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Equity method investment
3 Months Ended
Feb. 29, 2020
Equity method investment  
Equity method investment

4)Equity method investment

 

(a)

Formation of Ambler Metals LLC

On February 11, 2020, the Company completed the formation of a 50/50 joint venture named Ambler Metals with South32 Limited (“South32”). As part of the formation of the joint venture, Trilogy contributed all of its assets associated with the Upper Kobuk Mineral Projects (“UKMP”), including the Arctic and Bornite projects, while South32 contributed US$145 million, resulting in each party’s subsidiaries directly owning a 50% interest in Ambler Metals.

Ambler Metals is an independently operated company jointly controlled by Trilogy and South32 through a four-member board, of which two members are currently appointed by Trilogy based on its 50% equity interest. All significant decisions related to the UKMP require the approval of both companies. We determined that Ambler Metals is a VIE because it is expected to need additional funding from its owners for its significant activities. However, we concluded that we are not the primary beneficiary of Ambler Metals as the power to direct its activities, through its board, is shared under the Ambler Metals limited liability company agreement. As we have significant influence over Ambler Metals through our representation on its board, we use the equity method of accounting for our investment in Ambler Metals. Our investment in Ambler Metals was initially measured at its fair value of $176 million upon recognition. Our maximum exposure to loss in this entity is limited to the carrying amount of our investment in Ambler Metals, which totaled $176 million, as well as $0.4 million of amounts receivable per the Service Agreement. The following table summarizes the gain on recognition of the UKMP assets upon transfer to the Ambler Metals joint venture on February 11, 2020.

 

 

 

 

    

in thousands of dollars

 

 

$

Fair value ascribed to Ambler Metals interest

 

176,000

Less: carrying value of contributed /eliminated assets

 

  

Mineral properties

 

(30,587)

Property, plant and equipment

 

(618)

Elimination of Fairbanks warehouse right of use asset

 

(93)

Elimination of prepaid State of Alaska mining claim fees

 

(303)

Add:

 

  

Demobilization costs of drills

 

278

Cancellation of Fairbanks warehouse lease liability

 

93

Fair value of mineral properties purchase option

 

31,000

Gain on derecognition

 

175,770

 

(b)

Carrying value of equity method investment

During the three-month period ended February 29, 2020, Trilogy recognized, based on its 50% ownership interest in Ambler Metals, an equity pick-up equivalent to its pro rata share of Ambler Metals’ operating loss of $0.4 million for the period between February 11, 2020 (date of joint venture formation) to February 29, 2020. The carry value of Trilogy’s 50% investment in Ambler Metals as at February 29, 2020 is summarized on the following table.

 

 

 

 

    

in thousands of dollars

 

 

$

February 11, 2020, fair value ascribed to Ambler Metals interest

 

176,000

Share of loss on equity investment

 

(178)

February 29, 2020, equity method investment

 

175,822

 

(c)

The following table summarizes Ambler Metals Balance Sheet as at February 29, 2020.

 

 

 

 

    

in thousands of dollars

 

 

February 29, 2020

 

 

$

Current assets: Cash, deposits and prepaid expenses

 

145,049

Non - current assets: Property, equipment and mineral properties

 

31,454

Current liabilities: Accounts payable and accrued liabilities

 

(517)

Non - current liabilities: Lease obligation

 

(91)

Net assets

 

175,895

 

(d)

The following table summarizes Ambler Metals comprehensive loss from the formation of the joint venture on February 11, 2020 to the end of the reporting period on February 29, 2020.

 

 

 

 

 

    

in thousands of dollars

 

 

February 11- 29, 2020

 

 

$

Amortization

 

12

Mineral properties expense

 

167

General and administrative expense

 

219

Interest income

 

(43)

Comprehensive loss

 

355