3            

Committee Bay and Gibson MacQuoid projects

Figure 10 – regional map showing the locations of the Committee Bay and Gibson MacQuoid projects

Committee Bay

The Committee Bay Project is comprised of approximately 280,000 hectares situated along the Committee Bay Greenstone Belt approximately 180 km northeast of the Meadowbank mine operated by Agnico Eagle Mines Limited.

The Committee Bay belt comprises one of a number of Archean aged greenstone belts occurring within the larger Western Churchill province of north-eastern Canada. The character and history of rock packages, and the timing and nature of mineralization occurring within the belt is considered to be equivalent to that of other significant gold bearing Archean greenstones within the Western Churchill Province, which hosts deposits such as Meadowbank, Meliadine and Amaruq.

Ownership

The Committee Bay project is held 100% by Auryn subject to a 1% Net Smelter Royalty (“NSR”) on the entire project, and an additional 1.5% NSR payable on only 7,596 hectares which is buyable within two years of the commencement of commercial production for $2,000 for each one-third (0.5%) of the NSR.

18

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.3                       

Committee Bay and Gibson MacQuoid projects (continued)

Committee Bay Mineral resources

High-grade gold occurrences are found throughout the 300 km strike length of the Committee Bay project with the most advanced being the Three Bluffs deposit that contains the mineral resource as listed in the table below: *(refer to NI43-101 report dated May 31, 2017 as amended October 23, 2017 filed under Auryn’s profile at www.sedar.com).

Class		Cut off grade	Tonnes	Gold grade	Contained Au
		(g/t Au)	(t)	(g/t Au)	(oz)
Indicated	Near Surface	3	1760000	7.72	437000
	Underground	4	310000	8.57	86000
			2070000	7.85	524000
Inferred	Near Surface	3	590000	7.56	144000
	Underground	4	2340000	7.65	576000
			2930000	7.64	720000

Table 1: Three Bluffs indicated and inferred resource. See section 1.2.6 for cautionary language concerning mineral resources.

The Three Bluffs deposit remains open along strike and at depth. Future programs will aim to significantly expand upon the current resource.

Committee Bay 2019 Exploration

Targeting and Machine Learning at Committee Bay

As a follow up to the results from the 2018 drill program, the Company engaged Computational Geosciences Inc. to implement machine learning technologies to assist in the targeting of high-grade gold mineralization at the Committee Bay project. The machine learning targeting processed the vast amount of historic and modern surface geochemical, geological, geophysical and drill data across the project to derive non-biased correlations within the dataset. The machine learning results, as press released February 19, 2019, generated a total of twelve new targets which included two targets overlapping with Auryn’s geologist derived targets adjacent to the Aiviq and Kalulik discoveries.

2019 Exploration Program

During Q3 2019 the Company completed a 2,700 meter diamond drill program at Committee Bay which targeted a combination of both machine learning and traditional geologist generated targets. To aid in the 2019 targeting along the Aiviq-Shamrock corridor, a 27 line – kilometer induced polarization survey was conducted to identify both chargeability and conductivity targets.

In addition to drilling a new gold-bearing hydrothermal system along the regional fault zone that hosts the Aiviq and Kalulik systems, the program, through the use of geophysics, helped the Company advance its understanding of how to target high-grade mineralization. Going forward, conductivity and chargeability couplets, generated through the use of ground-based geophysical IP surveys and existing airborne geophysical data, will be used to produce drill targets. These targets will be delineated in areas where high conductivity responses, high chargeability responses and gold-in-till anomalies coincide.

19

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.3                       

Committee Bay and Gibson MacQuoid projects (continued)

The 2019 program also gave the Company the opportunity to test the machine learning platform. Three of the seven holes drilled were based on machine learning derived targets and the findings as well as additional data collected will be used as the Company continues to work with Computational Geosciences to refine the technology.

At the Shamrock target Auryn intersected 30 meters of 0.67 g/t gold, including 1.5 m of 5.03 g/t gold, which is characterized by quartz veining within gabbroic rocks (Figure 11). The Shamrock target is located 2.5 kilometers to the southwest of the Aiviq target where the Company drilled 10.5 meters of 1.22 g/t gold this summer (Figure 11).

Figure 11 - Illustrates the 15 kilometers of strike length where three gold bearing hydrothermal systems have been drilled at the Kalulik, Shamrock and Aiviq targets along the regional shear zone.

2020 Plans

The Company is still in the process of analyzing the data from the 2019 drill program together with the advancements made by the Company’s technical team in their understanding of how to use the geophysical responses to target high-grade gold mineralization on the expansive belt. Sufficient fuel remains on site to complete a modest program and therefore a spring mobilization program is not necessary. The Company’s 2020 exploration plans will be decided based on the results of the targeting efforts that are currently underway.

20

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.3            

Committee Bay and Gibson MacQuoid projects (continued)

Gibson MacQuoid

The Gibson MacQuoid project is an early stage gold exploration project situated between the Meliadine deposit and Meadowbank mine in Nunavut, Canada. The 66 mineral claims that make up the project encompass approximately 120 km of strike length of the prospective greenstone belt and total 74,000 hectares collectively.

The Gibson MacQuoid Greenstone belt is one of a number of Archean aged greenstone belts located in the Western Churchill province of north-eastern Canada. These gold bearing Archean greenstone belts host deposits such as the Three Bluffs, Meadowbank, Amaruq, and Meliadine deposits. In particular, the highly magnetic signature of the Gibson MacQuoid Belt is consistent with the other productive greenstone belts in the eastern Arctic that host large-scale gold deposits.

2019 Staking Program

In June 2019, the Company completed a small staking program in which 36 claims, totalling 42,640.7 hectares, were staked and have since been filed and approved. The staking of these claims, which overlap with the Company’s prospecting permits that expired in February 2020, was completed in order to maintain a contiguous land package over the current areas of interest as identified in the previous years’ work programs.

1.2.4            

Homestake Ridge project

The Homestake Ridge project is located in the Skeena mining division in north-western British Columbia and covers approximately 7,500 hectares. The project is host to a high-grade gold, silver, copper, lead resource which remains open at depth and along strike in several zones.

	Tonnage	Gold	Gold	Silver	Silver	Copper	Copper
	(Mt)	(g/t)	(oz)	(g/t)	(Moz)	(%)	(Mlb)
Indicated	0.624	6.25	125,000	47.9	1.0	0.18	2.4
Inferred	7.245	4.00	932,000	90.9	21.2	0.11	16.9

Table 2: Combined Main Homestake, Homestake Silver and South Reef Resources at a 2 g/t AuEq cut-offs. See section 1.2.6 for cautionary language concerning mineral resources and refer to technical report dated September 29, 2017 as amended October 23, 2017 filed under the Company’s SEDAR profile at www.sedar.com.

2019 Exploration and 2020 Plans

In July 2019, the Company completed a 558 ln-km Versatile Time Domain (VTEM) magnetic and electromagnetic survey flown by Geotech Airborne Geophysical Surveys. The survey was flown over two distinct blocks covering the newly identified Bria target area (see press release dated June 4, 2019) as well as the southern KN HSR 1 mineral claim.

The remainder of the 2019 exploration program at Homestake Ridge was focused on the newly identified mineralized zones outboard of the known resource area, namely Kombi and Bria. The work was guided by recently completed inversions of historical airborne geophysical data sets over the southern portion of the claims at Kombi as well as the VTEM data over the Bria target. Field work comprised detailed soil and rock chip sampling across Bria and Kombi. Results from the 2019 sampling program are currently being interpreted by the technical team to derive targets for further follow up programs.

The 2019 exploration program fully utilized the BC flow-through funds that were remaining at the beginning of the year. Further work at Homestake in 2020 will be subject to the conclusions and recommendations of the preliminary economic assessment which is currently underway.

21

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.5            

Qualified persons and technical disclosures

Michael Henrichsen, P. Geo., Chief Operating Officer of Auryn, is the Qualified Person with respect to the technical disclosures in this MD&A.

Channel Sampling 2018/2019 (Sombrero, Peru)

Analytical samples were taken from each 1 meter (channels 18SRT-04 through 18SRT-09) or 2 meter (channels 18SRT-10 – 18SRT-20) interval of channel floor resulting in approximately 2-3kg of rock chips material per sample. Collected samples were sent to ALS Lab in Lima, Peru for preparation and analysis. All samples are assayed using 30g nominal weight fire assay with atomic absorption finish (Au-AA25) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). Where MS61 results were greater or near 10,000 ppm Cu, Zn or Pb the assays were repeated with ore grade four acid digest method (OG62). QA/QC programs for 2018/2019 channel grab samples using internal standard and blank samples; field and lab duplicates indicate good overall accuracy and precision.

Intervals were calculated using a minimum of a 0.1% Cu cut-off at beginning and end of the interval and allowing for no more than six consecutive meters of less than 0.1% Cu with a minimum length of the resulting composite of 5m. Copper and gold equivalent grades (CuEq and AuEq) were calculated for 2018 using gold price of US$1300/oz and copper price of US$3.28/lb and for 2019 using gold price of US$1300/oz and copper price of US$3.00/lb.

Historical Fierrazo Diamond Drill Hole (DDH) Re-Sampling 2019 (Sombrero)

Sample intervals averaged 2 meters where historical sample intervals taken and otherwise were 2 meters. Where at least half of HQ diameter core was present it was sawed into equal parts on site. Otherwise historical crush rejects were used in lieu of the core. In total 481 quarter core, 20 half core, and 10 crush rejects, approximately 3-5kg each, were sent to ALS Lab in Lima, Peru for preparation and analysis. All samples were assayed using 30g nominal weight fire assay with atomic absorption finish (Au-AA25) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). Where MS61 results were near or greater than 10,000 ppm Cu the assays were repeated with ore grade four acid digest method (OG62). QA/QC programs using internal standard samples, field and lab duplicates and blanks indicate good accuracy and precision in a large majority of standards assayed.

Intervals were calculated using a minimum of a 0.1% Cu cut-off at beginning and end of the interval and allowing for no more than six consecutive meters of less than 0.1% Cu with a minimum length of the resulting composite of 5 meters.

Rocks 2019/2020 (Sombrero & Curibaya, Peru)

Approximately 2-3kg of material was collected for analysis and sent to ALS Lab in Lima, Peru for preparation and analysis. All samples are assayed using 30g nominal weight fire assay with ICP finish (Au-ICP21) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). Where ICP21 results were > 3 g/t Au the assay were repeated with 30g nominal weight fire assay with gravimetric finish (Au-GRA21). Where MS61 results were greater or near 10000 ppm Cu, 10000ppm Pb or 100ppm Ag the assay were repeated with ore grade four acid digest method (OG62). Where OG62 results were greater or near 1500ppm Ag the assays were repeated with 30g nominal weight fire assay with gravimetric finish (Ag-GRA21). QA/QC programs for 2019/2020 rock samples using company and lab duplicates, standards and blanks indicate good accuracy and precision in a large majority of standards assayed. These samples were collected in a non-representative manner. The mineralization may not be reflective of the underlying system.

22

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.5            

Qualified persons and technical disclosures (continued)

Historical Grab Samples – Sambalay and Salvador

The historical grab samples on Sambalay and Salvador were collected by Teck (2010-2011), Compania de Exploraciones Orion SAC (2010-2011) and Wild Acre Metals (2012-2013). Auryn has not conducted any due diligence on whether appropriate QA/QC protocols were followed in the collection of these samples, nor can it confirm their accuracy or repeatability.

Channel Sampling 2020 – Curibaya

Analytical samples were taken from each 1-meter interval of trench floor resulting in approximately 2-3kg of rock chips material per sample. Collected samples were sent to ALS Lab in Arequipa, Peru for preparation and then to Lima, Peru for analysis. All samples are assayed using 30g nominal weight fire assay with atomic absorption finish (Au-AA25) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). Where MS61 results were greater or near 10000 ppm Cu, 10000ppm Pb or 100ppm Ag the assay were repeated with ore grade four acid digest method (Cu,Pb,Ag-OG62). Where OG62 results were greater or near 1500ppm Ag the assay were repeated with 30g nominal weight fire assay with gravimetric finish (Ag-GRA21). QA/QC programs for 2020 channel samples using internal standard and blank samples; field and lab duplicates indicate good overall accuracy and precision.

DDH 2019 (Committee Bay)

Intercepts were calculated using a minimum of a 0.25 g/t Au cut off at beginning and end of the intercept and allowing for no more than six consecutive meters of less than 0.25 g/t Au.

Analytical samples were taken by sawing NQ diameter core into equal halves on site and sending one of the halves to ALS Lab in Yellowknife, NWT for preparation and then to ALS Lab in Vancouver, BC for analysis. All samples are assayed using 50g nominal weight fire assay with atomic absorption finish (Au-AA26) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). QA/QC programs using internal standard samples, field and lab duplicates and blanks indicate good accuracy. Due to the nuggety nature of mineralization encountered, the Company will be running additional analysis on duplicate samples to better understand the analytical precision.

True widths of mineralization are unknown based on current geometric understanding of the mineralized intervals.

Grabs 2019 (Committee Bay)

Approximately 1-2kg of material was collected for analysis and sent to ALS Lab in Vancouver, BC for preparation and analysis. All samples are assayed using 50g nominal weight fire assay with atomic absorption finish (Au-AA26) and multi-element four acid digest ICP-AES/ICP-MS method (ME-MS61). QA/QC programs for rock grab samples using internal standard samples, lab duplicates, standards and blanks indicate good accuracy and precision in a large majority of standards assayed. Grab samples are selective in nature and cannot be considered as representative of the underlying mineralization.

Cautionary Note to United States Investors concerning Estimates of Measured, Indicated and Inferred Resource Estimates

This disclosure has been prepared in accordance with the requirements of Canadian provincial securities laws which differ from the requirements of U.S. securities laws. Unless otherwise indicated, all mineral resource estimates included in this disclosure have been prepared in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum classification systems. NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. These standards differ significantly from the requirements of the United States Securities and Exchange Commission (the “SEC”), and resource estimates disclosed may not be comparable to similar information disclosed by U.S. companies.

23

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.2.5            

Qualified persons and technical disclosures (continued)

Cautionary Note to United States Investors concerning Estimates of Measured, Indicated and Inferred Resource Estimates (continued)

In addition, this disclosure uses the terms “measured and indicated resources” and “inferred resources” to comply with the reporting standards in Canada. The Company advises United States investors that while those terms are recognized and required by Canadian regulations, the SEC does not recognize them. United States investors are cautioned not to assume that any part of the mineral deposits in these categories will ever be converted into mineral reserves. Further, “inferred resources” have a great amount of uncertainty as to their existence and as to whether they can be mined legally or economically. Therefore, United States investors are cautioned not to assume that all or any part of the “inferred resources” exist. In accordance with Canadian securities laws, estimates of “inferred resources” cannot form the basis of feasibility or other economic studies. It cannot be assumed that all or any part of “measured and indicated resources” or “inferred resources” will ever be upgraded to a higher category or are economically or legally mineable.

Three Bluffs resource estimations were completed by Roscoe Postle Associates Inc. (“RPA”) (see the Technical Report on the Three Bluffs Project, Nunavut Territory, Canada filed on the SEDAR on May 31, 2017 as amended October 23, 2017). The Homestake Ridge resource estimate was prepared by RPA (see Technical Report on the Homestake Ridge Project, Skeena Mining Division, Northwestern British Columbia, September 29, 2017 as amended October 23, 2017 filed under the Company’s SEDAR profile at www.sedar.com).

Peruvian interests within a special economic zone - Auryn holds certain interests in Peru through Corisur Peru SAC, which controls (among other) certain licenses (including the Huilacollo project) that are located within a special legal zone which runs 50km back from the Peruvian border. As a non-Peruvian company, Auryn’s right to ultimately acquire title over the shares issued by Corisur Peru SAC and to own and/or exploit these licenses requires approval from the Peruvian government. While Auryn is in the process of submitting its applications and does not foresee any legal reason why it would be denied the approval, some risk of denial or delay should be assumed to exist.

1.3          

Selected annual financial information

	Year ended	Year ended	Year ended
	December 31, 2019	December 31, 2018	December 31, 2017
			(Restated1)
Comprehensive loss for the period	$14,136	$17,389	$36,578
Net loss for the period	$13,933	$17,674	$36,500
Basic and diluted loss per share	$0.15	$0.21	$0.48
Total assets	$42,962	$43,523	$43,759
Total long-term liabilities	$2,134	$1,891	$1,662

1 Restated for change in accounting policy as disclosed in note 4 of the Company’s audited annual consolidated financial statements for the year ended December 31, 2018.

The Company generated no revenues from operations during the above periods.

24

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.4  Discussion of operations

Three months ended December 31, 2019 and 2018 (Q4 2019 vs. Q4 2018)

During the three months ended December 31, 2019, the Company reported a loss of $2,990 and loss per share of $0.03, compared to a loss of $2,351 and loss per share of $0.03 for the same period in 2018. Significant variances within operating expenses and other expenses, which in combination resulted in the $639 increase in the current period’s loss, are discussed as follows:

Operating expenses

(1)

Exploration and evaluation costs in Q4 2019 were $1,161 compared to $1,269 in Q4 2018, a decrease of

$108, driven by the following:

a.

Committee Bay decrease of $284 in Q4 2019 compared to the prior year period as less geological salaries and consulting time was allocated to the project in Q4 after ending the program earlier than in the prior year. Further to that, in Q4 2018 the Company wrote off $116 which related to a drill deposit that was unused in the 2018 program and could not be carried forward.

b.

Homestake increase of $128 in the current period related to work being done on the updated resource model and preliminary economic assessment.

(2)

Fees, salaries and other employee benefits in Q4 2019 were $708, including share-based compensation of $312, compared to $491 in Q4 2018, including share-based compensation of $146. The higher share-based compensation in the current quarter was driven by the timing and size of the grant, as well as the calculated fair value of the options.

Other expenses and income:

(3)

Finance expense of $124 was recorded in the three months ended December 31, 2019 in relation to the bridge loan that was entered in September 2019. There was no such expense reported in Q4 2018.

(4)

During Q4 2019, the Company recorded other income of $23 related to the amortization of the flow-through share premium liability compared to $111 for the comparable period in 2018. The liability is amortized as flow-through eligible Canadian exploration and evaluation expenditures are incurred in the period, which, for the current quarter, totaled $82 compared to $489 for the same period in the previous year.

(5)

For the three months ended December 31, 2019 the Company recorded a gain of $120 on its investment in marketable securities compared to a gain of $14 in Q4 2018, which is driven by the market price of the marketable securities at each period end.

(6)

The loss for the current period included an impairment charge of $337 relating to the acquisition costs that had been recorded by the Company in previous years in relation to its interest in the Baños del Indio property which was written off as at December 31, 2019.

Year ended December 31, 2019 and 2018 (YTD 2019 vs. YTD 2018)

During the year ended December 31, 2019, the Company reported a loss of $13,933 and loss per share of $0.15 compared to a loss of $17,674 and loss per share of $0.21 for the 2018 year. The $3,741 decrease in loss in the current period is driven by a decrease in the current year exploration expenditures, offset by an increase in fees, salaries and employee benefits and the decrease in the amortization of flow-through share premium as further discussed below:

1)

Lower exploration and evaluation costs in the current year of $7,696 compared to $14,653 in 2018. The main driver for this decrease is the significantly smaller scale Canadian exploration programs completed in 2018 which together cost $4,222 in 2019 compared to $10,588 in 2018. Peru work was also limited in the current year while the Company focused its efforts on community relations and obtaining its drill permit at Sombrero;

25

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.4            

Discussion of operations (continued)

Year ended December 31, 2019 and 2018 (YTD 2019 vs. YTD 2018) (continued)

2)

Increase in fees, salaries and other employee benefits of $1,560 in the current year over 2018 relates entirely to the higher share-based compensation resulting from a larger option grant and higher fair value per option calculated in 2019; and

3)

A reduction in other income related to the amortization of the flow-through liability which is driven by the lower flow-through eligible expenditures incurred in the current year, $3,046, compared to $9,416 in the prior year.

Summary of Project Costs

During the year ended December 31, 2019, the Company incurred $960 in mineral property acquisition costs and $7,696 in exploration and evaluation costs on its projects. As at December 31, 2019 the Company wrote off $337 of costs that had been previously capitalized in relation to the Baños del Indio property after making the decision in early 2020 not to proceed any further with the project.

	Committee Bay & Gibson MacQuoid	Homestake Ridge	Peru	Total
Acquisition costs
Balance as at December 31, 2018	$18,871	$16,060	$4,141	$39,072
Additions	11	-	949	960
Write off mineral property interests	-	-	(337)	(337)
Change in estimate of provision for site reclamation and closure	203	-	-	203
Currency translation adjustment	-	-	(184)	(184)
Balance as at December 31, 2019	$19,085	$16,060	$4,569	$39,714

	Committee Bay & Gibson MacQuoid	Homestake Ridge	Peru	Total
Exploration and evaluation costs
Assaying	$163	$72	$76	$311
Exploration Drilling	378	-	-	378
Camp cost, equipment and field supplies	336	149	278	763
Geological consulting services	145	200	568	913
Geophysical analysis	143	169	-	312
Permitting, environmental and community costs	189	61	1,182	1,432
Expediting and mobilization	102	26	27	155
Salaries and wages	614	174	427	1,215
Fuel and consumables	36	40	23	99
Aircraft and travel	703	187	110	1,000
Share based compensation	218	117	783	1,118
Total for the year ended December 31, 2019	$3,027	$1,195	$3,474	$7,696

26

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.4          

Discussion of operations (continued)

Future operations and 2020 expenditure forecast

The Company’s business objectives for the next twelve to eighteen months are outlined below:

➢

Sombero: During the 2020 year the Company will continue to work towards completing its drill permit in order to commence drilling at the Sombrero main target. Working with local communities to obtain additional access agreements will also remain a focus for the Company in order to initiate its surface work programs at the Nioc and Good Lucky targets, and to complete screening work across other parts of its expansive land package.

➢

Curibaya: The focus for 2020 will be to advance the Curibaya project to drill-ready stage through additional mapping, sampling and the completion of both ground-based and airborne geophysical surveys. Once the targeting is complete, the Company will apply for an FTA drill permit at Curibaya which will allow for up to 20 drill pads.

➢

Committee Bay: Desktop targeting is currently underway to identify areas for future ground based IP surveying. A small field program may be completed in June in order to ground truth the preliminary targets identified from the desktop study.

➢

Homestake Ridge: The Company’s current focus is on the completion of a NI 43-101 preliminary economic assessment which will include an updated resource estimate. Further work at Homestake in 2020 will be subject to the conclusions and recommendations of the preliminary economic assessment.

The Company’s 2020 budget reflects total expenditures of $12.5 million, which include expenditures to execute the 2020 exploration programs as outlined above, with the exception of drilling at Sombrero Main and completion of surface programs in areas to which the Company does not currently have access which have been excluded. Once the Company is able to proceed with such programs the 2020 forecast will be adjusted accordingly. Further to that, budgets for the Canadian project programs will be determined in the first half of 2020 once the results of the 2019 programs have been fully processed.

1.5  Summary of quarterly results

Three months ended	Interest income	Net loss	Comprehensive loss	Loss per share
In thousands of Canadian dollars except per share amounts
	$	$	$	$
December 31, 2019	10	2,990	3,072	0.03
September 30, 2019	14	3,918	3,871	0.04
June 30, 2019	19	5,045	5,139	0.05
March 31, 2019	1	1,926	2,000	0.02
December 31, 2018	33	2,351	2,166	0.03
September 30, 2018	31	7,488	7,545	0.08
June 30, 2018	34	4,372	4,281	0.05
March 31, 2018	12	3,463	3,397	0.04

During the last eight quarters, the Company’s net loss has ranged between $7,488 and $1,926. In the time period reflected, the largest losses are generally recorded in the second and third quarters each year due to the timing of option grants, which typically occur in the second quarter, and the Company’s summer exploration programs at its Canadian projects, which occur during the third quarter. A comparatively high loss was also reported for Q1 2018 which is when the Company completed its initial drill program at its Huilacollo project in Peru.

27

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.6/1.7 Financial position and liquidity and capital resources

	December 31, 2019	December 31, 2018
Cash and restricted cash and cash equivalents	$775	$1,768
Mineral property interests	$39,714	$39,072
Current liabilities	$4,005	$1,153
Non-current liabilities	$2,134	$1,891

As at December 31, 2019, the Company had unrestricted cash of $660 (December 31, 2018 - $1,653) and a working capital deficit of $2,293 (December 31, 2018 working capital - $1,460) which is primarily related to the requirement to repay the first tranche of the Bridge Loan by September 12, 2020. Contractual obligations as at December 31, 2019 are reflected in the table below and include accounts payable and accrued liabilities of $1,067 and the Bridge Loan payable, including interest accrued-to-date. There is also a minimal amount, $24, of flow-through funds that remain to be spent on exploration at the Committee Bay project in 2020.

Contractual Obligations as of December 31, 2019	Payment terms	Amount
Accounts payable and accrued liabilities	Immediately	$1,067
Committee Bay flow-through expenditure requirements	By Dec 31, 2020	24
Bridge loan and interest payable as at September 30, 2019	By Sep 12, 2020	3,093
Total		$4,184

During the year ended December 31, 2019, the Company used net cash of $10,597 in operating activities compared to $17,844 in the prior year. As discussed in detail above, the primary driver for the decrease in the current periods is in relation to smaller scale Canadian exploration programs in 2019.

Cash used in investing activities during the year ended December 31, 2019 was $917 and $1,438 for 2018. The outflow of cash for all periods was primarily related to the acquisition of mineral properties in Peru.

During the year ended December 31, 2019, the Company generated cash from financing activities of $10,526 through the issuance of common shares and from the advancement of the first $3,000 tranche of the Bridge Loan. Net proceeds of $18,439 during the year ended December 31, 2018 were generated from financing activities through the issuance of common shares.

Although the Company ended 2019 with a working capital deficit of $2,293, in February 2020 the Company completed a private placement for gross proceeds of $15,000 by issuing 9,375,000 shares at a price of $1.60 per share. Concurrent with the 2020 Offering, the Bridge Loan was amended to add certain conversion rights which allow the lender to convert the $3 million of principal that has been advanced to-date, and $123,334 of interest, into common shares at the placement price of $1.60, allowing for the issuance of up to 1,952,084 common shares on conversion. The Loan Amendment also gives the Company the right to require conversion if the Company’s common shares trade on the TSX at a price of $2.50 or more for any five consecutive trading days prior to the loan’s maturity date. The interest rate from the date of the Loan Amendment, being February 6, 2020, has also been reduced from 10% to 5%.

The 2020 Offering has allowed the Company to meet its short term liquidity needs (see contractual obligations above), and leaves sufficient funds to continue with its exploration plans in 2020 and to repay the Bridge Loan in full, if the Lender does not exercise the conversion option. Despite the cash injection from the 2020 Offering, the Company’s ability to continue as a going concern remains dependent upon its ability to obtain the necessary financing going forward and while the Company has been successful at raising capital in the past, there can be no assurance that the Company will have sufficient financing to meet its future capital requirements or that additional financing will be available on terms acceptable to the Company in the future.

28

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.6/1.7 Financial position and liquidity and capital resources

Capital Resources

Bridge Loan

On September 12, 2019 the Company entered the Bridge Loan facility for up to $6,000 with a private lender. The Bridge Loan consists of two tranches of $3,000, with the first having been received and the second being conditional upon the mutual agreement of the parties. The Bridge Loan bears interest at 10%, payable annually or on repayment of the principal, and has a term of one year from the date of advancement (the “Maturity Date”), however, can be repaid without penalty at any time after 90 days of advancement at the discretion of the Company. The Bridge Loan is secured by a first charge general security agreement over all of the Company’s present and future assets.

In connection with the Bridge Loan, the Company issued 500,000 bonus warrants to the lender which have a term of three years from the date of issue. Each warrant is exercisable into one common share of the Company at a price of $2.00 per common share but cannot be exercised until after the Maturity Date.

The following table reflects the carrying values of the liability and equity components on initial recognition.

	Liability Component	Equity Component	Total
Loan advance received	$2,801	$199	$3,000
Transaction costs	(20)	(1)	(21)
Deferred tax impact	-	(54)	(54)
Impact on statement of financial position	$2,781	$144	$2,925

As at December 31, 2019, $636 from the first Bridge Loan advancement are remaining on hand. As discussed above, the terms of the Bridge Loan were revised by way of the Loan Amendment on February 6, 2020.

July 2019 Private Placement

On July 11, 2019 the Company announced that it had completed a $1,900 non-brokered flow-through private placement. The placement consisted of 633,334 flow-through common shares priced at CAD$3.00 per flow-through share.

The purpose of the financing was to fund the Company’s summer exploration program at its Committee Bay gold project in Nunavut, Canada. As at December 31, 2019, the Company has $24 remaining from this flow-through funding to be incurred in 2020.Share issue costs related to the July 2019 Offering totalled $44. A reconciliation of the impact of the July 2019 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at $3.00 per share	633,334	$1,900
Cash share issue costs	-	(44)
Proceeds net of share issue costs	633,334	$1,856
Flow-through share premium liability	-	(557)
	633,334	$1,299

29

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.6/1.7                       

Financial position and liquidity and capital resources (continued)

March 2019 Private Placement

On March 27, 2019, the Company completed a non-brokered private placement for gross proceeds of $5,255 million. The placement consisted of 3,284,375 common shares priced at CAD$1.60 per Share.

The net proceeds from the March 2019 Offering have funded continued surface exploration and permitting work at its Sombrero copper-gold project located in Ayacucho, Peru and general working capital and a nominal amount remains at September 30, 2019. Share issue costs related to the March 2019 Offering totalled $186, which included $110 in commissions, and $76 in other issuance costs. A reconciliation of the impact of the March 2019 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at $1.60 per share	3,284,375	$5,255
Cash share issue costs	-	(186)
Proceeds net of share issue costs	3,284,375	$5,069

August 2018 Flow-Through Funding

On August 16, 2018 the Company closed its previously announced non-brokered flow-through private placement for gross proceeds of $7,331. The placement consisted of approximately 2.1 million flow-through common shares priced at CAD$1.60 per flow-through share and approximately 2.2 million charity flow-through shares priced at an average of CAD$ 1.80 per charity flow-through share. Goldcorp Inc. (“Goldcorp”) maintained its pro-rata interest in Auryn (approximately 12.4%) by acquiring 490,000 common shares from the purchasers of the charity flow-through shares.

Share issue costs related to the August 2018 Offering totalled $400, which included $350 in commissions, and $50 in other issuance costs. The gross proceeds from the August 2018 Offering were also offset by $1,742, an amount related to the flow-through share premium liability. A reconciliation of the impact of the August 2018 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Flow-through shares issued at $1.60 per share	2,084,375	$3,335
Flow-through shares issued at $1.75 per share	1,215,000	2,126
Flow-through shares issued at $1.87 per share	1,000,000	1,870
Cash share issue costs	-	(400)
Proceeds net of share issue costs	4,299,375	6,931
Flow-through share premium liability	-	(1,742)
	4,299,375	$5,189

All of the funds have been fully utilized, of which $5,205 and $2,126 was spent on flow-through eligible expenditures at Committee Bay and Homestake, respectively, during the 2018 and 2019 exploration programs. Due to the fact that only flow-through funds were raised in the August 2018 Offering, funds from the March 2018 Offering were used to cover the cash share issuance costs of $400.

30

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.6/1.7                       

Financial position and liquidity and capital resources (continued)

March 2018 Offering

On March 23, 2018 the Company closed the March 2018 Offering by issuing a total of 6,015,385 common shares of the Company at a price of US$1.30 per share for gross proceeds of US$7.8 million. The 2018 Offering was completed pursuant to an underwriting agreement dated March 13, 2018 among the Company and Cantor Fitzgerald Canada Corporation and a syndicate of underwriters. The Company paid a 6% commission to the Underwriters.

In addition, the Company completed a concurrent private placement financing involving the sale of 1,091,826 flow-through common shares of the Company (the “March 2018 Flow-Through Shares”) at a price equal to the Canadian dollar equivalent of US$1.82 per share, for gross proceeds of US$2.0 million. The 2018 Flow-Through Shares formed part of a donation arrangement and were ultimately purchased by Goldcorp and enabled Goldcorp to maintain its 12.5% interest in the Company. The proceeds from the sale of the 2018 Flow-Through Shares were used exclusively for exploration on the Company’s Committee Bay project.

A reconciliation of the impact of the March 2018 Offering on share capital is as follows:

	Number of common shares	Impact on share capital
Common shares issued at US$1.30 per share	6,015,385	$10,054
Flow-through shares issued at US$1.82 per share	1,091,826	2,561
Cash share issue costs	-	(1,340)
Proceeds net of share issue costs	7,107,211	11,275
Flow-through share premium liability	-	(737)
	7,107,211	$10,538

31

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.6/1.7                       

Financial position and liquidity and capital resources (continued)

A summary of the intended use of the net cash proceeds of $11,280 is presented as follows:

	Use of Proceeds: Proposed	Intended Use of Proceeds	Actual activities	Actual Use of Proceeds of the Offering	(Over)/under expenditure
Committee Bay & Gibson MacQuoid	Flow-through eligible funds ● 2018 drill and exploration programs Non-flow -through funds ● Technical studies, permitting and other non-flow-through eligible exploration costs to be incurred in connection with its 2018 exploration program	$ 2,561 1,928	● flow through E&E ● other E&E	$ 2,561 213	$ 0 1,715
Homestake	Non-flow -through funds ● Technical studies, permitting and other non-flow-through eligible exploration costs to be incurred in connection with its 2018 exploration program	1,286	● other E&E	131	1,155
Peru	Non-flow -through funds ● Exploration expenditures in Peru including the continuation of the Company’s drill program at the Huilacollo project and initial surface work at it Sombrero project	2,571	● Acquisition costs ● E&E	1,382  3,167	(1,978)
Other	General working capital	2,934		3,826	(892)
	Total	$ 11,280		$ 11,280	$ -
Explanation of variances and the impact of variances on the ability of the Company to achieve its business objectives and milestones.			The financing was completed on March 23, 2018 and the funds have been fully expended and included both flow-through funds expended on the 2018 Committee Bay mobilization as well as non-flow through funds spent on mineral property acquisitions and exploration in Peru.

32

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.6/1.7                       

Financial position and liquidity and capital resources (continued)

Exercise of Share Options

During the year ended December 31, 2019, 926,250 shares were issued as a result of share options being exercised with a weighted average exercise price of approximately $0.62 for gross proceeds of $572. Attributed to these share options, fair value of $489 was transferred from the equity reserves and recorded against share capital.

Other sources of funds

As at December 31, 2019, the other sources of funds potentially available to the Company are through the exercise of outstanding stock options and share purchase warrants with terms as follows:

Stock options

	Outstanding			Exercisable
Expiry date	Number of options	Exercise price	Remaining contractual life (years)	Number of options	Exercise price	Remaining contractual life (years)
Aug 17, 2020	915,000	$1.30	0.63	915,000	$1.30	0.63
June 20, 2021	2,085,000	2.63	1.47	2,085,000	2.63	1.47
Jan 10, 2022	440,000	3.22	2.03	440,000	3.22	2.03
June 20, 2023	726,875	1.42	3.47	726,875	1.42	3.47
June 26, 2023	900,000	1.42	3.49	900,000	1.42	3.49
Feb 7, 2024	200,625	1.36	4.11	121,875	1.36	4.11
Apr 9, 2024	2,785,000	1.96	4.28	1,407,500	1.96	4.28
Aug 21, 2024	70,000	1.82	4.64	26,250	1.82	4.64
Nov 20, 2024	170,000	1.82	4.89	42,500	1.82	4.89
	8,292,500	$2.00	2.91	6,665,000	$2.02	2.56

Expiry date	Number of warrants	Exercise price	Remaining contractual life (years)
September 12, 2022	500,000*	$2.00	2.70

*The warrants have a term of three years from the date of issue however they do not become exercisable until one year after the advancement of the Bridge Loan.

1.8 Off-balance sheet arrangements

The Company does not utilize off-balance sheet arrangements.

33

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.9 Transactions with related parties

All transactions with related parties have occurred in the normal course of operations. All amounts are unsecured, non-interest bearing and have no specific terms of settlement, unless otherwise noted.

	Year ended December 31,
	2019	2018
Universal Mineral Services Ltd. 1
Exploration and evaluation costs:
Committee Bay and Gibson MacQuoid	$301	$510
Homestake	154	136
Peru	221	179
Fees, salaries and other employee benefits	346	462
Insurance	3	1
Legal and professional fees	2	9
Marketing and investor relations	85	70
Office and administration	327	344
Project investigation costs	44	6
Total transactions for the periods	$1,483	$1,717

1.

Universal Mineral Services Ltd., (“UMS”) is a private company with certain directors and officers in common. Pursuant to an agreement dated March 30, 2012 and as amended on December 30, 2015, UMS provides geological, financial and transactional advisory services as well as administrative services to the Company on an ongoing, cost recovery basis. Having these services available through UMS, on an as needed basis, allows the Company to maintain a more efficient and cost-effective corporate overhead structure by hiring fewer full time employees and engaging outside professional advisory firms less frequently.

The outstanding balance owing at December 31, 2019 was $235 (December 31, 2018 – $262). In addition, the Company had $150 on deposit with UMS as at December 31, 2019 (December 31, 2018 - $150).

1.10          

Subsequent events

Private Placement and Loan Amendment

In February 2020, the Company closed a non-brokered private placement for gross proceeds of $15,000 which was closed in two tranches and consisted of 9,375,000 common shares (the “2020 Shares”) priced at CAD$1.60 per 2020 Share, and total insider participation of 271,875 Shares for proceeds of $435,000.

The Company intends to use the net proceeds from the 2020 Offering to fund continued surface exploration at its Sombrero and Curibaya projects located in southern Peru and for general working capital.

The 2020 Shares are subject to a four-month hold period and will not be registered in the United States. A total of $59,000 was paid in commissions for the 2020 Offering.

Concurrent with the closing of the first tranche of the 2020 Offering, on February 6, 2020, the Company entered the Loan Amendment which provides mutual conversion rights to the lender and the Company, and also reduces the annual interest rate from 10% to 5% from the date of amendment. Under the terms of the Loan Amendment, the lender has the right to convert the $3 million of principal that has been advanced to-date, and $123,334 of interest that has accrued to-date, into common shares at the price of $1.60, while the Company has the right to require conversion if the Company’s common shares trade on the TSX at a price of $2.50 or more for any five consecutive trading days prior to the loan’s maturity date.

34

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.10          

Subsequent events (continued)

Temporary Suspension of Peru Operations and Other Impacts of COVID-19

On March 15, 2020 the Peruvian government mandated a 15 day lockdown of the country, including prohibiting movements within the country, in response to the COVID-19 pandemic. As a result, the Company has recalled all personnel from the field and will only restart operations once permitted by the government and once the Company is confident that it is safe for its employees to do so.

In addition to the suspension of Peruvian operations, the Company has given all office employees the option to work from home consistent with current government recommendations. As the situation surrounding COVID-19 is developing daily, the Company expects such disruptions, mainly its current inability to conduct field programs, to result in some delay in the Company’s business. At this time, delays are not expected to be long term however the Company will continue to monitor the situation closely.

1.11          

Proposed transactions

None

1.12          

Critical accounting estimates

The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a significant impact on the consolidated financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances.

Key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are:

i.

Provisions

Provisions recognized in the financial statements involve judgments on the occurrence of future events, which could result in a material outlay for the Company. In determining whether an outlay will be material, the Company considers the expected future cash flows based on facts, historical experience and probabilities associated with such future events. Uncertainties exist with respect to estimates made by management and as a result, the actual expenditure may differ from amounts currently reported.

The Company does not have any provisions recorded as at December 31, 2019 and 2018, other than that related to the reclamation obligations which are discussed below.

ii.

Reclamation obligations

Management assesses its reclamation obligations annually and when circumstances suggest that a material change to the obligations have occurred. Significant estimates and assumptions are made in determining the provision for rehabilitation and site restoration, as there are numerous factors that will affect the ultimate liability payable. These factors include estimates of the extent, the timing and the cost of reclamation activities, regulatory change, cost increases, and changes in discount rates. Those uncertainties may result in actual expenditure differing from the amounts currently provided. The provision at the reporting date represents management’s best estimate of the present value of the future reclamation costs required. Changes to estimated future costs are recognized in the statement of financial position by adjusting the reclamation asset and liability.

The key assumptions on which the present value of the future estimated cash flows is based are:

●Undiscounted cash flow for site reclamation of $2,658 (December 31, 2018 - $2,545)

●Expected timing of future cash flows is based on mining leases expiration, which is between 2026 - 2035

●Annual inflation rate 2% (December 31, 2018 - 2%)

●Risk-free interest rate 1.76% (December 31, 2018 - 2.41%)

35

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.12          

Critical accounting estimates (continued)

iii.

Financial instruments

Financial instruments are assessed upon initial recognition to determine whether they meet the definition of a financial asset, financial liability or equity instrument depending on the substance of the contractual arrangement. Judgement is required in making this determination as the substance of a transaction may differ from its legal form. Once a determination is made, IFRS requires that financial instruments be measured at fair value on initial recognition. For financial instruments that do not have quoted market prices or observable inputs, judgements are made in determining what are appropriate inputs and assumptions to use in calculating the fair value.

Upon initial recognition of the Bridge Loan, management had to estimate the Company’s effective interest rate which was needed in order to fair value the debt component and determine the residual amount to be allocated to the warrants.

iv.

Share-based compensation

The Company determines the fair value of stock options granted using the Black‐Scholes option pricing model. This option pricing model requires the development of market-based subjective inputs, including the risk-free interest rate, expected price volatility and expected life of the option. Changes in these inputs and the underlying assumption used to develop them can materially affect the fair value estimate.

The fair value of the share-based options granted during year ended December 31, 2019 were estimated using the Black-Scholes option valuation model with the following weighted average assumptions:

	Years ended December 31,
	2019	2018
Risk-free interest rate	1.59%	1.97%
Expected dividend yield	Nil	Nil
Share price volatility	62%	67%
Expected forfeiture rate	0%	0%
Expected life in years	4.33	4.36

v.

Deferred tax assets and liabilities

Management judgment and estimates are required in assessing whether deferred tax assets and deferred tax liabilities are recognized in the consolidated statements of financial position. Judgments are made as to whether future taxable profits will be available in order to recognize deferred tax assets. Assumptions about the generation of future taxable profits depend on management’s estimates of future cash flows. These depend on estimates of future production and sales volumes, commodity prices, reserves, operating costs, and other capital management transactions. These judgments and assumptions are subject to risk and uncertainty and changes in circumstances may alter expectations, which may impact the amount of deferred tax assets and deferred tax liabilities recognized on the consolidated statements of financial position and the benefit of other tax losses and temporary differences not yet recognized.

The Company’s deferred tax assets and liabilities were determined using a future income tax rate of 27% in Canada and 29.5% in Peru.

36

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.13          

Changes in accounting policies including initial adoption

The Company has adopted the following new accounting standards and policies effective January 1, 2019:

Leases

In January 2016, the IASB published a new accounting standard, IFRS 16 - Leases ("IFRS 16") which supersedes IAS 17 - Leases. IFRS 16 applies a control model to the identification of leases, distinguishing between a lease and a service contract on the basis of whether the customer controls the asset. Control is considered to exist if the customer has the right to obtain substantially all of the economic benefits from the use of an identified asset and the right to direct the use of that asset during the term of the lease. For those assets determined to meet the definition of a lease, IFRS 16 introduces significant changes to the accounting by lessees, introducing a single, on balance sheet accounting model that is similar to the current finance lease accounting, with limited exceptions for short-term leases or leases of low value assets.

The Company has made the following elections under IFRS 16:

●

to apply the available exemptions as permitted by IFRS 16 to recognize a lease expense on a straight-line basis for short term leases (lease term of 12 months or less) and low value assets; and

●

to apply the practical expedient whereby leases whose term ends within 12 months of the date of initial application would be accounted for in the same way as short-term leases.

The adoption of IFRS 16 did not have a material impact on the Company’s financial statements. Due to the seasonality of the Company’s exploration programs, its exploration and other contracts are short-term in nature and therefore are exempt from the recognition provisions of IFRS 16.

New and amended accounting standards not yet effective for the year ended December 31, 2019

In October 2018 the IASB issued narrow-scope amendments to IFRS 3 to help entities determine whether an acquired set of activities and assets is a business or not.

The amendments, which are effective for annual reporting periods beginning on or after January 1, 2020, clarify the minimum requirements to be a business, remove the assessment of a market participant’s ability to replace missing elements, narrow the definition of outputs, add guidance to assess whether an acquired process is substantive and introduce an optional concentration test to permit a simplified assessment.

The adoption of the amended standard will not have an immediate impact on the Company’s consolidated financial statements but will be applied in assessing any future business combination and asset acquisition scenarios.

1.14          

Financial instruments and other instruments

As at December 31, 2019, the Company’s financial instruments consist of cash, marketable securities, amounts receivable, deposits, accounts payables and accrued liabilities and the Bridge Loan. The fair values of these financial instruments, other than the marketable securities and the Bridge Loan, approximate their carrying values due to their short term to maturity. The Company’s marketable securities, which were classified under level 1 of the fair value hierarchy, are measured at fair value using their quoted market price at period end. The Bridge Loan, on initial recognition, was measured at fair value under level 2 of the fair value hierarchy and was subsequently measured at amortized cost.

The Company’s financial instruments are exposed to certain financial risks including, credit risk, currency risks, liquidity risk, interest rate risk and capital risk. Details of the primary risks that the Company is exposed to are laid out in the notes to the Company’s consolidated financial statements.

37

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.15          

Other requirements

Capital structure

Authorized:Unlimited number of common shares

Number of common shares issued and outstanding as at March 19, 2020: 104,681,775

Number of common shares issued and outstanding as at December 31, 2019: 95,231,775

Share based options as at March 19, 2020:

	Outstanding			Exercisable
Expiry date	Number of options	Exercise price	Remaining contractual life (years)	Number of options	Exercise price	Remaining contractual life (years)
Aug 17, 2020	915,000	$1.30	0.41	915,000	$1.30	0.41
June 20, 2021	2,085,000	2.63	1.25	2,085,000	2.63	1.25
Jan 10, 2022	440,000	3.22	1.81	440,000	3.22	1.81
June 20, 2023	651,875	1.42	3.25	651,875	1.42	3.25
June 26, 2023	900,000	1.42	3.27	900,000	1.42	3.27
Feb 7, 2024	200,625	1.36	3.89	148,125	1.36	3.89
April 9, 2024	2,755,000	1.96	4.06	1,721,875	1.96	4.06
Aug 21, 2024	70,000	1.82	4.43	35,000	1.82	4.43
Nov 20, 2024	170,000	1.82	4.68	63,750	1.82	4.68
	8,187,500	$2.00	2.68	6,960,625	$2.02	2.42

The Company has 200,000 share purchase warrants outstanding as at March 19, 2020 as reflected in Section 1.6/1.7.

Controls and procedures

Disclosure controls and procedures (“DC&P”) are designed to provide reasonable assurance that material information related to the Company, including its consolidated subsidiaries, is made known to the Company’s certifying officers. The Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) are responsible for establishing and maintaining adequate DC&P and have concluded that the DC&P the Company have in place are effective in providing reasonable assurance that information required to be disclosed under applicable securities regulations is recorded, processed, summarized and reported within the time periods specified.

The Company’s management, with the involvement of the CEO and CFO, performs regular reviews of its DC&P to ensure they are designed and operating effectively. As there are inherent limitations in all control systems, any economically feasible control system can only provide reasonable, not absolute, assurance that the control system will prevent or detect all misstatements due to error or fraud.

Management’s most recent evaluation of the DC&P was conducted for the year ended December 31, 2019 from which management concluded that the Company’s DC&P are effective as at December 31, 2019 in providing reasonable assurance that information required to be disclosed under applicable securities regulations is recorded, processed, summarized and reported within the required time periods.

38

AURYN RESOURCES INC.

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the year ended December 31, 2019

(In thousands of Canadian dollars, unless otherwise noted)

1.15          

Other requirements (continued)

Internal control over financial reporting

Internal control over financial reporting (“ICFR”) includes those policies and procedures that:

●

pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

●

provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with IFRS, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

●

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company assets or incurring liabilities or other obligations that could have a material effect on the consolidated financial statements.

It is management’s responsibility to establish and maintain adequate ICFR to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with IFRS.

As part of its annual evaluation process, management engaged a third party consultant to perform testing over the design and effectiveness of ICFR as at December 31, 2019. This testing was done under the supervision of the CEO and CFO to support management’s evaluation of the key controls based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Management concluded that the Company’s ICFR was effective as of that date.

Additional disclosures pertaining to the Company’s management information circulars, material change reports, press releases and other information are available on the SEDAR website at www.sedar.com.

On behalf of the Board of Directors,

“Shawn Wallace”     

Shawn Wallace

President and Chief Executive Officer

March 19, 2020

39

EX-99.4

Exhibit 99.4

CERTIFICATION OF 

THE CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF 

THE SARBANES-OXLEY ACT OF 2002

I, Shawn Wallace, Chief Executive Officer of Auryn Resources Inc., certify that:

(1) 

I have reviewed this Annual Report on Form 40-F of Auryn Resources Inc. for the year ended December 31, 2019.

(2) 

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

(3) 

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report.

(4) 

The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:

(a) 

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) 

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) 

evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) 

disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting.

(5) 

The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of the internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):

(a) 

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and

(b) 

any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

Date: March 19, 2020

By: /s/ “Shawn Wallace”

Name: Shawn Wallace

Title: Chief Executive Officer (Principal Executive Officer)

EX-99.5

Exhibit 99.5

CERTIFICATION OF 

THE CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF 

THE SARBANES-OXLEY ACT OF 2002

I, Stacy Rowa, Chief Financial Officer of Auryn Resources Inc., certify that:

(1) 

I have reviewed this Annual Report on Form 40-F of Auryn Resources Inc. for the year ended December 31, 2019.

(2) 

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

(3) 

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report.

(4) 

The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:

(a) 

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) 

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) 

evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) 

disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting.

(5) 

The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of the internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):

(a) 

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and

(b) 

any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

Date:

March 19, 2020

By:

/s/ “Stacy Rowa”

Name:

Stacy Rowa

Title:

Chief Financial Officer (Principal Financial Officer)

EX-99.6

Exhibit 99.6

CERTIFICATION PURSUANT TO 

18 U.S.C. SECTION 1350, 

AS ADOPTED PURSUANT TO 

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Shawn Wallace, Chief Executive Officer of Auryn Resources Inc. (the “Company”), hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(i) 

the Annual Report on Form 40-F of the Company for the fiscal year ended December 31, 2019 (the “Annual Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(ii) 

the information contained in the Annual Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ “Shawn Wallace”

Name: Shawn Wallace

Title: Chief Executive Officer (Principal Executive Officer)

Date: March 19, 2020

EX-99.7

Exhibit 99.7

CERTIFICATION PURSUANT TO 

18 U.S.C. SECTION 1350, 

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Stacy Rowa, Chief Financial Officer of Auryn Resources Inc. (the “Company”), hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(i) 

the Annual Report on Form 40-F of the Company for the fiscal year ended December 31, 2018 (the “Annual Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(ii) 

the information contained in the Annual Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:

/s/ “Stacy Rowa”

Name:

Stacy Rowa

Title:

Chief Financial Officer (Principal Financial Officer)

Date:

March 19, 2020

EX-99.8

  Exhibit 99.8

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the use of our report dated March 19, 2020, relating to the financial statements of Auryn Resources Inc. appearing in this Annual Report on Form 40-F for the year ended December 31, 2019.

   /s/ Deloitte LLP

Chartered Professional Accountants

Vancouver, Canada

March 19, 2020

EX-99.9

  Exhibit 99.9

EX-99.10

  Exhibit 99.10

EX-99.11

Exhibit 99.11

CONSENT

To:

United States Securities and Exchange Commission

Re:

Auryn Resources Inc. (the “Company”)

Annual Report on Form 40-F

Consent of Expert

This consent is provided in connection with the Company’s annual report on Form 40-F for the year ended December 31, 2019 to be filed by the Company with the United States Securities and Exchange Commission (the “SEC”) and any amendments thereto (the “Annual Report”). The Annual Report incorporates by reference, among other things, the Company’s Annual Information Form for the year ended December 31, 2019 (the “AIF”), and the Company’s Management Discussion and Analysis for the year ended December 31, 2019 (the “MD&A”).

I hereby consent to the use of my name in connection with reference to my involvement in the preparation of the following technical report (the "TechnicalReport"):

●

Technical report entitled “Technical Report on the Sombrero Project, Ayacucho Department, Peru” dated and effective March 1, 2019;

and to references to the Technical Report, or portions thereof, in the Annual Report, the AIF, the MD&A and to the inclusion and incorporation by reference of the information derived from the Technical Report in the Annual Report, the AIF and the MD&A.

Dated the 19th day of March, 2020.

Sincerely,

/s/ “Andrew Turner”

ANDREW TURNER, B.Sc., P. Geol.

EX-99.12

  Exhibit 99.12

CONSENT

To:      

United States Securities and Exchange Commission

Re:      

Auryn Resources Inc. (the “Company”)

Annual Report on Form 40-F

Consent of Expert

This consent is provided in connection with the Company’s annual report on Form 40-F for the year ended December 31, 2019 to be filed by the Company with the United States Securities and Exchange Commission (the “SEC”) and any amendments thereto (the “Annual Report”). The Annual Report incorporates by reference, among other things, the Company’s Annual Information Form for the year ended December 31, 2019 (the “AIF”), and the Company’s Management Discussion and Analysis for the year ended December 31, 2019 (the “MD&A”).

I hereby consent to the use of my name in connection with reference to my involvement in the preparation of the MD&A included in the Annual Report and to the inclusion and incorporation by reference of the information derived from the Annual Report, the AIF and the MD&A.

Dated the 19th day of March, 2020.

Sincerely,

/s/ Michael Henrichsen

__________________________________

MICHAEL HENRICHSEN, P.Geo

XML

Cash and Restricted Cash (Details Narrative) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfCashAndRestrictedCashLineItems [Line Items]
Restricted cash	$ 115	$ 115
Standby letter of credit
DisclosureOfCashAndRestrictedCashLineItems [Line Items]
Restricted cash	$ 86	$ 86

XML

Consolidated Statements of Cash Flows - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Operating activities:
Loss for the period	$ 13,933	$ (17,674)
Items not involving cash:
Interest income	(43)	(110)
Accretion of provision for site reclamation and closure	40	39
Finance expense related to bridge loan (note 10)	150	0
Loss on marketable securities	(160)	239
Amortization of flow-through share premium (note 10)	(867)	(2,347)
Unrealized foreign exchange loss	(4)	10
Share-based compensation (note 14(a))	3,400	1,059
Impairment of mineral property interests (note 7(d))	337	0
Depreciation of fixed assets	252	262
Deferred income tax recovery (note 10)	(54)	0
Changes in non-cash working capital:
Amounts receivable	3	587
Prepaid expenses and deposits	100	342
Accounts payable and accrued liabilities	182	(251)
Cash used in operating activities	(10,597)	(17,844)
Investing activities:
Interest received	43	110
Purchase of equipment	0	(109)
Mineral property acquisition costs	(960)	(1,386)
Increase in reclamation bond	0	(53)
Cash used in investing activities	(917)	(1,438)
Financing activities:
Proceeds from issuance of common shares, net of cash share issuance costs	6,976	18,220
Proceeds from bridge loan, net of transactions costs (note 10)	2,979	0
Proceeds from share option and warrant exercises (note 13 (b))	572	219
Cash provided by financing activities	10,527	18,439
Effect of foreign exchange rate changes on cash	(6)	22
Decrease (increase) in cash	(993)	(821)
Cash, beginning of the period	1,653	2,474
Cash, end of the period	$ 660	$ 1,653

XML

Mineral Property Interests (Details) $ in Thousands	Dec. 31, 2019 CAD ($)
Mollecruz mining property
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	$ 1,600
Work expenditures	3,000
Mollecruz mining property | June 22, 2018
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	50
Work expenditures	0
Mollecruz mining property | June 22, 2019
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	50
Work expenditures	150
Mollecruz mining property | June 22, 2020
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	100
Work expenditures	150
Mollecruz mining property | June 22, 2021
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	200
Work expenditures	500
Mollecruz mining property | June 22, 2022
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	300
Work expenditures	700
Mollecruz mining property | June 22, 2023
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	900
Work expenditures	1,500
Aceros mining property
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	800
Work expenditures	5,150
Aceros mining property | December 13, 2018
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	140
Work expenditures	0
Aceros mining property | December 13, 2019
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	60
Work expenditures	150
Aceros mining property | December 13, 2020
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	250
Work expenditures	500
Aceros mining property | December 13, 2021
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	350
Work expenditures	1,500
Aceros mining property | December 13, 2022
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	0
Work expenditures	3,000
Huilacollo mining property
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	8,750
Work expenditures	7,000
Huilacollo mining property | May 11, 2016
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	250
Work expenditures	0
Huilacollo mining property | May 11, 2018
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	500
Work expenditures	2,000
Huilacollo mining property | May 11, 2019
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	0
Work expenditures	3,000
Huilacollo mining property | May 11, 2020
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	250
Work expenditures	0
Huilacollo mining property | May 11, 2021
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	250
Work expenditures	2,000
Huilacollo mining property | May 11, 2022
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Property payments	7,500
Work expenditures	$ 0

XML

Document And Entity Information	12 Months Ended
	Dec. 31, 2019 shares
Warrants expired, exercise price (in CAD per share)
Entity Registrant Name	AURYN RESOURCES INC.
Entity Central Index Key	0001514597
Current Fiscal Year End Date	--12-31
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding	0
Document Type	40-F
Document Period End Date	Dec. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Amendment Flag	false

XML

Cash and Restricted Cash

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Cash and Cash Equivalents and Restricted Cash

	December 31, 2019		December 31, 2018
Components of cash and restricted cash:
Cash	$	660	$	1,653
Restricted cash		115		115
	$	775	$	1,768

Restricted cash balance includes an amount of $86 (December 31, 2018 - $86) in connection with an irrevocable standby letter of credit in favor of Kitikmeot Inuit Association in connection with the Company’s Committee Bay project.

XML

Management of Capital (Details) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Management Of Capital
Equity	$ 36,823	$ 40,479
Bridge loan	2,931	0
Less cash	660	1,653	$ 2,474
Capital	$ 39,094	$ 38,826

XML

Related Party Balances and Transactions (Details 1) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Related party transactions [abstract]
Short-term benefits provided to executives	$ 1,469	$ 1,624
Directors fees paid to non-executive directors	154	152
Share-based payments	2,244	590
Key management personnel compensation	$ 3,867	$ 2,366

XML

Share Option and Warrant Reserves (Details 3) - yr	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Share Option And Warrant Reserves
Risk-free interest rate	1.59%	1.97%
Expected dividend yield	0.00%	0.00%
Share price volatility	62.00%	67.00%
Expected forfeiture rate	0.00%	0.00%
Expected life (in years - weighted average)	4.33	4.36

XML

Income Taxes (Details) - CAD ($) $ in Thousands	Dec. 31, 2039	Dec. 31, 2038	Dec. 31, 2037	Dec. 31, 2036	Dec. 31, 2035	Dec. 31, 2034	Dec. 31, 2033	Dec. 31, 2032	Dec. 31, 2031	Dec. 31, 2030	Dec. 31, 2029	Dec. 31, 2028	Dec. 31, 2027	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2019
Income Taxes Abstract
Unused tax losses for which no deferred tax asset recognised	$ 5,410	$ 5,349	$ 5,457	$ 4,549	$ 2,060	$ 4,017	$ 7,631	$ 2,355	$ 2,639	$ 3,702	$ 4,168	$ 3,092	$ 2,196	$ 1,219	$ 624	$ 54,468

XML

Loss Per Share (Details) - CAD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Loss Per Share Abstract
Net loss	$ 13,933	$ (17,674)
Weighted average number of shares outstanding	93,968,172	86,015,208
Basic and diluted loss per share	$ (0.15)	$ (0.21)

XML

Share Capital

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Share Capital

(a) Authorized

Unlimited common shares without par value.

Unlimited preferred shares - nil issued and outstanding.

(b) Share issuances

Year ended December 31, 2019:

i. On July 11, 2019, the Company completed a non-brokered flow-through private placement. The placement consisted of 633,334 flow-through common shares priced at $3.00 per flow-through share for gross proceeds of $1,900 which were to be used exclusively for exploration on the Committee Bay project, of which $24 is remaining at December 31, 2019.

Share issue costs related to the flow-through private placement totaled $44. No commissions were paid. A reconciliation of the impact of the July 2019 Flow-Through Offering on share capital is as follows:

	Number of common shares			Impact on share capital
Flow-through shares issued at $3.00 per share633,334		$	1,900
Cash share issue costs		-			(44	)
Proceeds net of share issue costs		633,334			1,856
Flow-through share premium liability		-			(557	)
		633,334		$	1,299

ii. On March 27, 2019, the Company completed a non-brokered private placement for gross proceeds of $5,255. The placement consisted of 3,284,375 common shares (the “Shares”) priced at $1.60 per Share (the “March 2019 Offering”).

Share issue costs related to the March 2019 Offering totaled $186, which included $110 in commissions, and $76 in other issuance costs. A reconciliation of the impact of the March 2019 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Common shares issued at $1.60 per share		3,284,375	$	5,255
Cash share issue costs		-		(186	)
Proceeds net of share issue costs		3,284,375	$	5,069

iii. During the year ended December 31, 2019, 926,250 shares were issued as a result of share options being exercised with a weighted average exercise price of approximately $0.62 for gross proceeds of $572 and $489 attributed to these share options was transferred from the equity reserves and recorded against share capital.

Year ended December 31, 2018:

iv. On August 16, 2018, the Company completed a non-brokered flow-through private placement (the “August 2018 Offering”) for gross proceeds of $7,331.  The proceeds from the sale of the August 2018 flow-through shares were used exclusively for exploration on the Company’s Committee Bay, Gibson MacQuoid and Homestake Ridge projects.

Share issue costs related to the August 2018 Offering totalled $400, which included $350 in commissions, and $50 in other issuance costs. A reconciliation of the impact of the August 2018 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Nunavut flow-through shares issued at $1.60 per share		2,084,375	$	3,335
Nunavut charity flow-through shares issued at $1.75 per share		1,215,000		2,126
BC charity flow-through shares issued at $1.87 per share		1,000,000		1,870
Share issue costs		-		(400	)
Proceeds net of share issue costs		4,299,375		6,931
Flow-through share premium liability		-		(1,742	)
		4,299,375	$	5,189

v. On March 23, 2018, the Company closed the “March 2018 Offering” by issuing a total of 6,015,385 common shares of the Company at a price of US$1.30 per share for gross proceeds of US$7.8 million.  The March 2018 Offering was completed pursuant to an underwriting agreement dated March 13, 2018 among the Company and Cantor Fitzgerald Canada Corporation and a syndicate of underwriters. The proceeds from the sale of the March 2018 flow-through shares were used exclusively for exploration on the Company’s Committee Bay project.

Share issue costs related to the March 2018 Offering totaled $1,340, which included $756 in commissions, and $584 in other issuance costs. A reconciliation of the impact of the March 2018 Offering on share capital is as follows:

	Number of common shares			Impact on share capital
Common shares issued at US$1.30 per share 6,015,385		$	10,054
Flow-through shares issued at US$1.82 per share		1,091,826			2,561
Share issue costs		-			(1,340	)
Proceeds net of share issue costs		7,107,211			11,275
Flow-through share premium liability		-			(737	)
		7,107,211		$	10,538

vi. During the year ended December 31, 2018, 220,000 shares were issued as a result of share options being exercised with a weighted average exercise price of $0.91 for gross proceeds of $198 and $156 attributed to these share options was transferred from the equity reserve and recorded against share capital.

vii. During the year ended December 31, 2018, 15,000 shares were issued as a result of share purchase warrants being exercised with a weighted average exercise price of $1.40 for gross proceeds of $21 and $12 attributed to these share purchase warrants was transferred from the share option and warrant reserve and recorded against share capital.

XML

Marketable Securities

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Marketable Securities

Investment in Bravada common shares

Included as part of the acquisition of Homestake’s net assets during the year ended December 31, 2016, the Company acquired 2,658,004 shares of BVA which the Company has classified as FVTPL within level 1 category of the fair value hierarchy (note 19). As at December 31, 2019, the BVA share price quoted on TSXV was $0.13 per share (December 31, 2018 – $0.07 per share) and the fair value of the shares was adjusted to $346 (December 31, 2018 - $186). The impact of the fair value adjustment of the BVA shares was to record a fair value gain of $160 in the statement of loss and comprehensive loss for the year ended December 31, 2019 (December 31, 2018 – fair value loss of $239).

XML

Flow-through Share Premium Liability

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Flow-through Share Liability

Flow-through shares are issued at a premium, calculated as the difference between the price of a flow-through share and the price of a common share at that date, as tax deductions generated by the eligible expenditures are passed through to the shareholders of the flow-through shares once the eligible expenditures are incurred and renounced.

On July 11, 2019, the Company completed a non-brokered private placement (the “July 2019 Flow-Through Offering”) for gross proceeds of $1,900 through the issuance of 633,334 flow-through shares (the “2019 Flow-Through Shares”) at a price of $3.00 per share (note 13 (b)(i)). The 2019 Flow-Through Shares were issued at a premium of $0.88 per share.

As at December 31, 2019, the Company has a flow-through share premium liability of $7 (December 31, 2018 - $317) which relates to funds remaining from the July 2019 Flow-Through Offering.

Below is a summary of the 2018 and 2019 flow-through financings and the related flow-through share premium liability generated by each financing:

	Shares issued		Flow-through share price		Premium per flow-through share		Flow-through premium liability
March 23, 2018*		1,091,826	$	2.35	$	0.67	$	737
August 16, 2018		4,299,375	$	1.60 - $1.87	$	0.30 - $0.57		1,742
Total 2018		5,391,201					$	2,479
July 11, 2019		633,334	$	3.00	$	0.88	$	557

* Note that the March 23, 2018 flow-through shares were priced in USD with a flow-through price per share of US$1.82 and a flow-through premium of US$0.52 per share.

The following table is a continuity of the flow-through share funding and expenditures along with the corresponding impact on the flow-through share premium liability:

	Flow-through funding and expenditures
	BC			Nunavut			Total			Flow-through premium liability
Balance at December 31, 2017	$	693		$	-		$	693		$	185
Flow-through funds raised		1,870			8,023			9,893			2,479
Flow-through eligible expenditures		(1,826	)		(7,590	)		(9,416	)		(2,347	)
Balance at December 31, 2018	$	737		$	433		$	1,170		$	317
Flow-through funds raised		-			1,900			1,900			557
Flow-through eligible expenditures		(737	)		(2,309	)		(3,046	)		(867	)
Balance at December 31, 2019	$	-		$	24		$	24		$	7

XML

Provision for Site Reclamation and Closure (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of other provisions

	December 31, 2019		December 31, 2018
Opening balance	$	1,891	$	1,662
Accretion		40		39
Change in estimate		203		190
Closing balance	$	2,134	$	1,891

XML

Mineral Property Interests (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of work expenditures and cash payments for acquisition of mineral property rights

On June 22, 2018 the Company entered an option agreement (the “Mollecruz Option”) giving the Company the right to acquire a 100% interest in the Mollecruz concessions which are located in the northern area of the Sombrero project. Under the Mollecruz Option, the Company may acquire a 100% interest, subject to a 0.5% Net Smelter Royalty (“NSR”), through a combination of work expenditures and cash payments as detailed below.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)		Work Expenditures (in ‘000 US$)
Effective Date (June 22, 2018)	Completed		50		-
June 22, 2019*	Deferred*		50		150
June 22, 2020*			100		150
June 22, 2021*			200		500
June 22, 2022*			300		700
June 22, 2023*			900		1,500
Total			1,600		3,000

* Effective May 20, 2019, the Company formally declared the existence of a force majeure event under the Mollecruz Option thereby deferring the Company’s obligation to make the June 22, 2019 property payment and any subsequent property payments and work expenditures for a maximum of 24 months from the declaration date. To date, the Company has not been able to reach an access agreement with the local community in order to commence work in the region but has continued to have open communications with the community and continues to negotiate in good faith to obtain access to the property.

On December 13, 2018, the Company entered a series of agreements (the “Aceros Option”) with Corporacion Aceros Arequipa S.A. (“Aceros”) giving the Company the right to option three key mineral concessions located within the Company’s Sombrero project. If the Aceros Option is exercised, a joint venture would be formed in which the Company would hold an 80% interest (Aceros – 20%). The joint venture would combine the 530 hectare Aceros concessions plus 4,600 hectares of Auryn’s Sombrero land position. Below is a schedule of work expenditures and cash payments required under the agreement of which US$0.3 million in work expenditures has been completed to date.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)		Work Expenditures (in ‘000 US$)
Effective Date (December 13, 2018)	Completed		140		-
December 13, 2019	Completed		60		150
December 13, 2020			250		500
December 13, 2021			350		1,500
December 13, 2022			-		3,000
Total			800		5,150

On June 2, 2016, the Company acquired the rights to the Huilacollo epithermal property in the Tacna province of southern Peru, which is comprised of 2,000 hectares of intense hydrothermal alteration. The rights were acquired through an option agreement (the “Huilacollo Option”) with a local Peruvian company, Inversiones Sol S.A.C., under which the Company may acquire 100% interest (subject to a 1.5% NSR on precious metals buyable for US$2.5 million and a 2.5% NSR on base metals buyable for US$7.0 million) through a combination of work expenditures and cash payments as outlined in the table below. As of May 11, 2019, the Company had completed US$4.5 million of work expenditures under the Huilacollo Option and thus did not satisfy the accumulated work expenditure requirement of US$5.0 million at that date. As permitted by the Huilacollo Option, the Company instead made a cash payment of US$0.3 million equal to 50% of the shortfall at the due date to keep the option in good standing.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)		Work Expenditures (in ‘000 US$)
Effective Date (May 11, 2016)	Completed		250		-
May 11, 2018	Completed		500		2,000
May 11, 2019	Completed		-		3,000
May 11, 2020			250		-
May 11, 2021			250		2,000
May 11, 2022			7,500		-
Total			8,750		7,000

Disclosure of mineral property acquisition costs

	Committee Bay & Gibson MacQuoid		Homestake Ridge		Peru			Total
Balance at December 31, 2017	$	18,681	$	16,060	$	2,517		$	37,258
Additions		-		-		1,392			1,392
Change in estimate of provision for    site reclamation and closure (note 11)		190		-		-			190
Currency translation adjustment		-		-		232			232
Balance at December 31, 2018	$	18,871	$	16,060	$	4,141		$	39,072
Additions		11		-		949			960
Impairment of mineral property interests (note 7 (a))		-		-		(337	)		(337	)
Change in estimate of provision for    site reclamation and closure (note 11)		203		-		-			203
Currency translation adjustment		-		-		(184	)		(184	)
Balance at December 31, 2019	$	19,085	$	16,060	$	4,569		$	39,714

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Segmented Information

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Segmented Information

The Company operates in one reportable operating segment, being the acquisition, exploration and development of mineral resource properties.

Geographic segmentation of non-current assets is as follows:

December 31, 2019	Canada		Peru		Total
Restricted cash and cash equivalents	$	115	$	-	$	115
Prepaid expenses and deposits, non-current		-		149		149
Equipment, net		1,202		70		1,272
Mineral property interests		35,145		4,569		39,714
	$	36,462	$	4,788	$	41,250

December 31, 2018	Canada		Peru		Total
Restricted cash and cash equivalents	$	115	$	-	$	115
Prepaid expenses and deposits, non-current		-		198		198
Equipment, net		1,428		97		1,525
Mineral property interests		34,931		4,141		39,072
	$	36,474	$	4,436	$	40,910

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Management of Capital

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Management of Capital

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to pursue acquisition, exploration and development of resource properties, and to maintain a flexible capital structure which optimizes the costs of capital at an acceptable risk.

The capital of the Company is determined as follows:

	Year ended December 31,
	2019			2018
Equity	$	36,823		$	40,479
Bridge loan		2,931			-
Less cash		(660	)		(1,653	)
	$	39,094		$	38,826

The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may issue new shares or debt, acquire or dispose of assets or adjust the amount of cash and investments.

In order to maximize ongoing development efforts, the Company does not pay out dividends, does not have any long-term debt and is not subject to any externally imposed capital requirements.

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Management of Capital (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of capital

	Year ended December 31,
	2019			2018
Equity	$	36,823		$	40,479
Bridge loan		2,931			-
Less cash		(660	)		(1,653	)
	$	39,094		$	38,826

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Segmented Information (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of operating segments

December 31, 2019	Canada		Peru		Total
Restricted cash and cash equivalents	$	115	$	-	$	115
Prepaid expenses and deposits, non-current		-		149		149
Equipment, net		1,202		70		1,272
Mineral property interests		35,145		4,569		39,714
	$	36,462	$	4,788	$	41,250

December 31, 2018	Canada		Peru		Total
Restricted cash and cash equivalents	$	115	$	-	$	115
Prepaid expenses and deposits, non-current		-		198		198
Equipment, net		1,428		97		1,525
Mineral property interests		34,931		4,141		39,072
	$	36,474	$	4,436	$	40,910

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Share Option and Warrant Reserves (Details)	12 Months Ended
	Dec. 31, 2019 CAD ($) shares	Dec. 31, 2018 CAD ($) shares
Share Option And Warrant Reserves
Number of share options outstanding beginning of period | shares	6,205,000	4,810,000
Number of share options granted | shares	3,295,000	1,775,000
Number of share options exercised | shares	(926,250)	(220,000)
Number of share options expired | shares	(230,000)	(103,750)
Number of share options forfeited | shares	(51,250)	(56,250)
Number of share options outstanding end of period | shares	8,292,500	6,205,000
Weighted average exercise price outstanding beginning of period | $	$ 1.85	$ 1.97
Weighted average exercise price granted | $	1.91	1.42
Weighted average exercise price exercised | $	0.62	0.91
Weighted average exercise price expired | $	2.33	2.35
Weighted average exercise price forfeited | $	1.89	1.60
Weighted average exercise price outstanding end of period | $	$ 2.0	$ 1.85

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Flow-through Share Premium Liability (Details 1) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Opening balance	$ 317
Flow-through funds raised	557	$ 2,479
Flow-through eligible expenditures	(867)	(2,347)
Closing balance	7	317
BC exploration projects
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Opening balance	737	693
Flow-through funds raised	0	1,870
Flow-through eligible expenditures	(737)	(1,826)
Closing balance	0	737
Nunavut exploration projects
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Opening balance	433	0
Flow-through funds raised	1,900	8,023
Flow-through eligible expenditures	(2,309)	(7,590)
Closing balance	24	433
Total
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Opening balance	1,170	693
Flow-through funds raised	1,900	9,893
Flow-through eligible expenditures	(3,046)	(9,416)
Closing balance	$ 24	$ 1,170

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Provision for Site Reclamation and Closure (Details Narrative) - Provision for decommissioning, restoration and rehabilitation costs - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Disclosure of other provisions [line items]
Other provisions, undiscounted cash flows	$ 2,658	$ 2,545
Major assumptions made concerning future events, other provisions, inflation rate	2.00%	2.00%
Major assumptions made concerning future events, other provisions, discount rate	1.76%	2.41%

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Loss Per Share

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Loss Per Share

	Years ended December 31,
	2019		2018
Net loss	$	13,933	$	17,674
Weighted average number of shares outstanding		93,968,172		86,015,208
Basic and diluted loss per share	$	0.15	$	0.21

All of the outstanding share options and share purchase warrants at December 31, 2019 and 2018 were anti-dilutive for the years then ended as the Company was in a loss position.

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Subsequent Events

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Subsequent Events

Private Placement and Loan Amendment

In February 2020, the Company closed a non-brokered private placement for gross proceeds of $15,000 which was closed in two tranches and consisted of 9,375,000 common shares (the “2020 Shares”) priced at CAD$1.60 per 2020 Share (the “2020 Offering”).

The Company intends to use the net proceeds from the 2020 Offering to fund continued surface exploration at its Sombrero and Curibaya projects located in southern Peru and for general working capital.

The 2020 Shares are subject to a four-month hold period and will not be registered in the United States. A total of $59,000 was paid in commissions for the 2020 Offering.

Concurrent with the closing of the first tranche of the 2020 Offering, on February 6, 2020, the Company entered the Loan Amendment which provides mutual conversion rights to the Lender and the Company, and also reduces the annual interest rate from 10% to 5% from the date of amendment. Under the terms of the Loan Amendment, the Lender has the right to convert the $3 million of principal that has been advanced to-date, and $123,334 of interest that has accrued to-date, into common shares at the price of $1.60, while the Company has the right to require conversion if the Company’s common shares trade on the TSX at a price of $2.50 or more for any five consecutive trading days prior to the loan’s maturity date.

Temporary Suspension of Peru Operations

On March 15, 2020 the Peruvian government mandated a 15 day lockdown of the country, including prohibiting movements within the country, in response to the COVID-19 pandemic. As a result, the Company has recalled all personnel from the field and will only restart operations once permitted by the government and once the Company is confident that it is safe for its employees to do so.

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Schedule of unusued tax losses

Year of Expiry	Total
2024	$      624
2025	1,219
2027	2,196
2028	3,092
2029	4,168
2030	3,702
2031	2,639
2032	2,355
2033	7,631
2034	4,017
2035	2,060
2036	4,549
2037	5,457
2038	5,349
2039	5,410
	$ 54,468

Schedule of effective income tax rate reconciliation

	Year ended December 31, 2019	Year ended December 31, 2018
Loss before income taxes	$     (13,987)	$ (17,674)
Canadian federal and provincial income tax rates	27%	27%
Expected income tax recovery	(3,776)	(4,772)
Increase (decrease) in income tax recovery resulting from:
Share-based compensation	918	286
Share issuance costs	(63)	(469)
Adjustment to tax estimates	151	(48)
Amortization of flow-through share premium	(234)	(634)
Flow-through expenditures renunciation	822	2,542
Difference in future and foreign tax rates	(37)	(111)
Other	18	(40)
Increase in unrecognized tax asset	2,147	3,246
Income tax recovery	$            (54)	$                 -

Disclosure of deferred tax assets and liabilities

	December 31, 2018	Net loss	Equity	December 31, 2019
Deferred Income tax assets
Non-capital losses carried forward	$ 13,690	$ 1,386	$              -	$ 15,076
Capital losses carried forward	45	-	-	45
Share issuance costs & CEC	913	(320)	63	656
Investments	79	(22)	-	57
Site reclamation obligations	511	65	-	576
Property, plant & equipment	197	62	-	259
Mineral property interests	7,061	762	-	7,823
Peruvian VAT Receivable	355	47		402
FX on intercompany	(104)	110	-	6
	22,747	2,090	63	24,900
Deferred income tax liabilities
Mineral property interests	(951)	38	-	(913)
Bridge loan	-	10	(54)	(44)
Net deferred tax assets	21,796	2,138	9	23,943
Unrecognized deferred tax assets	(21,796)	(2,084)	(63)	(23,943)
Net deferred tax balance	$          -	$          54	$          (54)	$          -

	December 31, 2017 (Restated)	Net loss	Equity	December 31, 2018
Deferred Income tax assets
Non-capital losses carried forward	$ 12,260	$ 1,430	$              -	$ 13,690
Capital losses carried forward	45	-	-	45
Share issuance costs & CEC	740	-	173	913
Investments	47	32	-	79
Site reclamation obligations	448	63	-	511
Property, plant & equipment	136	61	-	197
Mineral property interests	5,799	1,262	-	7,061
Peruvian VAT Receivable	227	128		355
	19,702	2,976	173	22,851
Deferred income tax liabilities
Mineral property interests	(1,188)	237	-	(951)
FX on intercompany	36	(140)	-	(104)
Net deferred tax assets	18,550	3,073	173	21,796
Unrecognized deferred tax assets	(18,550)	(3,073)	(173)	(21,796)
Net deferred tax balance	$          -	$          -	$          -	$          -

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Supplemental Cash Flow Information (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of supplemental cash flow information

	Years ended December 31,
	2019		2018
Increase (decrease) in cash related to:
Share issue costs included in accounts payable	$	51	$	4
Deferred financing costs reclassified to share issue costs		-		10
Mineral property acquisition costs included in accounts payable		-		6

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Bridge loans (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019 CAD ($)
Statement Line Items [Line Items]
Loan advance received	$ 3,000
Transaction costs	(21)
Deferred tax impact	(54)
Impact on statement of financial position	2,925
Liability Component
Statement Line Items [Line Items]
Loan advance received	2,801
Transaction costs	(20)
Deferred tax impact	0
Impact on statement of financial position	2,781
Equity Component
Statement Line Items [Line Items]
Loan advance received	199
Transaction costs	(1)
Deferred tax impact	(54)
Impact on statement of financial position	$ 144

XML

Exploration and Evaluation Costs (Details) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	$ 7,696	$ 14,653
Assaying
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	311	977
Exploration drilling
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	378	2,066
Camp cost, equipment and field supplies
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	763	1,811
Geological consulting services
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	913	1,672
Geophysical analysis
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	312	212
Permitting, environmental and community costs
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	1,432	1,294
Expediting and mobilization
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	155	384
Salaries and wages
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	1,215	2,188
Fuel and consumables
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	99	199
Aircraft and travel
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	1,000	3,487
Share based compensation
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	1,118	363
Nunavut exploration projects
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	3,027	8,501
Nunavut exploration projects | Assaying
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	163	695
Nunavut exploration projects | Exploration drilling
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	378	1,368
Nunavut exploration projects | Camp cost, equipment and field supplies
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	336	767
Nunavut exploration projects | Geological consulting services
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	145	526
Nunavut exploration projects | Geophysical analysis
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	143	0
Nunavut exploration projects | Permitting, environmental and community costs
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	189	302
Nunavut exploration projects | Expediting and mobilization
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	102	256
Nunavut exploration projects | Salaries and wages
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	614	1,455
Nunavut exploration projects | Fuel and consumables
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	36	110
Nunavut exploration projects | Aircraft and travel
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	703	2,893
Nunavut exploration projects | Share based compensation
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	218	129
Homestake Ridge mining property
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	1,195	2,087
Homestake Ridge mining property | Assaying
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	72	111
Homestake Ridge mining property | Exploration drilling
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	0	391
Homestake Ridge mining property | Camp cost, equipment and field supplies
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	149	269
Homestake Ridge mining property | Geological consulting services
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	200	201
Homestake Ridge mining property | Geophysical analysis
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	169	0
Homestake Ridge mining property | Permitting, environmental and community costs
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	61	107
Homestake Ridge mining property | Expediting and mobilization
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	26	93
Homestake Ridge mining property | Salaries and wages
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	174	327
Homestake Ridge mining property | Fuel and consumables
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	40	67
Homestake Ridge mining property | Aircraft and travel
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	187	475
Homestake Ridge mining property | Share based compensation
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	117	46
Peruvian exploration projects
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	3,474	4,065
Peruvian exploration projects | Assaying
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	76	171
Peruvian exploration projects | Exploration drilling
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	0	307
Peruvian exploration projects | Camp cost, equipment and field supplies
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	278	775
Peruvian exploration projects | Geological consulting services
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	568	945
Peruvian exploration projects | Geophysical analysis
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	0	212
Peruvian exploration projects | Permitting, environmental and community costs
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	1,182	885
Peruvian exploration projects | Expediting and mobilization
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	27	35
Peruvian exploration projects | Salaries and wages
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	427	406
Peruvian exploration projects | Fuel and consumables
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	23	22
Peruvian exploration projects | Aircraft and travel
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	110	119
Peruvian exploration projects | Share based compensation
DisclosureOfExplorationAndEvaluationCostsLineItems [Line Items]
Exploration and evaluation costs	$ 783	$ 188

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Share Option and Warrant Reserves (Details 1)	Dec. 31, 2019 CAD ($) shares yr	Dec. 31, 2018 CAD ($) shares	Dec. 31, 2017 CAD ($) shares
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	8,292,500	6,205,000	4,810,000
Options outstanding, exercise price | $	$ 2.0	$ 1.85	$ 1.97
Options outstanding, remaining contractual life | yr	2.91
Number of options exercisable | shares	6,665,000
Options exercisable, exercise price | $	$ 2.02
Options exercisable, remaining contractual life | yr	2.56
Exercise price range 1
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	915,000
Options outstanding, exercise price | $	$ 1.3
Options outstanding, remaining contractual life | yr	0.63
Number of options exercisable | shares	915,000
Options exercisable, exercise price | $	$ 1.30
Options exercisable, remaining contractual life | yr	0.63
Exercise price range 2
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	2,085,000
Options outstanding, exercise price | $	$ 2.63
Options outstanding, remaining contractual life | yr	1.47
Number of options exercisable | shares	2,085,000
Options exercisable, exercise price | $	$ 2.63
Options exercisable, remaining contractual life | yr	1.47
Exercise price range 3
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	440,000
Options outstanding, exercise price | $	$ 3.22
Options outstanding, remaining contractual life | yr	2.03
Number of options exercisable | shares	440,000
Options exercisable, exercise price | $	$ 3.22
Options exercisable, remaining contractual life | yr	2.03
Exercise price range 4
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	726,875
Options outstanding, exercise price | $	$ 1.42
Options outstanding, remaining contractual life | yr	3.47
Number of options exercisable | shares	726,875
Options exercisable, exercise price | $	$ 1.42
Options exercisable, remaining contractual life | yr	3.47
Exercise price range 5
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	900,000
Options outstanding, exercise price | $	$ 1.42
Options outstanding, remaining contractual life | yr	3.49
Number of options exercisable | shares	900,000
Options exercisable, exercise price | $	$ 1.42
Options exercisable, remaining contractual life | yr	3.49
Exercise price range 6
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	200,625
Options outstanding, exercise price | $	$ 1.36
Options outstanding, remaining contractual life | yr	4.11
Number of options exercisable | shares	121,875
Options exercisable, exercise price | $	$ 1.36
Options exercisable, remaining contractual life | yr	4.11
Exercise price range 7
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	2,785,000
Options outstanding, exercise price | $	$ 1.96
Options outstanding, remaining contractual life | yr	4.28
Number of options exercisable | shares	1,407,500
Options exercisable, exercise price | $	$ 1.96
Options exercisable, remaining contractual life | yr	4.28
Exercise price range 8
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	70,000
Options outstanding, exercise price | $	$ 1.82
Options outstanding, remaining contractual life | yr	4.64
Number of options exercisable | shares	26,250
Options exercisable, exercise price | $	$ 1.82
Options exercisable, remaining contractual life | yr	4.64
Exercise price range 9
Disclosure of range of exercise prices of outstanding share options [line items]
Number of options outstanding | shares	170,000
Options outstanding, exercise price | $	$ 1.82
Options outstanding, remaining contractual life | yr	4.89
Number of options exercisable | shares	42,500
Options exercisable, exercise price | $	$ 1.82
Options exercisable, remaining contractual life | yr	4.89

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Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Significant Accounting Policies

 (a)  Foreign currency translation

The financial statements of the Company and each of its subsidiaries are prepared in its functional currency determined on basis of the primary economic environment in which such entities operate. The presentation and functional currency of the Company and each of its Canadian subsidiaries is the Canadian dollar while the functional currency of its Peruvian entities is the United States dollar. Amounts in these financial statements denominated in United States dollars are denoted as US$.

Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing at the transaction dates. At each reporting date, monetary items denominated in foreign currencies are translated into the entity’s functional currency at the then prevailing rates and non-monetary items measured at historical cost are translated into the entity’s functional currency at rates in effect at the date the transaction took place.

Exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were translated on initial recognition during the period or in previous financial statements are included in the consolidated statements of loss and comprehensive loss for the period in which they arise.

(b)  Cash and cash equivalents

Cash and cash equivalents consist of highly liquid short-term investments that are readily convertible to cash and have maturities with terms of less than ninety days and/or with original maturities over ninety days but redeemable on demand without penalty. As at December 31, 2019 and 2018, the Company did not have any cash equivalents.

 (c)  Equipment

Equipment is stated at cost less accumulated amortization and impairment losses. Amortization is calculated using the straight-line method over the estimated useful lives as follows:

Camp and field equipment	5-10 years
Machinery and heavy equipment	5-10 years

(d)  Mineral property interests and exploration expenditures

Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing historical characteristic of many properties. The Company has investigated title to all of its mineral properties and, to the best of its knowledge title to all of its properties is in good standing.

The Company accounts for mineral property interests in accordance with IFRS 6 – Exploration for and evaluation of mineral properties (“IFRS 6”).

Costs directly related to acquiring the legal right to explore a mineral property including acquisition of licenses, mineral rights, and similar acquisition costs are recognized and capitalized as mineral property interests. Acquisition costs incurred in obtaining the legal right to explore a mineral property are deferred until the legal right is granted and thereon reclassified to mineral property interests. Transaction costs incurred in acquiring an asset are deferred until the transaction is completed and then included in the purchase price of the asset acquired.

Once the legal right to explore a property has been acquired, costs directly related to exploration and evaluation activities, including but not limited to researching and analyzing existing exploration data, conducting geological studies, exploration drilling and sampling, payments made to contractors and consultants in connection with the exploration and evaluation of the property, are expensed in the period in which they are incurred as exploration and evaluation costs on the consolidated statement of loss and comprehensive loss.

Costs not directly attributable to exploration and evaluation activities, including general administrative overhead costs, are expensed as administrative costs in the period in which they occur.

As the Company currently has no operational income, any incidental revenues earned in connection with exploration activities are applied as a reduction to exploration and evaluation costs.

When a project is deemed to no longer have commercially viable prospects to the Company, all capitalized acquisition costs in respect of that project are deemed to be impaired. As a result, those costs, in excess of the estimated recoverable amount, are written off to the consolidated statement of loss and comprehensive loss.

The Company assesses mineral property interests for impairment when facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. The recoverable amount is the higher of the asset’s fair value less costs to sell and its value in use.

Once the technical feasibility and commercial viability of extracting the mineral resources has been determined, the property is considered to be a mine under development at which point the assets and further related costs no longer fall under the guidance of IFRS 6.

 (e)  Provisions

Provisions are recorded when a present legal or constructive obligation exists as a result of past events where it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made.

 (f)  Provision for site reclamation and closure

An obligation to incur rehabilitation and site restoration costs arises when an environmental disturbance is caused by the exploration, development or on-going production of a mineral property interest. Such costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are provided for and capitalized at the start of each project, as soon as the obligation to incur such costs arises. These costs are charged to the statement of loss and comprehensive loss over the life of the operation through amortization and the unwinding of the discount in the provision. Costs for restoration of subsequent site damage, which is created on an on-going basis during production, are provided for at their estimated net present values and charged against earnings as extraction progresses.

(g)  Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its assets to determine whether there are any indicators of impairment. If any such indicator exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment, if any.

Where the asset does not generate cash inflows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit (“CGU”) to which the asset belongs. Any intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired. An asset’s recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value, using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset or CGU is estimated to be less than its carrying amount, the carrying amount is reduced to the recoverable amount and an impairment loss is recognized immediately in the statement of loss and comprehensive loss. Where an impairment subsequently reverses, the carrying amount is increased to the revised estimate of recoverable amount but only to the extent that this does not exceed the carrying value that would have been determined if no impairment had previously been recognized. A reversal of impairment is recognized in the statement of loss and comprehensive loss.

(h)         Flow-through common shares

Canadian income tax legislation permits companies to issue flow-through instruments whereby the income tax deductions generated by eligible expenditures of the Company, defined in the Income Tax Act (Canada) as qualified Canadian exploration expenses (“CEE”), are claimed by the investors rather than by the Company. Shares issued on a flow-through basis are typically sold at a premium above the market share price which relates to the tax benefits that will flow through to the investors. The Company often issues flow-through shares as part of its equity financing transactions in order to fund its Canadian exploration activities. The Company estimates the portion of the proceeds attributable to the premium as being the excess of the flow-through share price over the market share price of the common shares without the flow-through feature at the time of issuance. The premium is recorded as a liability which represents the Company’s obligation to spend the flow-through funds on eligible expenditures and is amortized through the statement of loss as the eligible expenditures are incurred.

(i)  Loss per share

Basic loss per share is calculated by dividing the net loss available to common shareholders by the weighted average number of shares outstanding during the reporting period. The diluted loss per share is calculated by dividing the net loss available to common shareholders by the weighted average number of shares outstanding on a diluted basis. The weighted average number of shares outstanding on a diluted basis takes into account the additional shares for the assumed exercise of share options and warrants, if dilutive. The number of additional shares is calculated by assuming that outstanding share options were exercised and that the proceeds from such exercises were used to acquire common shares at the average market price during the reporting period.

(j)  Share-based compensation

From time to time, the Company grants share options to employees and non-employees. An individual is classified as an employee, versus a non-employee, when the individual is an employee for legal or tax purposes (direct employee) or provides services similar to those performed by a direct employee.

The fair value of share options, measured using the Black-Scholes option pricing model at the date of grant, is charged to the consolidated statement of loss and comprehensive loss over the vesting period. Performance vesting conditions and forfeitures are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest.

Where the terms and conditions of options are modified before they vest, any change in the fair value of the options, measured immediately before and after the modification, is also charged to the consolidated statement of loss and comprehensive loss over the remaining vesting period.

Equity instruments granted to non-employees are recorded in the consolidated statement of loss and comprehensive loss at the fair value of the goods or services received, unless they are related to the issuance of shares. Amounts related to the issuance of shares are recorded as a reduction of share capital.

When the value of goods or services received in exchange for a share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. The expected life used in the model is adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioral considerations.

All equity-settled share-based payments are recorded in share option and warrant reserve until exercised. Upon exercise, shares are issued from treasury and the amount previously recorded in share option and warrant reserve is reclassified to share capital along with any consideration paid.

(k)  Income taxes

Income tax reported in the consolidated statement of loss and comprehensive loss for the period presented comprises current and deferred income tax. Income tax is recognized in the consolidated statement of loss and comprehensive loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

Current income tax for each taxable entity in the Company is based on the local taxable income at the local statutory tax rate enacted or, substantively enacted, at the reporting date and includes any adjustments to tax payable or recoverable with regards to previous periods.

Deferred income tax is determined using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred income tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using the expected future tax rates enacted or substantively enacted at the reporting date.

A deferred income tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Deferred income tax assets and liabilities are offset only when there is a legally enforceable right to set off current tax assets against current tax liabilities, when they relate to income taxes levied by the same taxation authority and the Company intends to settle its tax assets and liabilities on a net basis.

(l)  Financial instruments

The Company recognizes financial assets and liabilities on its consolidated statement of financial position when it becomes a party to the contract creating the asset or liability.

On initial recognition, all financial assets and liabilities are recorded by the Company at fair value, net of attributable transaction costs, except for financial assets and liabilities classified as FVTPL for which transaction costs are expensed in the period in which they are incurred.

Amortized cost

Financial assets that meet the following conditions are measured subsequently at amortized cost:

● the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows, and

● the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The amortized cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortization using effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. Interest income is recognized using the effective interest method.

The Company's financial assets at amortized cost primarily include cash, restricted cash, amounts receivable and deposits.

Fair value through other comprehensive income ("FVTOCI")

Financial assets that meet the following conditions are measured at FVTOCI:

● The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and

● The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The Company does not have any financial assets classified as FVTOCI.

On initial recognition, the Company may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments that would otherwise be measured at fair value through profit or loss to present subsequent changes in fair value in other comprehensive income. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in OCI. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity instrument, instead, it is transferred to retained earnings.

Financial assets measured subsequently at fair value through profit or loss (“FVTPL”)

By default, all other financial assets are measured subsequently at FVTPL.

The Company, at initial recognition, may also irrevocably designate a financial asset as measured at FVTPL if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise from measuring assets or liabilities or recognizing the gains and losses on them on different bases.

Financial assets measured at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognized in profit or loss to the extent they are not part of a designated hedging relationship. Fair value is determined in the manner described in note 19. The Company's financial assets at FVTPL include its equity investment in Bravada Gold Corporation (“BVA”).

Financial liabilities and equity

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs. Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

Financial liabilities that are not contingent consideration of an acquirer in a business combination, held for trading or designated as at FVTPL, are measured at amortized cost using the effective interest method.

The Company's financial liabilities at amortized cost primarily include accounts payable and accrued liabilities and the Bridge Loan (note 10).

Financial instruments designated as hedging instruments

The Company does not currently apply nor have a past practice of applying hedge accounting to financial instruments.

Impairment

The Company recognizes a loss allowance for expected credit losses on its financial assets. The amount of expected credit losses is updated at each reporting period to reflect changes in credit risk since initial recognition of the respective financial instruments.

(m)  Comprehensive loss

Other comprehensive loss is the change in net assets arising from transactions and other events and circumstances from non-owner sources. Comprehensive loss comprises net loss and other comprehensive loss. Financial assets that are classified as FVTOCI (none as at December 31, 2019 or 2018) will have gains and losses included in other comprehensive loss. Foreign currency translation differences arising on translation of foreign subsidiaries are also included in other comprehensive loss.

 (n)  Changes in accounting standards

i) New accounting standards effective January 1, 2019

Leases

In January 2016, the IASB published a new accounting standard, IFRS 16 - Leases ("IFRS 16") which superseded IAS 17 - Leases. IFRS 16 applies a control model to the identification of leases, distinguishing between a lease and a service contract on the basis of whether the customer controls the asset. Control is considered to exist if the customer has the right to obtain substantially all of the economic benefits from the use of an identified asset and the right to direct the use of that asset during the term of the lease. For those assets determined to meet the definition of a lease, IFRS 16 introduces significant changes to the accounting by lessees, introducing a single, on balance sheet accounting model that is similar to the current finance lease accounting, with limited exceptions for short-term leases or leases of low value assets.

The Company adopted IFRS 16 effective January 1, 2019 following the modified retrospective approach and made the following elections under IFRS 16:

● to apply the available exemptions as permitted by IFRS 16 to recognize a lease expense on a straight-line basis for short term leases (lease term of 12 months or less) and low value assets; and

● to apply the practical expedient whereby leases whose term ends within 12 months of the date of initial application would be accounted for in the same way as short-term leases.

The adoption of IFRS 16 did not have a material impact on the Company’s financial statements. Due to the seasonality of the Company’s exploration programs, its exploration and other contracts are short-term in nature and therefore are exempt from the recognition provisions of IFRS 16.

ii) New and amended accounting standards not yet effective for the year ended December 31, 2019

In October 2018 the IASB issued narrow-scope amendments to IFRS 3 to help entities determine whether an acquired set of activities and assets is a business or not.

The amendments, which are effective for annual reporting periods beginning on or after January 1, 2020, clarify the minimum requirements to be a business, remove the assessment of a market participant’s ability to replace missing elements, narrow the definition of outputs, add guidance to assess whether an acquired process is substantive and introduce an optional concentration test to permit a simplified assessment.

The adoption of the amended standard will not have an immediate impact on the Company’s consolidated financial statements but will be applied in assessing any future business combination and asset acquisition scenarios.

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Marketable Securities (Details Narrative) - CAD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfMarketableSecuritiesLineItems [Line Items]
Total gains (losses) on financial assets at fair value through profit or loss	$ 160	$ (239)
Investement in Bravada common shares
DisclosureOfMarketableSecuritiesLineItems [Line Items]
Share price	$ 0.13	$ 0.07
Fair value of marketable securities	$ 346	$ 186
Total gains (losses) on financial assets at fair value through profit or loss	$ 160	$ 239

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Consolidated Statements of Equity - CAD ($) $ in Thousands	Share capital	Share option and warrant reserve	Accumulated other comprehensive income (loss)	Deficit	Total
Balance (in shares) at Dec. 31, 2017	78,746,230
Balance at Dec. 31, 2017	$ 105,870	$ 6,046	$ (60)	$ (70,997)	$ 40,859
Comprehensive income (loss) for the year			285	(17,674)	(17,389)
Shares issued pursuant to bought deal financing, net of share issue costs and flow-through liability (note 13 (b)) (in shares)	11,406,586
Shares issued pursuant to bought deal financing, net of share issue costs and flow-through liability (note 13 (b))	$ 15,731				15,731
Share options exercised (note 13 (b)) (in shares)	220,000
Share options exercised (note 13 (b))	$ 354	(156)			$ 198
Warrants exercised (note 13 (b)) (in shares)	15,000				15,000
Warrants exercised (note 13 (b))	$ 33	(12)			$ 21
Share-based compensation (note 14 (a))		1,059			1,059
Balance (in shares) at Dec. 31, 2018	90,387,816
Balance at Dec. 31, 2018	$ 121,988	6,937	225	(88,671)	40,479
Comprehensive income (loss) for the year			(203)	(13,933)	(14,136)
Shares issued pursuant to bought deal financing, net of share issue costs and flow-through liability (note 13 (b)) (in shares)	3,917,709
Shares issued pursuant to bought deal financing, net of share issue costs and flow-through liability (note 13 (b))	$ 6,364				6,364
Share options exercised (note 13 (b)) (in shares)	926,250
Share options exercised (note 13 (b))	$ 1,061	(489)			$ 572
Warrants exercised (note 13 (b)) (in shares)					0
Fair value of warrants issued, net of tax (note 10)		144			$ 144
Share-based compensation (note 14 (a))		3,400			3,400
Balance (in shares) at Dec. 31, 2019	95,231,775
Balance at Dec. 31, 2019	$ 129,413	$ 9,992	$ 22	$ (102,604)	$ 36,823

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Mineral Property Interests (Details 1) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Balance at beginning	$ 39,072	$ 37,258
Additions	960	1,392
Impairment of mineral property interests (note 7 (a))	(337)	0
Change in estimate of provision for site reclamation and closure	203	190
Currency translation adjustment	(184)	232
Balance at ending	39,714	39,072
Nunavut exploration projects
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Balance at beginning	18,871	18,681
Additions	11	0
Impairment of mineral property interests (note 7 (a))	0	0
Change in estimate of provision for site reclamation and closure	203	190
Currency translation adjustment	0	0
Balance at ending	19,085	18,871
Homestake Ridge mining property
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Balance at beginning	16,060	16,060
Additions	0	0
Impairment of mineral property interests (note 7 (a))	0	0
Change in estimate of provision for site reclamation and closure	0	0
Currency translation adjustment	0	0
Balance at ending	16,060	16,060
Peruvian exploration projects
DisclosureOfMineralPropertyInterestsLineItems [Line Items]
Balance at beginning	4,141	2,517
Additions	949	1,392
Impairment of mineral property interests (note 7 (a))	(337)	0
Change in estimate of provision for site reclamation and closure	0	0
Currency translation adjustment	(184)	232
Balance at ending	$ 4,569	$ 4,141

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Segmented Information (Details Narrative)	12 Months Ended
	Dec. 31, 2019
Segmented Information Abstract
Number of operating segments	1

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Income Taxes (Details Narrative) - CAD ($) $ in Thousands	Dec. 31, 2039	Dec. 31, 2038	Dec. 31, 2037	Dec. 31, 2036	Dec. 31, 2035	Dec. 31, 2034	Dec. 31, 2033	Dec. 31, 2032	Dec. 31, 2031	Dec. 31, 2030	Dec. 31, 2029	Dec. 31, 2028	Dec. 31, 2027	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfIncomeTaxesLineItems [Line Items]
Unused tax losses for which no deferred tax asset recognised	$ 5,410	$ 5,349	$ 5,457	$ 4,549	$ 2,060	$ 4,017	$ 7,631	$ 2,355	$ 2,639	$ 3,702	$ 4,168	$ 3,092	$ 2,196	$ 1,219	$ 624	$ 54,468
Non-capital losses
DisclosureOfIncomeTaxesLineItems [Line Items]
Unused tax losses for which no deferred tax asset recognised																	$ 49,570
Non-capital losses | Peru
DisclosureOfIncomeTaxesLineItems [Line Items]
Unused tax losses for which no deferred tax asset recognised																	1,206
Non-capital losses | Canada
DisclosureOfIncomeTaxesLineItems [Line Items]
Unused tax losses for which no deferred tax asset recognised																$ 661	$ 661

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Related Party Balances and Transactions (Details) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Exploration and evaluation expenditures:
Exploration and evaluation expenditures	$ 7,696	$ 14,653
Universal Mineral Services Ltd.
Fees, salaries and other employee benefits	3,948	2,388
Insurance	309	310
Legal and professional fees	351	264
Marketing and investor relations	1,337	1,390
Office and administration	451	485
Project investigation costs	156	138
Universal Mineral Services Ltd.
Universal Mineral Services Ltd.
Fees, salaries and other employee benefits	346	462
Insurance	3	1
Legal and professional fees	2	9
Marketing and investor relations	85	70
Office and administration	327	344
Project investigation costs	44	6
Total transactions for the period	1,483	1,717
Universal Mineral Services Ltd. | Committee Bay mining property
Exploration and evaluation expenditures:
Exploration and evaluation expenditures	301	510
Universal Mineral Services Ltd. | Homestake Ridge mining property
Exploration and evaluation expenditures:
Exploration and evaluation expenditures	154	136
Universal Mineral Services Ltd. | Peruvian exploration projects
Exploration and evaluation expenditures:
Exploration and evaluation expenditures	$ 221	$ 179

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Share Option and Warrant Reserves (Details 2) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Share Option And Warrant Reserves
Included in exploration and evaluation costs	$ 1,118	$ 363
Included in fees, salaries and other employee benefits	2,212	654
Included in project investigation costs	70	42
Total share-based compensation expense	$ 3,400	$ 1,059

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Financial Instruments (Details) - Currency risk - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Disclosure of detailed information about financial instruments [line items]
Net exposure	$ (25)	$ 32
Financial liabilities denominated in foreign currencies
Disclosure of detailed information about financial instruments [line items]
Net exposure	(80)	(57)
Financial assets denominated in foreign currencies
Disclosure of detailed information about financial instruments [line items]
Net exposure	$ 55	$ 89

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Prepaid Expenses and Deposits

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Prepaid Expenses and Deposits

	December 31, 2019		December 31, 2018
Prepaid and deposits related to exploration and evaluation expenditures	$	359	$	519
Other prepaid expenses and deposits		441		396
Total prepaid expenses and deposits		800		915
Less: Non-current portion		149		198
Current prepaid expenses and deposits	$	651	$	717

As at December 31, 2019, the Company had prepaid amounts related surface rights agreements in Peru of $192 (December 31, 2018 - $283), of which $149 (December 31, 2018 - $198) is non-current.

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Bridge loan

12 Months Ended

Dec. 31, 2019

Disclosure of accounting policy for flow-through shares [text block]

Bridge loan

On September 12, 2019, the Company entered a bridge loan facility (the “Bridge Loan”) for up to $6,000 with a private lender (the “Lender”). The Bridge Loan consists of two tranches of $3,000, with the first having been received and the second being conditional upon the mutual agreement of the parties. The Bridge Loan bears interest at 10%, payable annually or on repayment of the principal, and has a term of one year from the date of advancement (the “Maturity Date”), however, can be repaid without penalty at any time after 90 days of advancement at the discretion of the Company. The Bridge Loan is secured by a first charge general security agreement over all of the Company’s present and future assets.

In connection with the Bridge Loan, the Company issued 500,000 bonus warrants to the Lender which have a term of three years from the date of issue. Each warrant is exercisable into one common share of the Company at a price of $2.00 per common share but cannot be exercised until after the Maturity Date.

The Bridge Loan has been identified as a compound instrument with separate components, being the debt and the warrants, which have been classified as a financial liability and an equity instrument, respectively.

On initial recognition, the proceeds from the Bridge Loan were allocated between the debt and equity components by first determining the fair value of the debt, discounted at an effective interest rate of 18%, and allocating the residual value,net of deferred taxes, to the equity component. Transaction costs of $21, were allocated proportionately to the debt and equity components.

The following table reflects the carrying values of the liability and equity components on initial recognition:

	Liability Component			Equity Component			Total
Loan advance received	$	2,801		$	199		$	3,000
Transaction costs		(20	)		(1	)		(21	)
Deferred tax impact		-			(54	)		(54	)
Impact on statement of financial position	$	2,781		$	144		$	2,925

The following table is a continuity of the Bridge Loan after initial recognition:

Fair value of Bridge Loan on initial recognition	$	2,781
Finance expense		150
Closing balance at December 31, 2019	$	2,931

See subsequent events note 22 for discussion of the loan amendment agreement (the “Loan Amendment”) that was entered between the Company and Lender on February 6, 2020.

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Share Option and Warrant Reserves

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Share Option and Warrant Reserves

(a)  Share-based payments

The Company maintains a Rolling Share Option Plan providing for the issuance of share options up to 10% of the Company’s issued and outstanding common shares at the time of the grant. The Company may grant share options from time to time to its directors, officers, employees and other service providers. The share options vest as to 25% on the date of the grant and 12½% every three months thereafter for a total vesting period of 18 months.

The continuity of the number of share options issued and outstanding is as follows:

	Number of share options			Weighted average exercise price
Outstanding, December 31, 2017		4,810,000		$	1.97
Granted		1,775,000			1.42
Exercised		(220,000	)		0.91
Expired		(103,750	)		2.35
Forfeited		(56,250	)		1.60
Outstanding, December 31, 2018		6,205,000		$	1.85
Granted		3,295,000			1.91
Exercised		(926,250	)		0.62
Expired		(230,000	)		2.33
Forfeited		(51,250	)		1.89
Outstanding, December 31, 2019		8,292,500		$	2.00

As at December 31, 2019, the number of share options outstanding and exercisable was:

	Outstanding						Exercisable
Expiry date	Number of options		Exercise price		Remaining contractual life (years)		Number of options		Exercise price		Remaining contractual life (years)
Aug 17, 2020		915,000	$	1.30		0.63		915,000	$	1.30		0.63
June 20, 2021		2,085,000		2.63		1.47		2,085,000		2.63		1.47
Jan 10, 2022		440,000		3.22		2.03		440,000		3.22		2.03
June 20, 2023		726,875		1.42		3.47		726,875		1.42		3.47
June 26, 2023		900,000		1.42		3.49		900,000		1.42		3.49
Feb 7, 2024		200,625		1.36		4.11		121,875		1.36		4.11
Apr 9, 2024		2,785,000		1.96		4.28		1,407,500		1.96		4.28
Aug 21, 2024		70,000		1.82		4.64		26,250		1.82		4.64
Nov 20, 2024		170,000		1.82		4.89		42,500		1.82		4.89
		8,292,500	$	2.00		2.91		6,665,000	$	2.02		2.56

The Company uses the fair value method of accounting for all share-based payments to directors, officers, employees and other service providers. During the year ended December 31, 2019 and 2018 the Company recognized share-based compensation expense as follows:

	Years ended December 31,
	2019		2018
Recognized in net loss:
Included in exploration and evaluation costs	$	1,118	$	363
Included in fees, salaries and other employee benefits		2,212		654
Included in project investigation costs		70		42
	$	3,400	$	1,059

During the year ended December 31, 2019, the Company granted 3,295,000 share options to directors, officers, employees and other service providers. The weighted average fair value per option of these share options was calculated as $1.14 using the Black-Scholes option valuation model at the grant date.

During the year ended December 31, 2018, the Company granted 1,775,000 share options to directors, officers, employees and others providing similar services. The weighted average fair value per option of these share options was calculated as $0.75 using the Black-Scholes option valuation model at the grant date.

The fair value of the share-based options granted during the years ended December 31, 2019 and 2018 were estimated using the Black-Scholes option valuation model with the following weighted average assumptions:

	Years ended December 31,
	2019			2018
Risk-free interest rate		1.59	%		1.97	%
Expected dividend yield		Nil			Nil
Share price volatility		62	%		67	%
Expected forfeiture rate		0	%		0	%
Expected life in years		4.33			4.36

The risk-free interest rate assumption is based on the Government of Canada benchmark bond yields and treasury bills with a remaining term that approximates the expected life of the share-based options. The expected volatility assumption is based on the historical and implied volatility of the Company’s common shares. The expected forfeiture rate and the expected life in years are based on historical trends.

(b)  Share purchase warrants

On September 12, 2019, the Company issued 500,000 bonus warrants in connection with the Bridge Loan (note 10). The warrants have a term of three years from the date of issue and each warrant is exercisable into one common share of the Company at a price of $2.00 per common share but cannot be exercised until after the Maturity Date. As the Bridge Loan was identified as a compound instrument with debt and equity components, the fair value of the share purchase warrants was determined as the residual value net of deferred taxes after the fair value of the debt component was determined (note 10).

The continuity of the number of share purchase warrants is as follows:

	Warrants outstanding			Exercise price
Outstanding, December 31, 2017		27,716		$	1.40
Expired		(12,716	)		1.40
Exercised		(15,000	)		1.40
Outstanding, December 31, 2018		-		$	-
Issued		500,000			2.00
Outstanding, December 31, 2019		500,000		$	2.00

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Bridge loan (Tables)

12 Months Ended

Dec. 31, 2019

Disclosure of capital management [text block]

Carrying values of the liability and equity components

	Liability Component			Equity Component			Total
Loan advance received	$	2,801		$	199		$	3,000
Transaction costs		(20	)		(1	)		(21	)
Deferred tax impact		-			(54	)		(54	)
Impact on statement of financial position	$	2,781		$	144		$	2,925

Continuity of Bridge Loan

Fair value of Bridge Loan on initial recognition	$	2,781
Finance expense		150
Closing balance at December 31, 2019	$	2,931

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Prepaid Expenses and Deposits (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of prepaid expenses and deposits

	December 31, 2019		December 31, 2018
Prepaid and deposits related to exploration and evaluation expenditures	$	359	$	519
Other prepaid expenses and deposits		441		396
Total prepaid expenses and deposits		800		915
Less: Non-current portion		149		198
Current prepaid expenses and deposits	$	651	$	717

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Basis of Presentation (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of subsidiaries

Subsidiary	Place of incorporation	Functional Currency	Beneficial Interest
North Country Gold Corp. (“North Country”)	BC, Canada	CAD		100	%
Homestake Resource Corporation (“Homestake”)	BC, Canada	CAD		100	%
Corisur Peru, S.A.C. (“Corisur”)	Peru	USD		100	%
Sombrero Minerales, S.A.C. (“Sombrero”)	Peru	USD		100	%
Homestake Royalty Corporation (inactive)	BC, Canada	CAD		100	%

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Supplemental Cash Flow Information

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Supplemental Cash Flow Information

	Years ended December 31,
	2019		2018
Increase (decrease) in cash related to:
Share issue costs included in accounts payable	$	51	$	4
Deferred financing costs reclassified to share issue costs		-		10
Mineral property acquisition costs included in accounts payable		-		6

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Income Taxes

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Income Taxes

(a) Tax losses

The Company has accumulated non-capital losses of approximately $54,468 (December 31, 2018 – $49,389) in Canada, which may be carried forward to reduce taxable income of future years. The non-capital losses will, if unused, expire in:

Year of Expiry	Total
2024	$      624
2025	1,219
2027	2,196
2028	3,092
2029	4,168
2030	3,702
2031	2,639
2032	2,355
2033	7,631
2034	4,017
2035	2,060
2036	4,549
2037	5,457
2038	5,349
2039	5,410
	$ 54,468

The Company also has non-capital losses in Peru of $1,254 (December 31, 2018 - $1,206), which, if unused, will expire between 2020 and 2023.

The Company has accumulated capital losses $661 (December 31, 2018 – $661) in Canada which may be carried forward indefinitely and used to reduce capital gains in future years.

(b) Income tax recovery provision

The reconciliation of the income tax recovery computed at statutory rates to the reported income tax recovery is:

	Year ended December 31, 2019	Year ended December 31, 2018
Loss before income taxes	$     (13,987)	$ (17,674)
Canadian federal and provincial income tax rates	27%	27%
Expected income tax recovery	(3,776)	(4,772)
Increase (decrease) in income tax recovery resulting from:
Share-based compensation	918	286
Share issuance costs	(63)	(469)
Adjustment to tax estimates	151	(48)
Amortization of flow-through share premium	(234)	(634)
Flow-through expenditures renunciation	822	2,542
Difference in future and foreign tax rates	(37)	(111)
Other	18	(40)
Increase in unrecognized tax asset	2,147	3,246
Income tax recovery	$            (54)	$                 -

(c) Significant components of the deferred tax assets and liabilities are:

	December 31, 2018	Net loss	Equity	December 31, 2019
Deferred Income tax assets
Non-capital losses carried forward	$ 13,690	$ 1,386	$              -	$ 15,076
Capital losses carried forward	45	-	-	45
Share issuance costs & CEC	913	(320)	63	656
Investments	79	(22)	-	57
Site reclamation obligations	511	65	-	576
Property, plant & equipment	197	62	-	259
Mineral property interests	7,061	762	-	7,823
Peruvian VAT Receivable	355	47		402
FX on intercompany	(104)	110	-	6
	22,747	2,090	63	24,900
Deferred income tax liabilities
Mineral property interests	(951)	38	-	(913)
Bridge loan	-	10	(54)	(44)
Net deferred tax assets	21,796	2,138	9	23,943
Unrecognized deferred tax assets	(21,796)	(2,084)	(63)	(23,943)
Net deferred tax balance	$          -	$          54	$          (54)	$          -

	December 31, 2017 (Restated)	Net loss	Equity	December 31, 2018
Deferred Income tax assets
Non-capital losses carried forward	$ 12,260	$ 1,430	$              -	$ 13,690
Capital losses carried forward	45	-	-	45
Share issuance costs & CEC	740	-	173	913
Investments	47	32	-	79
Site reclamation obligations	448	63	-	511
Property, plant & equipment	136	61	-	197
Mineral property interests	5,799	1,262	-	7,061
Peruvian VAT Receivable	227	128		355
	19,702	2,976	173	22,851
Deferred income tax liabilities
Mineral property interests	(1,188)	237	-	(951)
FX on intercompany	36	(140)	-	(104)
Net deferred tax assets	18,550	3,073	173	21,796
Unrecognized deferred tax assets	(18,550)	(3,073)	(173)	(21,796)
Net deferred tax balance	$          -	$          -	$          -	$          -

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Provision for Site Reclamation and Closure (Details) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Disclosure of other provisions [line items]
Accretion	$ 40	$ 39
Provision for decommissioning, restoration and rehabilitation costs
Disclosure of other provisions [line items]
Opening balance	1,891	1,662
Accretion	40	39
Change in estimate	203	190
Closing balance	$ 2,134	$ 1,891

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Share Capital (Details Narrative) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Share Capital Abstract
Stock option exercises, shares	926,250	220,000
Stock option exercises, value	$ 572	$ 198
Warrant exercises, shares		15,000
Warrant exercises, value		$ 21

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Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of loss per share

	Years ended December 31,
	2019		2018
Net loss	$	13,933	$	17,674
Weighted average number of shares outstanding		93,968,172		86,015,208
Basic and diluted loss per share	$	0.15	$	0.21

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Share Option and Warrant Reserves (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of share option activity

	Number of share options			Weighted average exercise price
Outstanding, December 31, 2017		4,810,000		$	1.97
Granted		1,775,000			1.42
Exercised		(220,000	)		0.91
Expired		(103,750	)		2.35
Forfeited		(56,250	)		1.60
Outstanding, December 31, 2018		6,205,000		$	1.85
Granted		3,295,000			1.91
Exercised		(926,250	)		0.62
Expired		(230,000	)		2.33
Forfeited		(51,250	)		1.89
Outstanding, December 31, 2019		8,292,500		$	2.00

Disclosure of share options outstanding and exercisable

	Outstanding						Exercisable
Expiry date	Number of options		Exercise price		Remaining contractual life (years)		Number of options		Exercise price		Remaining contractual life (years)
Aug 17, 2020		915,000	$	1.30		0.63		915,000	$	1.30		0.63
June 20, 2021		2,085,000		2.63		1.47		2,085,000		2.63		1.47
Jan 10, 2022		440,000		3.22		2.03		440,000		3.22		2.03
June 20, 2023		726,875		1.42		3.47		726,875		1.42		3.47
June 26, 2023		900,000		1.42		3.49		900,000		1.42		3.49
Feb 7, 2024		200,625		1.36		4.11		121,875		1.36		4.11
Apr 9, 2024		2,785,000		1.96		4.28		1,407,500		1.96		4.28
Aug 21, 2024		70,000		1.82		4.64		26,250		1.82		4.64
Nov 20, 2024		170,000		1.82		4.89		42,500		1.82		4.89
		8,292,500	$	2.00		2.91		6,665,000	$	2.02		2.56

Disclosure of share-based payments

	Years ended December 31,
	2019		2018
Recognized in net loss:
Included in exploration and evaluation costs	$	1,118	$	363
Included in fees, salaries and other employee benefits		2,212		654
Included in project investigation costs		70		42
	$	3,400	$	1,059

Disclosure of assumptions

	Years ended December 31,
	2019			2018
Risk-free interest rate		1.59	%		1.97	%
Expected dividend yield		Nil			Nil
Share price volatility		62	%		67	%
Expected forfeiture rate		0	%		0	%
Expected life in years		4.33			4.36

Disclosure of warrant activity

	Warrants outstanding			Exercise price
Outstanding, December 31, 2017		27,716		$	1.40
Expired		(12,716	)		1.40
Exercised		(15,000	)		1.40
Outstanding, December 31, 2018		-		$	-
Issued		500,000			2.00
Outstanding, December 31, 2019		500,000		$	2.00

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Basis of Presentation (Details)	12 Months Ended
	Dec. 31, 2019
North Country Gold Corp
Disclosure of subsidiaries [line items]
Place of incorporation	BC, Canada
Funtional currency	CAD
Beneficial interest	100.00%
Homestake Resource Corporation
Disclosure of subsidiaries [line items]
Place of incorporation	BC, Canada
Funtional currency	CAD
Beneficial interest	100.00%
Corisur Peru, S.A.C
Disclosure of subsidiaries [line items]
Place of incorporation	Peru
Funtional currency	USD
Beneficial interest	100.00%
Sombero Minerales, S.A.C
Disclosure of subsidiaries [line items]
Place of incorporation	Peru
Funtional currency	USD
Beneficial interest	100.00%
Homestake Royalty Corporation
Disclosure of subsidiaries [line items]
Place of incorporation	BC, Canada
Funtional currency	CAD
Beneficial interest	100.00%

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Supplemental Cash Flow Information (Details) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Supplemental Cash Flows Information Abstract
Share issue costs included in accounts payable	$ 51	$ 4
Deferred financing costs reclassified to share issue costs	0	10
Mineral property acquisition costs included in accounts payable	$ 0	$ 6

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Share Option and Warrant Reserves (Details 4) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Share Option And Warrant Reserves
Outstanding warrants	0	27,716
Warrants issued	50,000	0
Warrants expired	0	(12,716)
Warrants exercised	0	(15,000)
Outstanding warrants	50,000	0
Outstanding warrants, exercise price	$ 0.00	$ 1.40
Warrants issued, exercise price	2.00	0
Warrants expired, exercise price	0.00	1.40
Warrants exercised, exercise price	0.00	1.40
Outstanding warrants, exercise price	$ 0.00	$ 0.00

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Income Taxes (Details 1) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Taxes Abstract
Loss before income taxes	$ (13,987)	$ (17,674)
Canadian federal and provincial income tax rates	27.00%	27.00%
Expected income tax recovery	$ (3,776)	$ (4,772)
Increase (decrease) in income tax recovery resulting from:
Share-based compensation	918	286
Share issuance costs	(63)	(469)
Adjustment to tax estimates	151	(48)
Amortization of flow-through share premium	(234)	(634)
Flow-through expenditures renunciation	822	2,542
Difference in future and foreign tax rates	(37)	(111)
Other	18	(40)
Increase (decrease) in unrecognized tax asset	2,147	3,246
Income tax recovery	$ (54)	$ 0

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Flow-through Share Premium Liability (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019 CAD ($) shares
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Shares issued | shares	5,391,201
Flow-through premium liability | $	$ 2,479
July 11, 2019
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Shares issued | shares	633,334
Flow-through share price	3.00
Premium per flow-through share	0.88
Flow-through premium liability | $	$ 557
March 23, 2018
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Shares issued | shares	1,091,826
Flow-through share price	2.35
Premium per flow-through share	0.67
Flow-through premium liability | $	$ 737
August 16, 2018
DisclosureOfFlowThroughSharePremiumLiabilityLineItems [Line Items]
Shares issued | shares	4,299,375
Flow-through share price	1.60 - $1.87
Premium per flow-through share	0.30 - $0.57
Flow-through premium liability | $	$ 1,742

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Nature of operations and going concern

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Nature of operations and going concern

Auryn Resources Inc. (the “Company” or “Auryn”) was incorporated on June 9, 2008, under the British Columbia Business Corporations Act. The head office and principal address of Auryn is located at 1199 West Hastings Street, Suite 600, Vancouver, British Columbia, V6E 3T5.

The Company trades on the Toronto Stock Exchange under the symbol AUG.TO, and on the NYSE-American under the symbol AUG. The Company’s principal business activity is the acquisition, exploration and development of resource properties in Canada and Peru.

The Company, through its wholly owned subsidiaries, owns the mineral concessions comprising the Committee Bay and Gibson MacQuoid mineral properties both located in Nunavut, Canada (note 7 (b)), as well as the Homestake Ridge Project in northwestern British Columbia, Canada (note 7 (c)). The Company has also secured rights to various mining concessions in southern Peru (note 7 (a)) which include the Sombrero, Curibaya and Huilacollo projects.

As a company focused on the acquisition, exploration and development of mineral properties, Auryn does not generate revenues and thus finances its activities through equity and debt financings. The Company has not yet determined whether its properties contain economically recoverable ore reserves. The Company’s mineral property interests recorded on its statement of financial position reflect historical acquisition costs incurred, and while the carrying values are assessed at each reporting period for indicators of impairment, their recoverability is dependent upon the existence of economically recoverable reserves, the ability of the Company to obtain financing to continue exploration and development of these assets, and ultimately on future profitable operations or the sale of such mineral properties.

At December 31, 2019, the Company has a working capital deficit of $2,293 (December 31, 2018 - working capital of $1,460) and an accumulated deficit of $102,604 (December 31, 2018 - $88,671). During the year ended December 31, 2019, Auryn incurred a loss of $13,933 (December 31, 2018 - $17,674) and expects to continue to incur operating losses in relation to exploration activities. With no source of operating cash flow, there is no assurance that sufficient funding will be available to conduct further exploration and development of its mineral properties. Subsequent to December 31, 2019, the Company completed a private placement raising net proceeds of $14,491 (note 22); however, the ability to continue as a going concern remains dependent upon its ability to obtain the financing necessary to continue to fund its mineral properties through the issuance of capital stock, the realization of future profitable production and/or proceeds from the disposition of its mineral interests. These conditions create a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.

Management plans to continue to secure the necessary financing through a combination of equity financing and/or disposition of mineral properties. These consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to meet its commitments, continue operations and realize its assets and discharge its liabilities in the normal course of operations for the foreseeable future. These consolidated financial statements do not give effect to adjustments to the carrying values and classification of assets and liabilities that would be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.

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Cash and Restricted Cash (Details) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Components of cash and restricted cash:
Cash	$ 660	$ 1,653
Restricted cash	115	115
Cash and restricted cash	$ 775	$ 1,768

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Consolidated Statements of Financial Position - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash (note 4)	$ 660	$ 1,653
Marketable securities (note 5)	346	186
Amounts receivable	55	57
Prepaid expenses and deposits (note 6)	651	717
Current assets	1,712	2,613
Non-current assets:
Restricted cash (note 4)	115	115
Prepaid expenses and deposits (note 6)	149	198
Mineral property interests (note 7)	39,714	39,072
Equipment (note 8)	1,272	1,525
Non-current assets	41,250	40,910
Total assets	42,962	43,523
Current liabilities:
Accounts payable and accrued liabilities	1,067	836
Flow-through share premium liability (note 9)	7	317
Bridge loan (note 10)	2,931	0
Current liabilities	4,005	1,153
Non-current liabilities:
Provision for site reclamation and closure (note 11)	2,134	1,891
Total liabilities	6,139	3,044
Equity:
Share capital	129,413	121,988
Share option and warrant reserve	9,992	6,937
Accumulated other comprehensive income	22	225
Deficit	(102,604)	(88,671)
Total equity	36,823	40,479
Total liabilities and equity	$ 42,962	$ 43,523

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Prepaid Expenses and Deposits (Details Narrative) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfPrepaidExpensesAndDepositsLineItems [Line Items]
Prepaid and deposits related to exploration and evaluation expenditures	$ 359	$ 519
Prepaid expenses and deposits, non-current	149	198
Committee Bay mining property
DisclosureOfPrepaidExpensesAndDepositsLineItems [Line Items]
Prepaid and deposits related to exploration and evaluation expenditures	116	116
Peruvian exploration projects
DisclosureOfPrepaidExpensesAndDepositsLineItems [Line Items]
Prepaid and deposits related to exploration and evaluation expenditures	192	283
Prepaid expenses and deposits, non-current	$ 198	$ 198

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Equipment (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of property, plant and equipment

	Camp and field equipment			Machinery and equipment			Total
Cost
Balance at December 31, 2017	$	1,358		$	829		$	2,187
Additions		109			-			109
Currency translation adjustment		4			-			4
Balance at December 31, 2018	$	1,471		$	829		$	2,300
Currency translation adjustment		(2	)		-			(2	)
Balance at December 31, 2019	$	1,469		$	829		$	2,298
Accumulated depreciation
Balance at December 31, 2017	$	(293	)	$	(219	)	$	(512	)
Depreciation		(158	)		(104	)		(262	)
Currency translation adjustment		(1	)		-			(1	)
Balance at December 31, 2018	$	(452	)	$	(323	)	$	(775	)
Depreciation		(164	)		(88	)		(252	)
Currency translation adjustment		1			-			1
Balance at December 31, 2019	$	(615	)	$	(411	)	$	(1,026	)
Net book value
Balance at December 31, 2018	$	1,019		$	506		$	1,525
Balance at December 31, 2019	$	854		$	418		$	1,272

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Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of estimated useful lives of property, plant and equipment

Camp and field equipment	5-10 years
Machinery and heavy equipment	5-10 years

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Exploration and Evaluation Costs (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Exploration and evaluation costs

For the year ended December 31, 2019, the Company’s exploration and evaluation costs are broken down as follows:

	Committee Bay & Gibson MacQuoid		Homestake Ridge		Peru		Total
Assaying	$	163	$	72	$	76	$	311
Exploration Drilling		378		-		-		378
Camp cost, equipment and field supplies		336		149		278		763
Geological consulting services		145		200		568		913
Geophysical analysis		143		169		-		312
Permitting, environmental and community costs		189		61		1,182		1,432
Expediting and mobilization		102		26		27		155
Salaries and wages		614		174		427		1,215
Fuel and consumables		36		40		23		99
Aircraft and travel		703		187		110		1,000
Share based compensation		218		117		783		1,118
Total for the year ended December 31, 2019	$	3,027	$	1,195	$	3,474	$	7,696

For the year ended December 31, 2018, the Company’s exploration and evaluation costs are broken down as follows:

	Committee Bay & Gibson MacQuoid		Homestake Ridge		Peru		Total
Assaying	$	695	$	111	$	171	$	977
Exploration drilling		1,368		391		307		2,066
Camp cost, equipment and field supplies		767		269		775		1,811
Geological consulting services		526		201		945		1,672
Geophysical analysis		-		-		212		212
Permitting, environmental and community costs		302		107		885		1,294
Expediting and mobilization		256		93		35		384
Salaries and wages		1,455		327		406		2,188
Fuel and consumables		110		67		22		199
Aircraft and travel		2,893		475		119		3,487
Share based compensation		129		46		188		363
Total for the year ended December 31, 2018	$	8,501	$	2,087	$	4,065	$	14,653

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Equipment

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Equipment

	Camp and field equipment			Machinery and equipment			Total
Cost
Balance at December 31, 2017	$	1,358		$	829		$	2,187
Additions		109			-			109
Currency translation adjustment		4			-			4
Balance at December 31, 2018	$	1,471		$	829		$	2,300
Currency translation adjustment		(2	)		-			(2	)
Balance at December 31, 2019	$	1,469		$	829		$	2,298
Accumulated depreciation
Balance at December 31, 2017	$	(293	)	$	(219	)	$	(512	)
Depreciation		(158	)		(104	)		(262	)
Currency translation adjustment		(1	)		-			(1	)
Balance at December 31, 2018	$	(452	)	$	(323	)	$	(775	)
Depreciation		(164	)		(88	)		(252	)
Currency translation adjustment		1			-			1
Balance at December 31, 2019	$	(615	)	$	(411	)	$	(1,026	)
Net book value
Balance at December 31, 2018	$	1,019		$	506		$	1,525
Balance at December 31, 2019	$	854		$	418		$	1,272

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Exploration and Evaluation Costs

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Exploration and Evaluation Costs

For the year ended December 31, 2019, the Company’s exploration and evaluation costs are broken down as follows:

	Committee Bay & Gibson MacQuoid		Homestake Ridge		Peru		Total
Assaying	$	163	$	72	$	76	$	311
Exploration Drilling		378		-		-		378
Camp cost, equipment and field supplies		336		149		278		763
Geological consulting services		145		200		568		913
Geophysical analysis		143		169		-		312
Permitting, environmental and community costs		189		61		1,182		1,432
Expediting and mobilization		102		26		27		155
Salaries and wages		614		174		427		1,215
Fuel and consumables		36		40		23		99
Aircraft and travel		703		187		110		1,000
Share based compensation		218		117		783		1,118
Total for the year ended December 31, 2019	$	3,027	$	1,195	$	3,474	$	7,696

For the year ended December 31, 2018, the Company’s exploration and evaluation costs are broken down as follows:

	Committee Bay & Gibson MacQuoid		Homestake Ridge		Peru		Total
Assaying	$	695	$	111	$	171	$	977
Exploration drilling		1,368		391		307		2,066
Camp cost, equipment and field supplies		767		269		775		1,811
Geological consulting services		526		201		945		1,672
Geophysical analysis		-		-		212		212
Permitting, environmental and community costs		302		107		885		1,294
Expediting and mobilization		256		93		35		384
Salaries and wages		1,455		327		406		2,188
Fuel and consumables		110		67		22		199
Aircraft and travel		2,893		475		119		3,487
Share based compensation		129		46		188		363
Total for the year ended December 31, 2018	$	8,501	$	2,087	$	4,065	$	14,653

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Segmented Information (Details) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Disclosure of operating segments [line items]
Restricted cash	$ 115	$ 115
Prepaid expenses and deposits, non-current	149	198
Equipment, net	1,272	1,525
Mineral property interests	39,714	39,072
Non-current assets	41,250	40,910
Canada
Disclosure of operating segments [line items]
Restricted cash	115	115
Prepaid expenses and deposits, non-current	0	0
Equipment, net	1,202	1,428
Mineral property interests	35,145	34,931
Non-current assets	36,462	36,474
Peru
Disclosure of operating segments [line items]
Restricted cash	0	0
Prepaid expenses and deposits, non-current	149	198
Equipment, net	70	97
Mineral property interests	4,569	4,141
Non-current assets	$ 4,788	$ 4,436

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Share Option and Warrant Reserves (Details Narrative)	12 Months Ended
	Dec. 31, 2019 CAD ($) shares	Dec. 31, 2018 CAD ($) shares
Share Option And Warrant Reserves
Number of share options granted | shares	3,295,000	1,775,000
Weighted average exercise price granted | $	$ 1.91	$ 1.42

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Income Taxes (Details 2) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Deferred income tax assets
Balance, beginning of period	$ 0	$ 0
Net loss	54	0
Equity	(54)	0
Balance, end of period	0	0
Non-capital losses
Deferred income tax assets
Balance, beginning of period	13,690	12,260
Net loss	1,386	1,430
Equity	0	0
Balance, end of period	15,076	13,690
Capital losses carried forward
Deferred income tax assets
Balance, beginning of period	45	45
Net loss	0	0
Equity	0	0
Balance, end of period	45	45
Share issuance costs & CEC
Deferred income tax assets
Balance, beginning of period	913	740
Net loss	(320)	0
Equity	63	173
Balance, end of period	656	913
Investments
Deferred income tax assets
Balance, beginning of period	79	47
Net loss	(22)	32
Equity	0	0
Balance, end of period	57	79
Site reclamation obligations
Deferred income tax assets
Balance, beginning of period	511	448
Net loss	65	63
Equity	0	0
Balance, end of period	576	511
Property and equipment
Deferred income tax assets
Balance, beginning of period	197	136
Net loss	62	61
Equity	0	0
Balance, end of period	259	197
Deferred tax assets, mineral property interests
Deferred income tax assets
Balance, beginning of period	7,061	5,799
Net loss	762	1,262
Equity	0	0
Balance, end of period	7,823	7,061
Peruvian VAT receivable
Deferred income tax assets
Balance, beginning of period	355	227
Net loss	47	128
Equity	0	0
Balance, end of period	402	355
FX on intercompany
Deferred income tax assets
Balance, beginning of period	(104)	36
Net loss	110	(140)
Equity	0	0
Balance, end of period	6	(104)
Total deferred tax assets
Deferred income tax assets
Balance, beginning of period	22,747	19,702
Net loss	2,090	2,976
Equity	63	173
Balance, end of period	24,900	22,747
Deferred tax liabilities, mineral property interests
Deferred income tax assets
Balance, beginning of period	(951)	(1,188)
Net loss	38	237
Equity	0	0
Balance, end of period	(913)	(951)
Bridge Loan
Deferred income tax assets
Balance, beginning of period	0
Net loss	10
Equity	(54)
Balance, end of period	(44)	0
Total net deferred tax assets (liabilities)
Deferred income tax assets
Balance, beginning of period	21,796	18,550
Net loss	2,138	3,073
Equity	9	173
Balance, end of period	23,943	21,796
Unrecogonized deferred tax assets
Deferred income tax assets
Balance, beginning of period	(21,796)	(18,550)
Net loss	(2,084)	(3,073)
Equity	(63)	(173)
Balance, end of period	$ (23,943)	$ (21,796)

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Basis of Presentation

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Basis of Presentation

(a)  Statement of compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), effective for the financial year ended December 31, 2019. IFRS include International Accounting Standards (“IAS”) and interpretations issued by the IFRS Interpretations Committee (“IFRIC”).

These consolidated financial statements were approved and authorized for issuance by the Board of Directors of the Company on March 19, 2020.

 (b)  Basis of preparation and consolidation

These consolidated financial statements have been prepared on a historical cost basis except for marketable securities (note 5) that have been measured at fair value. The presentation currency is the Canadian dollar; therefore, all amounts, with the exception of per share amounts, are presented in thousands of Canadian dollars unless otherwise noted.

These consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control exists when the Company has power over an investee, exposure or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect the amount of the Company’s returns.

Subsidiary	Place of incorporation	Functional Currency	Beneficial Interest
North Country Gold Corp. (“North Country”)	BC, Canada	CAD		100	%
Homestake Resource Corporation (“Homestake”)	BC, Canada	CAD		100	%
Corisur Peru, S.A.C. (“Corisur”)	Peru	USD		100	%
Sombrero Minerales, S.A.C. (“Sombrero”)	Peru	USD		100	%
Homestake Royalty Corporation (inactive)	BC, Canada	CAD		100	%

All intercompany balances and transactions have been eliminated.

(c)  Critical accounting judgments and estimates

The preparation of financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a significant impact on the consolidated financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates.

Critical accounting judgments exercised in applying accounting policies, apart from those involving estimates, that have the most significant effect on the amounts recognized in the consolidated financial statements are as follows:

i. Functional currency

The functional currency for each of the Company’s subsidiaries is the currency of the primary economic environment in which the entity operates. The Company has determined the functional currency of each of its Canadian entities is the Canadian dollar, while the functional currency of its Peruvian entities is the United States dollar. Determination of functional currency may involve certain judgments to determine the primary economic environment and the Company reconsiders the functional currency of its entities if there is a change in events and conditions that determined the primary economic environment.

ii. Economic recoverability and probability of future economic benefits of mineral property interests

Management has determined that the acquisition of mineral properties and related costs incurred, which have been recognized on the consolidated statements of financial position, are economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefit including geological data, scoping studies, accessible facilities, and existing and future permits.

iii. Indications of impairment of assets

Impairment testing is done at the cash generating unit level and judgment is involved in assessing whether there is any indication that an asset or a cash generating unit may be impaired. The assessment of the impairment indicators involves the application of a number of significant judgments and estimates to certain variables, including metal price trends, exploration plans for properties and the results of exploration and evaluation to date.

iv. Financial instruments

Financial instruments are assessed upon initial recognition to determine whether they meet the definition of a financial asset, financial liability or equity instrument depending on the substance of the contractual arrangement. Judgement is required in making this determination as the substance of a transaction may differ from its legal form. Once a determination is made, IFRS requires that financial instruments be measured at fair value on initial recognition. For financial instruments that do not have quoted market prices or observable inputs, judgements are made in determining what are appropriate inputs and assumptions to use in calculating the fair value.

Upon initial recognition of the Bridge Loan (note 10), management had to estimate the Company’s effective interest rate which was needed in order to fair value the debt component and determine the residual amount to be allocated to the warrants.

Key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are:

i. Provisions

Provisions recognized in the financial statements involve judgments on the occurrence of future events, which could result in a material outlay for the Company. In determining whether an outlay will be material, the Company considers the expected future cash flows based on facts, historical experience and probabilities associated with such future events. Uncertainties exist with respect to estimates made by management and as a result, the actual expenditure may differ from amounts currently reported.

ii. Reclamation obligations

Management assesses its reclamation obligations annually and when circumstances suggest that a material change to the obligations have occurred. Significant estimates and assumptions are made in determining the provision for site reclamation and closure, as there are numerous factors that will affect the ultimate liability that becomes payable. These factors include estimates of the extent, the timing and the cost of reclamation activities, regulatory change, cost increases, and changes in discount rates. Those uncertainties may result in actual expenditures differing from the amounts currently provided. The provision at the reporting date represents management’s best estimate of the present value of the future reclamation costs required. Changes to estimated future costs are recognized in the statement of financial position by adjusting the reclamation asset and liability.

iii. Share-based compensation

The Company determines the fair value of share options granted using the Black-Scholes option pricing model. This option pricing model requires the development of market-based subjective inputs, including the risk-free interest rate, expected price volatility and expected life of the option. Changes in these inputs and the underlying assumption used to develop them can materially affect the fair value estimate.

iv. Income taxes

The provision for income taxes and composition of income tax assets and liabilities require management’s judgment. The application of income tax legislation also requires judgment in order to interpret legislation and to apply those findings to the Company’s transactions.

v. Deferred tax assets and liabilities

Management judgment and estimates are required in assessing whether deferred tax assets and deferred tax liabilities are recognized in the consolidated statements of financial position. Judgments are made as to whether future taxable profits will be available in order to recognize deferred tax assets. Assumptions about the generation of future taxable profits depend on management’s estimates of future cash flows. These depend on estimates of future production and sales volumes, commodity prices, reserves, operating costs, and other capital management transactions. These judgments and assumptions are subject to risk and uncertainty and changes in circumstances may alter expectations, which may impact the amount of deferred tax assets and deferred tax liabilities recognized on the consolidated statements of financial position and the benefit of other tax losses and temporary differences not yet recognized.

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Significant Accounting Policies (Details Narrative) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
aug_WorkExpendituresIncurredApplyingToFlowthroughShares
Cash equivalents	$ 0	$ 0

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Consolidated Statements of Loss and Comprehensive Loss - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Administration expenses
Exploration and evaluation costs (note 12)	$ 7,696	$ 14,653
Fees, salaries and other employee benefits	3,948	2,388
Insurance	309	310
Legal and professional fees	351	264
Marketing and investor relations	1,337	1,390
Office and administration	451	485
Regulatory, transfer agent and shareholder information	235	217
Operating expenses	14,327	19,707
Other expenses (income):
Project investigation costs	156	138
Accretion of provision for site reclamation and closure	40	39
Interest and other income	(43)	(110)
Finance expense related to bridge loan (note 10)	150	0
Amortization of flow-through share premium (note 10)	(867)	(2,347)
(Gain) loss on marketable securities (note 5)	(160)	239
Impairment of mineral property interests (note 7(d))	337	0
Foreign exchange loss	47	8
Other expenses (income)	(340)	(2,033)
Loss for the period	13,987	17,674
Deferred income tax recovery (note 10)	(54)	0
Loss for the year	13,933	(17,674)
Other comprehensive loss (income), net of tax
Unrealized currency (gain) loss on translation of foreign operations	203	(285)
Other comprehensive loss (income) for the period	203	(285)
Total comprehensive loss for the period	$ 14,136	$ 17,389
Basic and diluted loss per share	$ 0.15	$ 0.21
Basic and diluted weighted average number of shares outstanding (note 18)	93,968,172	86,015,208

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Prepaid Expenses and Deposits (Details) - CAD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Prepaid Expenses And Deposits
Prepaid and deposits related to exploration and evaluation expenditures	$ 359	$ 519
Other prepaid expenses and deposits	441	396
Total prepaid expenses and deposits	800	915
Prepaid expenses and deposits, non-current	149	198
Prepaid expenses and deposits	$ 651	$ 717

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Equipment (Details) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	$ 1,525
Additions		$ 109
Depreciation	(252)	(262)
Currency translation adjustment	(1)	3
Balance, end of the year	1,272	1,525
Camp and field equipment
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	1,019	1,065
Additions		109
Depreciation	(164)	(158)
Currency translation adjustment	(1)	3
Balance, end of the year	854	1,019
Machinery and heavy equipment
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	506	610
Additions		0
Depreciation	(88)	(104)
Currency translation adjustment	0	0
Balance, end of the year	418	506
Gross carrying amount
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	2,300	2,187
Additions		109
Currency translation adjustment	(2)	4
Balance, end of the year	2,298	2,300
Gross carrying amount | Camp and field equipment
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	1,471	1,358
Additions		109
Currency translation adjustment	(2)	4
Balance, end of the year	1,469	1,471
Gross carrying amount | Machinery and heavy equipment
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	829	829
Additions		0
Currency translation adjustment	0	0
Balance, end of the year	829	829
Accumulated depreciation and amortisation
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	(775)	(512)
Depreciation	(252)	(262)
Currency translation adjustment	1	(1)
Balance, end of the year	(1,026)	(775)
Accumulated depreciation and amortisation | Camp and field equipment
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	(452)	(293)
Depreciation	(164)	(158)
Currency translation adjustment	1	(1)
Balance, end of the year	(615)	(452)
Accumulated depreciation and amortisation | Machinery and heavy equipment
Disclosure of detailed information about property, plant and equipment [line items]
Balance, beginning of the year	(323)	(219)
Depreciation	(88)	(104)
Currency translation adjustment	0	0
Balance, end of the year	$ (411)	$ (323)

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Share Capital (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of classes of share capital

A reconciliation of the impact of the July 2019 Flow-Through Offering on share capital is as follows:

	Number of common shares			Impact on share capital
Flow-through shares issued at $3.00 per share633,334		$	1,900
Cash share issue costs		-			(44	)
Proceeds net of share issue costs		633,334			1,856
Flow-through share premium liability		-			(557	)
		633,334		$	1,299

A reconciliation of the impact of the March 2019 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Common shares issued at $1.60 per share		3,284,375	$	5,255
Cash share issue costs		-		(186	)
Proceeds net of share issue costs		3,284,375	$	5,069

  A reconciliation of the impact of the August 2018 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Nunavut flow-through shares issued at $1.60 per share		2,084,375	$	3,335
Nunavut charity flow-through shares issued at $1.75 per share		1,215,000		2,126
BC charity flow-through shares issued at $1.87 per share		1,000,000		1,870
Share issue costs		-		(400	)
Proceeds net of share issue costs		4,299,375		6,931
Flow-through share premium liability		-		(1,742	)
		4,299,375	$	5,189

A reconciliation of the impact of the March 2018 Offering on share capital is as follows:

	Number of common shares			Impact on share capital
Common shares issued at US$1.30 per share 6,015,385		$	10,054
Flow-through shares issued at US$1.82 per share		1,091,826			2,561
Share issue costs		-			(1,340	)
Proceeds net of share issue costs		7,107,211			11,275
Flow-through share premium liability		-			(737	)
		7,107,211		$	10,538

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Flow-through Share Premium Liability (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Summary of the flow-through financings and the related flow-through share premium liability

	Shares issued		Flow-through share price		Premium per flow-through share		Flow-through premium liability
March 23, 2018*		1,091,826	$	2.35	$	0.67	$	737
August 16, 2018		4,299,375	$	1.60 - $1.87	$	0.30 - $0.57		1,742
Total 2018		5,391,201					$	2,479
July 11, 2019		633,334	$	3.00	$	0.88	$	557

Disclosure of flow-through share liability activity

	Flow-through funding and expenditures
	BC			Nunavut			Total			Flow-through premium liability
Balance at December 31, 2017	$	693		$	-		$	693		$	185
Flow-through funds raised		1,870			8,023			9,893			2,479
Flow-through eligible expenditures		(1,826	)		(7,590	)		(9,416	)		(2,347	)
Balance at December 31, 2018	$	737		$	433		$	1,170		$	317
Flow-through funds raised		-			1,900			1,900			557
Flow-through eligible expenditures		(737	)		(2,309	)		(3,046	)		(867	)
Balance at December 31, 2019	$	-		$	24		$	24		$	7

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Cash and Restricted Cash (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of cash and cash and restricted cash

	December 31, 2019		December 31, 2018
Components of cash and restricted cash:
Cash	$	660	$	1,653
Restricted cash		115		115
	$	775	$	1,768

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Mineral Property Interests

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Mineral Property Interests

(a) Peruvian exploration projects

Sombrero

The Sombrero copper-gold project, located in southern Peru, covers approximately 130,000 hectares acquired through a combination of staking and option agreements which are outlined below:

i. Alturas Option

On June 28, 2016, the Company entered into an option agreement (the “Alturas Option”) with Alturas Minerals Corp (“Alturas”) to acquire an 80% or 100% interest in the Sombrero concessions held by Alturas. In order to exercise the Alturas Option and acquire an 80% interest in the project, the Company must incur US$2.1 million in work expenditures within a five-year period. As of December 31, 2019, the Company has incurred US$1.7 million in work expenditures and made cash payments totalling US$0.2 million to Alturas. Upon the Company’s completion of the requirements to earn an 80% interest in the Sombrero Project, the parties shall form a 80:20 Joint Venture. For a period of one year after the formation of the Joint Venture, Alturas’ 20% interest shall be “free carried” and the Company shall have a right to acquire the Alturas 20% interest for US$5.0 million.

ii. Mollecruz Option

On June 22, 2018 the Company entered an option agreement (the “Mollecruz Option”) giving the Company the right to acquire a 100% interest in the Mollecruz concessions which are located in the northern area of the Sombrero project. Under the Mollecruz Option, the Company may acquire a 100% interest, subject to a 0.5% Net Smelter Royalty (“NSR”), through a combination of work expenditures and cash payments as detailed below.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)		Work Expenditures (in ‘000 US$)
Effective Date (June 22, 2018)	Completed		50		-
June 22, 2019*	Deferred*		50		150
June 22, 2020*			100		150
June 22, 2021*			200		500
June 22, 2022*			300		700
June 22, 2023*			900		1,500
Total			1,600		3,000

* Effective May 20, 2019, the Company formally declared the existence of a force majeure event under the Mollecruz Option thereby deferring the Company’s obligation to make the June 22, 2019 property payment and any subsequent property payments and work expenditures for a maximum of 24 months from the declaration date. To date, the Company has not been able to reach an access agreement with the local community in order to commence work in the region but has continued to have open communications with the community and continues to negotiate in good faith to obtain access to the property.

iii. Aceros Option

On December 13, 2018, the Company entered a series of agreements (the “Aceros Option”) with Corporacion Aceros Arequipa S.A. (“Aceros”) giving the Company the right to option three key mineral concessions located within the Company’s Sombrero project. If the Aceros Option is exercised, a joint venture would be formed in which the Company would hold an 80% interest (Aceros – 20%). The joint venture would combine the 530 hectare Aceros concessions plus 4,600 hectares of Auryn’s Sombrero land position. Below is a schedule of work expenditures and cash payments required under the agreement of which US$0.3 million in work expenditures has been completed to date.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)		Work Expenditures (in ‘000 US$)
Effective Date (December 13, 2018)	Completed		140		-
December 13, 2019	Completed		60		150
December 13, 2020			250		500
December 13, 2021			350		1,500
December 13, 2022			-		3,000
Total			800		5,150

Curibaya

On August 2, 2019, the Company acquired the rights to the Sambalay and Salvador mineral concessions adjacent to its wholly owned Curibaya property in southern Peru. Collectively, the Curibaya project now covers approximately 11,000 hectares and is located 53 km from the provincial capital, Tacna, and 11km from the regional Incapuquio fault.

Under the terms of the mining concession transfer agreement with Wild Acre Metals (Peru) S.A.C., the Company paid US$250,000 on transfer of the concessions in favour of Corisur. The Sambalay concessions are subject to a combined 3% NSR royalty, 0.5% of which is buyable for US$1.0 million. The Salvador concessions are subject to a 2% NSR royalty and a US$2.0 million production payment, payable at the time a production decision is made, and to secure payment of such consideration a legal mortgage is recorded in the registry files of the Salvador concessions.

Huilacollo

On June 2, 2016, the Company acquired the rights to the Huilacollo epithermal property in the Tacna province of southern Peru, which is comprised of 2,000 hectares of intense hydrothermal alteration. The rights were acquired through an option agreement (the “Huilacollo Option”) with a local Peruvian company, Inversiones Sol S.A.C., under which the Company may acquire 100% interest (subject to a 1.5% NSR on precious metals buyable for US$2.5 million and a 2.5% NSR on base metals buyable for US$7.0 million) through a combination of work expenditures and cash payments as outlined in the table below. As of May 11, 2019, the Company had completed US$4.5 million of work expenditures under the Huilacollo Option and thus did not satisfy the accumulated work expenditure requirement of US$5.0 million at that date. As permitted by the Huilacollo Option, the Company instead made a cash payment of US$0.3 million equal to 50% of the shortfall at the due date to keep the option in good standing.

Due Dates	Payment & Work Expenditure Status	Property Payments (in ‘000 US$)		Work Expenditures (in ‘000 US$)
Effective Date (May 11, 2016)	Completed		250		-
May 11, 2018	Completed		500		2,000
May 11, 2019	Completed		-		3,000
May 11, 2020			250		-
May 11, 2021			250		2,000
May 11, 2022			7,500		-
Total			8,750		7,000

During 2017, the Company acquired the rights to certain mineral claims adjacent to the Huilacollo property known as Andamarca claims and Tacora claims. Under the terms of the acquisition agreements, the Company paid US$0.65 million on transfer of the concessions in favour of Corisur. The Andamarca concession is subject to a 1.5% NSR of which 50% is buyable for US$2.5 million and the Tacora concession is subject to a 0.5% NSR of which 50% is buyable for US$0.5 million.

Baños del Indio

On September 26, 2016, the Company announced it had entered into an option agreement (the “Baños Option”) with a local Peruvian company, Exploandes S.A.C to earn a 100% interest in the Baños del Indio gold project located in the Tacna province of southern Peru, just 10 km to the north of the Company’s Huilacollo project. Under the Baños Option, the Company could acquire a 100% interest, subject to a 3.0% NSR, through a combination of work expenditures and cash payments.

Despite the Company acting in good faith in its negotiations with the community, the Company was unable to reach an access agreement with the local community in order to initiate its exploration program on the Baños properties and as such the Company chose to terminate the Baños Option in accordance with the agreement. On February 7, 2020, the Company formally gave notice to the option holder that it was terminating the agreement effective March 8, 2020. The Company had previously incurred a total of $337 (US$256,000) in option fees and other acquisition costs in relation to the Baños del Indio property, all of which were impaired as at December 31, 2019.

(b) Nunavut exploration projects

Committee Bay

The Company, through its wholly owned subsidiary North Country, owns a 100% interest in the Committee Bay project located in Nunavut, Canada. The Committee Bay project includes approximately 280,000 hectares situated along the Committee Bay Greenstone Belt located within the Western Churchill Province of Nunavut. The Committee Bay project is subject to a 1% NSR on gold production, with certain portions subject to an additional 1.5% NSR. The 1.5% NSR is payable on only 7,596 hectares and can be purchased by the Company within two years of commencement of commercial production for $2,000 for each one-third (0.5%) of the NSR.

Gibson MacQuoid

In 2017, the Company acquired a number of prospecting permits and mineral claims along the Gibson MacQuoid greenstone belt in Nunavut, Canada. In 2019, the Company staked 36 additional claims, which overlapped the Company’s prospecting claims that expired in February 2020, to maintain a contiguous land package over the Company’s current areas of interest. The 66 mineral claims, which are located between the Meliadine deposit and Meadowbank mine, cover approximately 120 km of strike length of the prospective greenstone belt and total 74,000 hectares collectively.

(c) Homestake Ridge

The Company, through its wholly owned subsidiary Homestake, owns a 100% interest in the Homestake Ridge project subject to various royalty interests held by third parties not exceeding 2%. The project covers approximately 7,500 hectares and is located in the Kitsault Mineral district in north western British Columbia.

(d) Costs capitalized as mineral property interests:

The following is a continuity of the Company’s mineral property acquisition costs:

	Committee Bay & Gibson MacQuoid		Homestake Ridge		Peru			Total
Balance at December 31, 2017	$	18,681	$	16,060	$	2,517		$	37,258
Additions		-		-		1,392			1,392
Change in estimate of provision for    site reclamation and closure (note 11)		190		-		-			190
Currency translation adjustment		-		-		232			232
Balance at December 31, 2018	$	18,871	$	16,060	$	4,141		$	39,072
Additions		11		-		949			960
Impairment of mineral property interests (note 7 (a))		-		-		(337	)		(337	)
Change in estimate of provision for    site reclamation and closure (note 11)		203		-		-			203
Currency translation adjustment		-		-		(184	)		(184	)
Balance at December 31, 2019	$	19,085	$	16,060	$	4,569		$	39,714

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Provision for Site Reclamation and Closure

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Provision for Site Reclamation and Closure

The Company recognizes a provision for site reclamation and closure, which reflects the present value of the estimated amount of cash flows required to satisfy the asset retirement obligation in respect of the Committee Bay property. The components of this obligation are the removal of equipment currently being used at the site as well as costs associated with the reclamation of the camp housing and work sites on the property. The estimate of future asset retirement obligations is subject to change based on amendments to applicable laws, management’s intentions, and mining lease renewals.

The key assumptions on which the present value of the future estimated cash flows is based are:

● Undiscounted cash flow for site reclamation of $2,658 (December 31, 2018 - $2,545)

● Expected timing of future cash flows is based on mining leases expiration, which is between 2026 and 2035

● Annual inflation rate 2% (December 31, 2018 - 2%)

● Risk-free interest rate 1.76% (December 31, 2018 - 2.41%)

The present value of the liability for the site reclamation and closure provision at Committee Bay project is as follows:

	December 31, 2019		December 31, 2018
Opening balance	$	1,891	$	1,662
Accretion		40		39
Change in estimate		203		190
Closing balance	$	2,134	$	1,891

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Related Party Balances and Transactions

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Related Party Balances and Transactions

All transactions with related parties have occurred in the normal course of operations. All amounts are unsecured, non-interest bearing and have no specific terms of settlement, unless otherwise noted.

(a) Related parties

	Years ended December 31,
	2019		2018
Universal Mineral Services Ltd. 1
Exploration and evaluation costs:
Committee Bay	$	301	$	510
Homestake		154		136
Peru		221		179
Fees, salaries and other employee benefits		346		462
Insurance		3		1
Legal and professional fees		2		9
Marketing and investor relations		85		70
Office and administration		327		344
Project investigation costs		44		6
Total transactions for the year	$	1,483	$	1,717

1. Universal Mineral Services Ltd., (“UMS”) is a private company with certain directors and officers in common. Pursuant to an agreement dated March 30, 2012 and as amended on December 30, 2015, UMS provides geological, financial and transactional advisory services as well as administrative services to the Company on an ongoing, cost recovery basis.

The outstanding balance owing at December 31, 2019 was $235 (December 31, 2018 – $262). In addition, the Company had $150 on deposit with UMS as at December 31, 2019 (December 31, 2018 - $150).

(b) Compensation of key management personnel

During the year, compensation to key management personnel, being the Company’s six executives and five non-executive directors, was as follows:

	Years ended December 31,
	2019		2018
Short-term benefits provided to executives	$	1,469	$	1,624
Directors fees paid to non-executive directors		154		152
Share-based payments		2,244		590
	$	3,867	$	2,366

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Financial Instruments

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Financial Instruments

The Company’s financial instruments consist of cash, marketable securities, amounts receivable, deposits, accounts payable and accrued liabilities, and the Bridge Loan. The fair values of these financial instruments approximate their carrying values, unless otherwise noted.

The following summarizes fair value hierarchy under which the Company’s financial instruments are valued:

Level 1 – fair values based on unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2 – fair values based on inputs that are observable for the asset or liability, either directly or indirectly; and

Level 3 – fair values based on inputs for the asset or liability that are not based on observable market data.

As at December 31, 2019 and 2018 the only financial instruments measured at fair value were the Company’s marketable securities, which were classified under level 1 of the fair value hierarchy. No transfer occurred between the levels during the year.

The Company’s financial instruments are exposed to credit risk, liquidity risk, and market risks, which include currency risk and interest rate risk. As at December 31, 2019 the primary risks were as follows:

Liquidity risk

This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. As at December 31, 2019, the Company has a working capital deficit of $2,293. Subsequent to year end the Company completed a private placement for gross proceeds of $15,000 (note 22).

Market risk

This is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Significant market risks to which the Company is exposed are as follows:

(i)  Foreign currency risk

The Company is exposed to currency risk by having balances and transactions in currencies that are different from its functional currency (the Canadian dollar). As at December 31, 2019 and 2018, the Company’s foreign currency exposure related to its financial assets and liabilities held in US dollars as follows:

	December 31, 2019			December 31, 2018
Financial assets denominated in foreign currencies	$	55		$	89
Financial liabilities denominated in foreign currencies		(80	)		(57	)
Net exposure	$	(25	)	$	32

A 10% increase or decrease in the US dollar exchange rate would not have a material impact on the Company’s net loss.

(ii) Other price risk

Other price risk is the risk arising from the effect of changes in market conditions on the Company’s marketable securities. The Company is exposed to other price risk through its investment in Bravada Gold Corporation (“BVA”), which is listed on the TSX Venture Exchange.

A 10% increase or decrease in the BVA share price would not have a material impact on the Company’s net loss.

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Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Foreign currency translation

The financial statements of the Company and each of its subsidiaries are prepared in its functional currency determined on basis of the primary economic environment in which such entities operate. The presentation and functional currency of the Company and each of its Canadian subsidiaries is the Canadian dollar while the functional currency of its Peruvian entities is the United States dollar. Amounts in these financial statements denominated in United States dollars are denoted as US$.

Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing at the transaction dates. At each reporting date, monetary items denominated in foreign currencies are translated into the entity’s functional currency at the then prevailing rates and non-monetary items measured at historical cost are translated into the entity’s functional currency at rates in effect at the date the transaction took place.

Exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were translated on initial recognition during the period or in previous financial statements are included in the consolidated statements of loss and comprehensive loss for the period in which they arise.

Cash and cash equivalents

Cash and cash equivalents consist of highly liquid short-term investments that are readily convertible to cash and have maturities with terms of less than ninety days and/or with original maturities over ninety days but redeemable on demand without penalty. As at December 31, 2019 and 2018, the Company did not have any cash equivalents.

Equipment

Equipment is stated at cost less accumulated amortization and impairment losses. Amortization is calculated using the straight-line method over the estimated useful lives as follows:

Camp and field equipment	5-10 years
Machinery and heavy equipment	5-10 years

Mineral property interests and exploration expenditures

Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing historical characteristic of many properties. The Company has investigated title to all of its mineral properties and, to the best of its knowledge title to all of its properties is in good standing.

The Company accounts for mineral property interests in accordance with IFRS 6 – Exploration for and evaluation of mineral properties (“IFRS 6”).

Costs directly related to acquiring the legal right to explore a mineral property including acquisition of licenses, mineral rights, and similar acquisition costs are recognized and capitalized as mineral property interests. Acquisition costs incurred in obtaining the legal right to explore a mineral property are deferred until the legal right is granted and thereon reclassified to mineral property interests. Transaction costs incurred in acquiring an asset are deferred until the transaction is completed and then included in the purchase price of the asset acquired.

Once the legal right to explore a property has been acquired, costs directly related to exploration and evaluation activities, including but not limited to researching and analyzing existing exploration data, conducting geological studies, exploration drilling and sampling, payments made to contractors and consultants in connection with the exploration and evaluation of the property, are expensed in the period in which they are incurred as exploration and evaluation costs on the consolidated statement of loss and comprehensive loss.

Costs not directly attributable to exploration and evaluation activities, including general administrative overhead costs, are expensed as administrative costs in the period in which they occur.

As the Company currently has no operational income, any incidental revenues earned in connection with exploration activities are applied as a reduction to exploration and evaluation costs.

When a project is deemed to no longer have commercially viable prospects to the Company, all capitalized acquisition costs in respect of that project are deemed to be impaired. As a result, those costs, in excess of the estimated recoverable amount, are written off to the consolidated statement of loss and comprehensive loss.

The Company assesses mineral property interests for impairment when facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. The recoverable amount is the higher of the asset’s fair value less costs to sell and its value in use.

Once the technical feasibility and commercial viability of extracting the mineral resources has been determined, the property is considered to be a mine under development at which point the assets and further related costs no longer fall under the guidance of IFRS 6.

Provisions

Provisions are recorded when a present legal or constructive obligation exists as a result of past events where it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made.

Provision for site reclamation and closure

An obligation to incur rehabilitation and site restoration costs arises when an environmental disturbance is caused by the exploration, development or on-going production of a mineral property interest. Such costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are provided for and capitalized at the start of each project, as soon as the obligation to incur such costs arises. These costs are charged to the statement of loss and comprehensive loss over the life of the operation through amortization and the unwinding of the discount in the provision. Costs for restoration of subsequent site damage, which is created on an on-going basis during production, are provided for at their estimated net present values and charged against earnings as extraction progresses.

Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its assets to determine whether there are any indicators of impairment. If any such indicator exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment, if any.

Where the asset does not generate cash inflows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit (“CGU”) to which the asset belongs. Any intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired. An asset’s recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value, using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset or CGU is estimated to be less than its carrying amount, the carrying amount is reduced to the recoverable amount and an impairment loss is recognized immediately in the statement of loss and comprehensive loss. Where an impairment subsequently reverses, the carrying amount is increased to the revised estimate of recoverable amount but only to the extent that this does not exceed the carrying value that would have been determined if no impairment had previously been recognized. A reversal of impairment is recognized in the statement of loss and comprehensive loss.

Flow-through common shares

Canadian income tax legislation permits companies to issue flow-through instruments whereby the income tax deductions generated by eligible expenditures of the Company, defined in the Income Tax Act (Canada) as qualified Canadian exploration expenses (“CEE”), are claimed by the investors rather than by the Company. Shares issued on a flow-through basis are typically sold at a premium above the market share price which relates to the tax benefits that will flow through to the investors. The Company often issues flow-through shares as part of its equity financing transactions in order to fund its Canadian exploration activities. The Company estimates the portion of the proceeds attributable to the premium as being the excess of the flow-through share price over the market share price of the common shares without the flow-through feature at the time of issuance. The premium is recorded as a liability which represents the Company’s obligation to spend the flow-through funds on eligible expenditures and is amortized through the statement of loss as the eligible expenditures are incurred.

Loss per share

Basic loss per share is calculated by dividing the net loss available to common shareholders by the weighted average number of shares outstanding during the reporting period. The diluted loss per share is calculated by dividing the net loss available to common shareholders by the weighted average number of shares outstanding on a diluted basis. The weighted average number of shares outstanding on a diluted basis takes into account the additional shares for the assumed exercise of share options and warrants, if dilutive. The number of additional shares is calculated by assuming that outstanding share options were exercised and that the proceeds from such exercises were used to acquire common shares at the average market price during the reporting period.

Share-based compensation

From time to time, the Company grants share options to employees and non-employees. An individual is classified as an employee, versus a non-employee, when the individual is an employee for legal or tax purposes (direct employee) or provides services similar to those performed by a direct employee.

The fair value of share options, measured using the Black-Scholes option pricing model at the date of grant, is charged to the consolidated statement of loss and comprehensive loss over the vesting period. Performance vesting conditions and forfeitures are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest.

Where the terms and conditions of options are modified before they vest, any change in the fair value of the options, measured immediately before and after the modification, is also charged to the consolidated statement of loss and comprehensive loss over the remaining vesting period.

Equity instruments granted to non-employees are recorded in the consolidated statement of loss and comprehensive loss at the fair value of the goods or services received, unless they are related to the issuance of shares. Amounts related to the issuance of shares are recorded as a reduction of share capital.

When the value of goods or services received in exchange for a share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. The expected life used in the model is adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioral considerations.

All equity-settled share-based payments are recorded in share option and warrant reserve until exercised. Upon exercise, shares are issued from treasury and the amount previously recorded in share option and warrant reserve is reclassified to share capital along with any consideration paid.

Income taxes

Income tax reported in the consolidated statement of loss and comprehensive loss for the period presented comprises current and deferred income tax. Income tax is recognized in the consolidated statement of loss and comprehensive loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

Current income tax for each taxable entity in the Company is based on the local taxable income at the local statutory tax rate enacted or, substantively enacted, at the reporting date and includes any adjustments to tax payable or recoverable with regards to previous periods.

Deferred income tax is determined using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred income tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using the expected future tax rates enacted or substantively enacted at the reporting date.

A deferred income tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Deferred income tax assets and liabilities are offset only when there is a legally enforceable right to set off current tax assets against current tax liabilities, when they relate to income taxes levied by the same taxation authority and the Company intends to settle its tax assets and liabilities on a net basis.

Financial instruments

The Company recognizes financial assets and liabilities on its consolidated statement of financial position when it becomes a party to the contract creating the asset or liability.

On initial recognition, all financial assets and liabilities are recorded by the Company at fair value, net of attributable transaction costs, except for financial assets and liabilities classified as FVTPL for which transaction costs are expensed in the period in which they are incurred.

Amortized cost

Financial assets that meet the following conditions are measured subsequently at amortized cost:

● the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows, and

● the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The amortized cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortization using effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. Interest income is recognized using the effective interest method.

The Company's financial assets at amortized cost primarily include cash, restricted cash, amounts receivable and deposits.

Fair value through other comprehensive income ("FVTOCI")

Financial assets that meet the following conditions are measured at FVTOCI:

● The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and

● The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The Company does not have any financial assets classified as FVTOCI.

On initial recognition, the Company may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments that would otherwise be measured at fair value through profit or loss to present subsequent changes in fair value in other comprehensive income. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in OCI. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity instrument, instead, it is transferred to retained earnings.

Financial assets measured subsequently at fair value through profit or loss (“FVTPL”)

By default, all other financial assets are measured subsequently at FVTPL.

The Company, at initial recognition, may also irrevocably designate a financial asset as measured at FVTPL if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise from measuring assets or liabilities or recognizing the gains and losses on them on different bases.

Financial assets measured at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognized in profit or loss to the extent they are not part of a designated hedging relationship. Fair value is determined in the manner described in note 19. The Company's financial assets at FVTPL include its equity investment in Bravada Gold Corporation (“BVA”).

Financial liabilities and equity

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs. Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

Financial liabilities that are not contingent consideration of an acquirer in a business combination, held for trading or designated as at FVTPL, are measured at amortized cost using the effective interest method.

The Company's financial liabilities at amortized cost primarily include accounts payable and accrued liabilities and the Bridge Loan (note 10).

Financial instruments designated as hedging instruments

The Company does not currently apply nor have a past practice of applying hedge accounting to financial instruments.

Impairment

The Company recognizes a loss allowance for expected credit losses on its financial assets. The amount of expected credit losses is updated at each reporting period to reflect changes in credit risk since initial recognition of the respective financial instruments.

Comprehensive loss

Other comprehensive loss is the change in net assets arising from transactions and other events and circumstances from non-owner sources. Comprehensive loss comprises net loss and other comprehensive loss. Financial assets that are classified as FVTOCI (none as at December 31, 2019 or 2018) will have gains and losses included in other comprehensive loss. Foreign currency translation differences arising on translation of foreign subsidiaries are also included in other comprehensive loss.

Changes in accounting standards

i) New accounting standards effective January 1, 2019

Leases

In January 2016, the IASB published a new accounting standard, IFRS 16 - Leases ("IFRS 16") which superseded IAS 17 - Leases. IFRS 16 applies a control model to the identification of leases, distinguishing between a lease and a service contract on the basis of whether the customer controls the asset. Control is considered to exist if the customer has the right to obtain substantially all of the economic benefits from the use of an identified asset and the right to direct the use of that asset during the term of the lease. For those assets determined to meet the definition of a lease, IFRS 16 introduces significant changes to the accounting by lessees, introducing a single, on balance sheet accounting model that is similar to the current finance lease accounting, with limited exceptions for short-term leases or leases of low value assets.

The Company adopted IFRS 16 effective January 1, 2019 following the modified retrospective approach and made the following elections under IFRS 16:

● to apply the available exemptions as permitted by IFRS 16 to recognize a lease expense on a straight-line basis for short term leases (lease term of 12 months or less) and low value assets; and

● to apply the practical expedient whereby leases whose term ends within 12 months of the date of initial application would be accounted for in the same way as short-term leases.

The adoption of IFRS 16 did not have a material impact on the Company’s financial statements. Due to the seasonality of the Company’s exploration programs, its exploration and other contracts are short-term in nature and therefore are exempt from the recognition provisions of IFRS 16.

ii) New and amended accounting standards not yet effective for the year ended December 31, 2019

In October 2018 the IASB issued narrow-scope amendments to IFRS 3 to help entities determine whether an acquired set of activities and assets is a business or not.

The amendments, which are effective for annual reporting periods beginning on or after January 1, 2020, clarify the minimum requirements to be a business, remove the assessment of a market participant’s ability to replace missing elements, narrow the definition of outputs, add guidance to assess whether an acquired process is substantive and introduce an optional concentration test to permit a simplified assessment.

The adoption of the amended standard will not have an immediate impact on the Company’s consolidated financial statements but will be applied in assessing any future business combination and asset acquisition scenarios.

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Bridge loan (Details 1) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Disclosure of capital management [text block]
Fair value of Bridge Loan on initial recognition	$ 2,781
Finance expense	150	$ 0
Closing balance at December 31, 2019	$ 2,931	$ 0

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Share Capital (Details) - CAD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
DisclosureOfShareCapitalLineItems [Line Items]
Impact on capital from total number of shares issued through bought deal financing	$ 6,364	$ 15,731
Flow-through share premium liability, impact on share capital	$ 7	$ 317
August 2019 Offering
DisclosureOfShareCapitalLineItems [Line Items]
Number of flow-through shares issued	633,334
Number of shares issued through bought deal financing	633,334
Impact on capital from total number of shares issued through bought deal financing	$ 633,334
Common shares issued, impact on share capital	1,900
Flow-through shares issued, impact on share capital	1,900
Cash share issue costs, impact on share capital	(44)
Proceeds net of share issue costs, impact on share capital	(557)
Total, impact on share capital	$ 1,299
March 2019 Offering
DisclosureOfShareCapitalLineItems [Line Items]
Number of common shares issued	3,284,375
Number of flow-through shares issued	3,284,375
Common shares issued, impact on share capital	$ 5,255
Cash share issue costs, impact on share capital	(186)
Proceeds net of share issue costs, impact on share capital	$ 5,069
August 2018 Offering
DisclosureOfShareCapitalLineItems [Line Items]
Number of Nunavut flow-through shares issued		2,084,375
Number of Nunavut charity flow-through shares issued		1,215,000
Number of BC charity flow-through shares issued		1,000,000
Number of shares issued through bought deal financing		4,299,375
Impact on capital from total number of shares issued through bought deal financing		$ 4,299,375
Nunavut flow-through shares issued, impact on share capital		3,335
Nunavut charity flow-through shares issued, impact on share capital		2,126
BC charity flow-through shares issued, impact on share capital		1,870
Cash share issue costs, impact on share capital		(400)
Proceeds net of share issue costs, impact on share capital		6,931
Flow-through share premium liability, impact on share capital		(1,742)
Total, impact on share capital		$ 5,189
March 2018 Offering
DisclosureOfShareCapitalLineItems [Line Items]
Number of common shares issued		6,015,385
Number of flow-through shares issued		1,091,826
Number of shares issued through bought deal financing		7,107,211
Impact on capital from total number of shares issued through bought deal financing		$ 7,107,211
Common shares issued, impact on share capital		10,054
Flow-through shares issued, impact on share capital		2,561
Cash share issue costs, impact on share capital		(1,340)
Proceeds net of share issue costs, impact on share capital		11,275
Flow-through share premium liability, impact on share capital		(737)
Total, impact on share capital		$ 10,538

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Significant Accounting Policies (Details)	12 Months Ended
	Dec. 31, 2019
Camp and field equipment
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful life	5-10 years
Machinery and heavy equipment
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful life	5-10 years

XML

Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of currency exposure

	December 31, 2019			December 31, 2018
Financial assets denominated in foreign currencies	$	55		$	89
Financial liabilities denominated in foreign currencies		(80	)		(57	)
Net exposure	$	(25	)	$	32

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Related Party Balances and Transactions (Tables)

12 Months Ended

Dec. 31, 2019

Notes To Financial Statements [Abstract]

Disclosure of related party transactions

	Years ended December 31,
	2019		2018
Universal Mineral Services Ltd. 1
Exploration and evaluation costs:
Committee Bay	$	301	$	510
Homestake		154		136
Peru		221		179
Fees, salaries and other employee benefits		346		462
Insurance		3		1
Legal and professional fees		2		9
Marketing and investor relations		85		70
Office and administration		327		344
Project investigation costs		44		6
Total transactions for the year	$	1,483	$	1,717

	Years ended December 31,
	2019		2018
Short-term benefits provided to executives	$	1,469	$	1,624
Directors fees paid to non-executive directors		154		152
Share-based payments		2,244		590
	$	3,867	$	2,366