EX-99.1 2 firstmining_ex991.htm CONSOLIDATED FINANCIAL STATEMENTS firstmining_ex991.htm

 EXHIBIT 99.1

 

 

First Mining Gold Corp.

 

Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Expressed in thousands of Canadian dollars unless otherwise noted)

(Unaudited)

 

 
1

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS AT JUNE 30, 2023 AND DECEMBER 31, 2022

(Unaudited - Expressed in thousands of Canadian dollars unless otherwise noted)

  

 

 

June 30,

2023

 

 

December 31,

2022

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

Current

 

 

 

 

 

 

Cash and cash equivalents

 

 $ 5,234

 

 

 $ 13,558

 

Short-term investments (Note 3)

 

 

 4,634

 

 

 

 -

 

Investments (Note 4)

 

 

 2,290

 

 

 

 184

 

Prepaid expenses, amounts and other receivables (Note 5)

 

 

 1,174

 

 

 

 1,118

 

Total current assets

 

 

 13,332

 

 

 

 14,860

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

Mineral properties (Note 6)

 

 

 234,737

 

 

 

 221,147

 

Investment in Treasury Metals Inc. (Note 7)

 

 

 5,115

 

 

 

 5,592

 

Investment in PC Gold Inc. (Note 8)

 

 

 21,572

 

 

 

 21,572

 

Investment in Big Ridge Gold Corp. (Note 9)

 

 

 2,068

 

 

 

 2,119

 

Property and equipment (Note 10)

 

 

 2,248

 

 

 

 1,373

 

Other assets

 

 

 205

 

 

 

 270

 

Total non-current assets

 

 

 265,945

 

 

 

 252,073

 

TOTAL ASSETS

 

 $ 279,277

 

 

 $ 266,933

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities (Note 12)

 

 $ 3,929

 

 

 $ 2,847

 

Current portion of lease liability

 

 

 150

 

 

 

 143

 

Flow-through share premium liability (Note 13)

 

 

 1,848

 

 

 

 1,042

 

Option – PC Gold (Note 8)

 

 

 5,216

 

 

 

 5,216

 

Current portion of other liabilities (Note 6 & 10)

 

 

 400

 

 

 

 -

 

Total current liabilities

 

 

 11,543

 

 

 

 9,248

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

Lease liability

 

 

 95

 

 

 

 172

 

Provision for environmental remediation (Note 6(b))

 

 

 1,500

 

 

 

 1,500

 

Provision for Pickle Crow reclamation funding (Note 8)

 

 

 1,172

 

 

 

 1,172

 

Silver Stream derivative liability (Note 11)

 

 

 30,092

 

 

 

 27,171

 

Other liabilities (Note 6 & 10)

 

 

 495

 

 

 

 -

 

Total non-current liabilities

 

 

 33,354

 

 

 

 30,015

 

TOTAL LIABILITIES

 

 

 44,897

 

 

 

 39,263

 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Share capital (Note 14)

 

 

 345,237

 

 

 

 340,963

 

Warrant and share-based payment reserve (Note 14)

 

 

 51,613

 

 

 

 49,589

 

Accumulated other comprehensive loss

 

 

 (4,303 )

 

 

 (4,337 )

Accumulated deficit

 

 

 (158,167 )

 

 

 (158,545 )

Total shareholders’ equity

 

 

 234,380

 

 

 

 227,670

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 $ 279,277

 

 

 $ 266,933

 

 

The consolidated financial statements were approved by the Board of Directors:

 

Signed: “Keith Neumeyer”, Director

 

Signed: “Raymond Polman”, Director

 

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

 

 
2

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Unaudited - Expressed in thousands of Canadian dollars unless otherwise noted)

 

 

 

Three months ended

June 30,

Six months ended

June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES (Note 15)

 

 

 

 

 

 

 

 

 

 

 

 

General and administration

 

 $ 1,478

 

 

 $ 1,117

 

 

 $ 3,178

 

 

 $ 2,540

 

Exploration and evaluation

 

 

 146

 

 

 

 203

 

 

 

 251

 

 

 

 380

 

Investor relations and marketing communications

 

 

 322

 

 

 

 463

 

 

 

 697

 

 

 

 755

 

Corporate development and due diligence

 

 

 289

 

 

 

 93

 

 

 

 372

 

 

 

 202

 

Impairment of non-current assets

 

 

 -

 

 

 

 7,424

 

 

 

 -

 

 

 

 7,424

 

Loss from operational activities

 

 

 (2,235 )

 

 

 (9,300 )

 

 

 (4,498 )

 

 

 (11,301 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER ITEMS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain on disposal of asset (Note 6(b))

 

 

 (335 )

 

 

 -

 

 

 

 (7,045 )

 

 

 -

 

Interest and other income

 

 

 (163 )

 

 

 (66 )

 

 

 (489 )

 

 

 (114 )

Investments fair value (gain)/loss

 

 

 (29 )

 

 

 2,280

 

 

 

 (29 )

 

 

 1,479

 

Foreign exchange (gain)/loss

 

 

 109

 

 

 

 143

 

 

 

 145

 

 

 

 (44 )

Other expenses

 

 

 30

 

 

 

 20

 

 

 

 45

 

 

 

 62

 

Fair value (gain)/loss on Silver Stream liability (Note 11)

 

 

 (699 )

 

 

 (6,987 )

 

 

 2,921

 

 

 

 (7,408 )

(Loss)/gain before income taxes

 

 $ (1,148 )

 

 $ (4,690 )

 

 $ (46 )

 

 $ (5,276 )

Deferred income tax recovery

 

 

 362

 

 

 

 -

 

 

 

 953

 

 

 

 -

 

Equity loss of equity accounted investments (Note 7,8,9)

 

 

 (363 )

 

 

 (17 )

 

 

 (529 )

 

 

 (204 )

Net (loss)/income for the period

 

 $ (1,149 )

 

 $ (4,707 )

 

 $ 378

 

 

 $ (5,480 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that will not be reclassified to net income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments fair value (loss)/gain

 

 

 (437 )

 

 

 (1,544 )

 

 

 34

 

 

 

 (40 )

Mineral property investments fair value loss

 

 

 -

 

 

 

 (3,995 )

 

 

 -

 

 

 

 (3,536 )

Items that are or may be reclassified to net income or (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency translation adjustment of foreign subsidiaries

 

 

 -

 

 

 

 7

 

 

 

 -

 

 

 

 (1 )

Other comprehensive (loss)/income

 

 

 (437 )

 

 

 (5,532 )

 

 

 34

 

 

 

 (3,577 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) and comprehensive income (loss) for the period

 

 $ (1,586 )

 

 $ (10,239 )

 

 $ 412

 

 

 $ (9,057 )

Income/(loss) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 $ (0.00 )

 

 $ (0.01 )

 

 $ 0.00

 

 

 $ (0.01 )

Diluted

 

 $ (0.00 )

 

 $ (0.01 )

 

 $ 0.00

 

 

 $ (0.01 )

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 810,158,035

 

 

 

 711,749,169

 

 

 

 807,997,710

 

 

 

 709,220,346

 

Diluted

 

 

 810,358,105

 

 

 

 711,749,169

 

 

 

 808,197,780

 

 

 

 709,220,346

 

 

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

 

 
3

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Unaudited - Expressed in thousands of Canadian dollars unless otherwise noted)

 

 

 

Six months ended June 30,

 

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

 

Net income (loss) for the period

 

 

 378

 

 

 

 (5,480 )

Adjustments for:

 

 

 

 

 

 

 

 

Share-based payments (Note 14)

 

 

 963

 

 

 

 1,070

 

Depreciation

 

 

 237

 

 

 

 202

 

(Gain)/loss on sale of asset

 

 

 (335 )

 

 

 -

 

(Gain)/loss on sale of royalty

 

 

 (6,710 )

 

 

 -

 

Fair value loss/(gain) on Silver Stream derivative liability (Note 11)

 

 

 2,921

 

 

 

 (7,408 )

Impairment loss of non-current assets

 

 

 -

 

 

 

 7,424

 

Investments fair value (gain)/loss

 

 

 (29 )

 

 

 1,479

 

Accrued interest receivable

 

 

 (68 )

 

 

 3

 

Other (income)/expenses

 

 

 38

 

 

 

 57

 

Unrealized foreign exchange (gain)/loss

 

 

 145

 

 

 

 (44 )

Deferred income tax (recovery)/expense

 

 

 (953 )

 

 

 -

 

Equity and dilution loss on equity accounted investments

 

 

 529

 

 

 

 205

 

Operating cash flows before movements in working capital

 

 

 (2,884 )

 

 

 (2,492 )

Changes in non-cash working capital items:

 

 

 

 

 

 

 

 

(Increase)/decrease in accounts and other receivables

 

 

 (63 )

 

 

 (94 )

Increase (decrease) in prepaid expenditures

 

 

 1

 

 

 

 111

 

Increase (decrease) in accounts payables and accrued liabilities

 

 

 (234 )

 

 

 (794 )

Total cash provided by (used in) operating activities

 

 

 (3,180 )

 

 

 (3,269 )

Cash flows from investing activities

 

 

 

 

 

 

 

 

Mineral property expenditures

 

 

 (9,981 )

 

 

 (14,225 )

Proceeds from sale of investments

 

 

 462

 

 

 

 5,510

 

Property and equipment purchases

 

 

 (319 )

 

 

 (484 )

Proceeds from sale of royalty (Note 6)

 

 

 4,680

 

 

 

 -

 

Cash expended in acquisitions

 

 

 -

 

 

 

 (1,367 )

Investment in Guaranteed Investment Certificates

 

 

 (4,797 )

 

 

 -

 

Total cash used in investing activities

 

 

 (9,955 )

 

 

 (10,566 )

Cash flows from financing activities

 

 

 

 

 

 

 

 

Proceeds from private placement

 

 

 5,000

 

 

 

 -

 

Share issuance costs

 

 

 (127 )

 

 

 -

 

Repayment of lease liability

 

 

 (70 )

 

 

 (62 )

Finance costs paid

 

 

 (14 )

 

 

 (21 )

Total cash provided by (used in) financing activities

 

 

 4,789

 

 

 

 (83 )

Foreign exchange effect on cash

 

 

 22

 

 

 

 43

 

Change in cash and cash equivalents

 

 

 (8,324 )

 

 

 (13,875 )

Cash and cash equivalents, beginning

 

 

 13,558

 

 

 

 29,516

 

Cash and cash equivalents, ending

 

 

 5,234

 

 

 

 15,641

 

Cash

 

 

 5,151

 

 

 

 10,457

 

Term deposits

 

 

 83

 

 

 

 5,184

 

Cash and cash equivalents, ending

 

 

 5,234

 

 

 

 15,641

 

 

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

 

 
4

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022

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

 

 

 

Number of common shares

 

 

Share capital

 

 

Warrant reserve

 

 

Share-based payment reserve

 

 

Accumulated other comprehensive income (loss)

 

 

Accumulated deficit

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at December 31, 2021

 

 

 700,200,059

 

 

 $ 318,499

 

 

 $ 25,063

 

 

 $ 22,219

 

 

 $ 410

 

 

 $ (142,266 )

 

 $ 223,925

 

Settlement of RSUs

 

 

 283,332

 

 

 

 69

 

 

 

 -

 

 

 

 (69 )

 

 

 -

 

 

 

 -

 

 

 

 -

 

Shares issued on acquisition of Beattie Gold Mines

 

 

 7,636,944

 

 

 

 2,024

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 2,024

 

Shares issued in connection with mineral property tenure

 

 

 3,955,437

 

 

 

 1,092

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,092

 

Share reduction due to expiry

 

 

 (118,029 )

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

Share-based payments

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,720

 

 

 

 -

 

 

 

 -

 

 

 

 1,720

 

Loss for the period

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (5,480 )

 

 

 (5,480 )

Other comprehensive income/(loss)

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (3,577 )

 

 

 -

 

 

 

 (3,577 )

Balance as at June 30, 2022

 

 

 711,957,743

 

 

 $ 321,684

 

 

 $ 25,063

 

 

 $ 23,870

 

 

 $ (3,167 )

 

 $ (147,746 )

 

 $ 219,704

 

Balance as at December 31, 2022

 

 

 802,226,149

 

 

 $ 340,963

 

 

 $ 25,063

 

 

 $ 24,526

 

 

 $ (4,337 )

 

 $ (158,545 )

 

 $ 227,670

 

Proceeds from private placements (Note 14b)

 

 

 18,518,519

 

 

 

 4,676

 

 

 

 324

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 5,000

 

Flow through share premium liability

 

 

 -

 

 

 

 (1,759 )

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (1,759 )

Share issuance cost

 

 

 -

 

 

 

 (127 )

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (127 )

Shares issuance on acquisition of mineral properties and property, plant and equipment (Note 6 & 10)

 

 

 6,445,393

 

 

 

 1,307

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,307

 

Settlement of restricted share units

 

 

 539,998

 

 

 

 177

 

 

 

 -

 

 

 

 (177 )

 

 

 -

 

 

 

 -

 

 

 

 -

 

Share-based payments

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,877

 

 

 

 -

 

 

 

 -

 

 

 

 1,877

 

Income for the period

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 378

 

 

 

 378

 

Other comprehensive income/(loss)

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 34

 

 

 

 -

 

 

 

 34

 

Balance as at June 30, 2023

 

 

 827,730,059

 

 

 $ 345,237

 

 

 $ 25,387

 

 

 $ 26,226

 

 

 $ (4,303 )

 

 $ (158,167 )

 

 $ 234,380

 

 

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

 

 
5

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

 

1. NATURE OF OPERATIONS

 

First Mining Gold Corp. (the “Company” or “First Mining”) is a public company which is listed on the Toronto Stock Exchange (the “TSX”) under the symbol “FF”, on the OTCQX under the symbol “FFMGF”, and on the Frankfurt Stock Exchange under the symbol “FMG”. The Company’s head office and principal address is Suite 2070 – 1188 West Georgia Street, Vancouver, British Columbia, Canada, V6E 4A2.

 

First Mining was incorporated on April 4, 2005 and changed its name to First Mining Gold Corp. in January 2018.

 

First Mining is advancing a portfolio of gold projects in Canada, with the most advanced project being the Springpole Gold Project in northwestern Ontario. The Company acquired a 100% interest in the Duparquet Gold Project in September 2022 and is developing plans to advance the project along with its nearby Duquense and Pitt Projects in Québec. The Company holds a 14% equity position in Treasury Metals Inc., which is advancing the Goliath Gold Complex toward construction, and a 19% equity position in Big Ridge Gold Corp. which is advancing the Hope Brook Project as a joint venture partner. First Mining’s portfolio of gold projects in eastern Canada also includes the Cameron project. In addition, the Company holds a 30% interest in PC Gold Inc., the legal entity which holds the Pickle Crow gold project (being advanced by Auteco Minerals Ltd), and a 49% direct project interest in the Hope Brook Project.

 

2. BASIS OF PRESENTATION

 

These unaudited condensed interim consolidated financial statements (“financial statements”) have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board applicable to the preparation of interim financial statements including International Accounting Standard 34 Interim Financial Reporting. These financial statements do not include all disclosures required for annual financial statements. Accordingly, they should be read in conjunction with the notes to the Company’s audited financial statements for the years ended December 31, 2022 and 2021.

 

These financial statements have been prepared on a historical cost basis, except for financial instruments classified as fair value through profit and loss or fair value through other comprehensive income (loss), which are stated at their fair value. The financial statements are presented in thousands of Canadian dollars, unless otherwise noted, and tabular amounts are expressed in thousands of Canadian dollars. These financial statements include the accounts of the Company and its subsidiaries. The functional currency of the Company and its Canadian subsidiaries is the Canadian dollar while the functional currency of the Company’s non-Canadian subsidiary is the US dollar.

 

In preparing the Company’s financial statements for the three and six months ended June 30, 2023, the Company used the same accounting policies, methods of computation and accounting policy judgments and estimates as in the annual consolidated financial statements for the year ended December 31, 2022. Additionally, the areas of estimation uncertainty remain unchanged from those disclosed in the annual consolidated financial statements. There are no IFRS standards, IFRS amendments and IFRS interpretations that are not yet effective that, if adopted, would be expected to have a material impact on the Company’s condensed interim consolidated financial statements.

 

The accounts of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. Inter-company transactions, balances and unrealized gains or losses on transactions are eliminated. The following table highlights the Company’s material subsidiaries with their projects:

 

 
6

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

 

2. BASIS OF PRESENTATION (continued)

 

Name of the

subsidiary

Ownership Percentage

Project

Location

Gold Canyon Resources Inc.

100%

Springpole Gold Project (“Springpole”)

Birch-Uchi Projects (“Birch-uchi”)

Northwestern Ontario, Canada

Cameron Gold Operations Ltd.

100%

Cameron Gold Project (“Cameron”)

Northwestern Ontario, Canada

Duparquet Gold Mines Inc.

100%

Duparquet Gold Project (“Duparquet”)

Central Duparquet (“Duparquet”)

Duquesne Gold Project (“Duquesne”)

Pitt Gold Project (“Pitt”)

Québec, Canada

 

These financial statements were approved by the Board of Directors on August 9, 2023.

 

3. SHORT-TERM INVESTMENTS

 

Short-term investments consist of a US$3.5 million (approx. $4.6 million) 180-day cashable guaranteed investment certificate with an effective interest rate of 5.35% entered on March 23, 2023.

 

4. INVESTMENTS

 

The movements in investments during the six months ended June 30, 2023 and the year ended December 31, 2022 are summarized as follows:

 

 

 

Marketable

Securities (FVTPL)

 

 

Marketable

Securities

(FVTOCI)

 

 

Total

Investments

 

Balance as at December 31, 2022

 

 $ -

 

 

 $ 184

 

 

 $ 184

 

Additions

 

 

 -

 

 

 

 2,240

 

 

 

 2,240

 

Disposals

 

 

 -

 

 

 

 (168 )

 

 

 (168 )

Gain recorded in other comprehensive income

 

 

 -

 

 

 

 34

 

 

 

 34

 

Balance as at June 30, 2023

 

 $ -

 

 

 $ 2,290

 

 

 $ 2,290

 

 

 

 

Marketable

Securities (FVTPL)

 

 

Marketable

Securities

(FVTOCI)

 

 

Total

Investments

 

Balance as at December 31, 2021

 

 $ 8,400

 

 

 $ 4,986

 

 

 $ 13,386

 

Additions

 

 

 -

 

 

 

 110

 

 

 

 110

 

Disposals

 

 

 (6,753 )

 

 

 (3,685 )

 

 

 (10,438 )

Loss recorded in other comprehensive loss

 

 

 -

 

 

 

 (1,227 )

 

 

 (1,227 )

Loss recorded in net loss

 

 

 (1,647 )

 

 

 -

 

 

 

 (1,647 )

Balance as at December 31, 2022

 

 $ -

 

 

 $ 184

 

 

 $ 184

 

 

 
7

 

   

FIRST MINING GOLD CORP.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

 

4. INVESTMENTS (continued)

 

The Company holds securities of publicly traded companies as strategic interests. The investments where the Company does not have significant influence are classified as marketable securities. The Auteco common shares, which were sold during the year ended December 31, 2022, were classified as FVTPL. Other marketable securities are designated as FVTOCI.

 

During the six months ended June 30, 2023, the Company:

 

 

■

received a total of 2.0 million common shares of Westward Gold Inc., in connection with the Earn-in Agreement associated with the Turquoise Canyon Project in Nevada, USA.

 

■

received a total of 1.6 million common shares of Elemental Altus Royalties Corp. as part of the consideration of the sale of the Company’s non-core royalty portfolio.

 

■

received 250,000 common shares of Grid Metals Corp. as part of consideration of the sale of the Company’s certain mining claims in Manitoba.

 

■

Sold 1.1 million common shares of Westward Gold Inc.

 

5. PREPAID EXPENSES, AMOUNTS AND OTHER RECEIVABLES

 

Prepaid expenses, amounts and other receivables are summarized in the following table:

 

 

 

June 30,

 2023

 

 

December 31,

2022

 

GST and HST receivables

 

 $ 553

 

 

 $ 467

 

Other receivables

 

 

 76

 

 

 

 32

 

Prepaid expenses

 

 

 545

 

 

 

 619

 

Total

 

 $ 1,174

 

 

 $ 1,118

 

 

 
8

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

6. MINERAL PROPERTIES

 

As at June 30, 2023 and December 31, 2022, the Company had the following mineral properties:

 

 

 

Springpole

 

 

Birch-Uchi

(Note 6(a))

 

 

Cameron

 

 

Duparquet

(Note 6(b))

 

 

Duquesne/

Pitt

 

 

Hope Brook

(Note 6(c))

 

 

Others (1)

 

 

Total

 

Balance December 31, 2022

 

 $ 125,829

 

 

 $ 3,871

 

 

 $ 32,581

 

 

 $ 35,637

 

 

 $ 7,249

 

 

 $ 15,852

 

 

 $ 128

 

 

 $ 221,147

 

Acquisition

 

 

 1,183

 

 

 

 235

 

 

 

 -

 

 

 

 513

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,931

 

Concessions, taxes and royalties

 

 

 235

 

 

 

 -

 

 

 

 12

 

 

 

 28

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 275

 

Salaries and share-based payments

 

 

 1,247

 

 

 

 539

 

 

 

 16

 

 

 

 517

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 2,319

 

Drilling, exploration, and technical consulting

 

 

 1,143

 

 

 

 818

 

 

 

 8

 

 

 

 310

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 2,279

 

Assaying, field supplies, and environmental

 

 

 3,353

 

 

 

 989

 

 

 

 28

 

 

 

 1,287

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 5,657

 

Travel and other expenses

 

 

 652

 

 

 

 529

 

 

 

 4

 

 

 

 72

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,257

 

Total Expenditures

 

 $ 7,813

 

 

 

 3,110

 

 

 

 68

 

 

 

 2,727

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 13,718

 

Option payments received

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (128 )

 

 

 (128 )

Balance June 30, 2023

 

 $ 133,642

 

 

 $ 6,981

 

 

 $ 32,649

 

 

 $ 38,364

 

 

 $ 7,249

 

 

 $ 15,852

 

 

 $ -

 

 

 $ 234,737

 

  

 

 

Springpole

 

 

Birch-Uchi

(Note 6(a))

 

 

Cameron

 

 

Duparquet

(Note 6(b))

 

 

Duquesne/

Pitt

 

 

Hope Brook

(Note 6(c))

 

 

Others (1)

 

 

Total

 

Balance December 31, 2021

 

 $ 104,065

 

 

 $ 1,320

 

 

 $ 32,329

 

 

 $ 3,098

 

 

 $ 7,244

 

 

 $ 18,027

 

 

 $ 3,934

 

 

 $ 170,017

 

Acquisition

 

 

 1,566

 

 

 

 674

 

 

 

 -

 

 

 

 30,489

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 32,729

 

Concessions, taxes and royalties

 

 

 255

 

 

 

 -

 

 

 

 17

 

 

 

 2

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 274

 

Salaries and share-based payments

 

 

 3,406

 

 

 

 652

 

 

 

 94

 

 

 

 276

 

 

 

 5

 

 

 

 -

 

 

 

 -

 

 

 

 4,433

 

Drilling, exploration, and technical consulting

 

 

 7,400

 

 

 

 788

 

 

 

 83

 

 

 

 142

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 8,413

 

Assaying, field supplies, and environmental

 

 

 7,356

 

 

 

 261

 

 

 

 47

 

 

 

 119

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 7,783

 

Travel and other expenses

 

 

 1,781

 

 

 

 176

 

 

 

 11

 

 

 

 11

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,979

 

Total Expenditures

 

 $ 21,764

 

 

 $ 2,551

 

 

 $ 252

 

 

 $ 31,039

 

 

 $ 5

 

 

 $ -

 

 

 $ -

 

 

 $ 55,611

 

Environmental remediation

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,500

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 1,500

 

Option payments received

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (2,175 )

 

 

 (110 )

 

 

 (2,285 )

Currency translation adjustments

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 13

 

 

 

 13

 

Disposal of properties

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 (3,709 )

 

 

 (3,709 )

Balance December 31, 2022

 

 $ 125,829

 

 

 $ 3,871

 

 

 $ 32,581

 

 

 $ 35,637

 

 

 $ 7,249

 

 

 $ 15,852

 

 

 $ 128

 

 

 $ 221,147

 

 

(1)

Other mineral properties as at June 30, 2023 and December 31, 2022 include: A 1.5% NSR Royalty on the Goldlund Property under the terms of the Share Purchase Agreement for Tamaka Gold Corporation, which was sold in 2022 (Note 7(a)); and the Turquoise Canyon property in Nevada (under option with Momentum Minerals Ltd. which was subsequently acquired by IM Exploration Inc. on July 6, 2021 and IM Exploration Inc. was renamed to Westward Gold Inc. on October 7, 2021. Westward Gold Inc. exercised its option to acquire the Turquoise Canyon property on January 30, 2023.)

 

 
9

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

6. MINERAL PROPERTIES (continued)

 

On February 21, 2023, the Company sold its non-core royalty portfolio to Elemental Altus Royalties Corp. (“Elemental Altus”) for total consideration of approximately $6.7 million, comprised of $4.7 million in cash and 1,598,162 common shares of Elemental Altus. The royalty portfolio sale was comprised of 19 royalties across four countries and included a 2.0% NSR royalty on the Pickle Crow Gold Project and a 1.5% NSR royalty on the Hope Brook Gold Project. At the time of the sale, the carrying value of the royalty portfolio was nil, resulting in a realized gain equivalent to the consideration received.

 

The Company has various underlying agreements and commitments with respect to its mineral properties, which define annual or future payments in connection with royalty buy-backs or maintenance of property interests, the most significant of which are discussed below.

 

a)

Birch-Uchi Properties

 

 

(i)

Swain Post property option

 

On February 26, 2021, the Company entered into a three year earn-in agreement with Exiro Minerals Corp. (“Exiro”) pursuant to which First Mining may earn a 100% interest in Exiro’s Swain Post property (“Swain Post Property”) in northwestern Ontario by making total cash and share payments of $335,000 to Exiro during the term of the option, and by completing all assessment work requirements on the Swain Post Property during the three-year option term. During the period ended June 30, 2023, the Company has issued 391,873 common shares of $75,000 and made payments of $10,000 in cash under the terms of the earn-in agreement. As of June 30, 2023, the Company has made a total payment of $260,000 which comprise of $60,000 in cash and common shares of $200,000.

 

 

(ii)

Swain Lake property option

 

On April 28, 2021, the Company entered into an earn-in agreement with Whitefish Exploration Inc. (“Whitefish”), which gives First Mining the option to earn up to a 100% interest in Whitefish’s Swain Lake project (“Swain Lake”) in northwestern Ontario in two stages over a period of five years. First Mining may earn a 70% interest in Swain Lake by making cash payments totaling $200,000 and share payments totaling $425,000, and by incurring at least $500,000 worth of expenditures on the Swain Lake Property during the first three years of the earn-in term. Upon completing the first stage of the earn-in, First Mining will hold a 70% interest in the Swain Lake Property and will have an additional period of two years within which to acquire the remaining 30% interest in the Swain Lake Property by paying $1,000,000 in cash and issuing $1,000,000 worth of First Mining common shares to Whitefish. As at June 30, 2023, the Company had issued 1,256,395 common shares of $325,000 and made a payment of $150,000 in cash under the terms of the earn-in agreement.

 

 
10

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

6. MINERAL PROPERTIES (continued)

 

 

(iii)

Vixen properties acquisition

 

On September 15, 2021, the Company entered into a three-year option agreement with ALX Resources Corp. (“ALX”) pursuant to which First Mining may earn up to a 100% interest in ALX’s Vixen North, Vixen South and Vixen West properties (the “Vixen Properties”) in northwestern Ontario in two stages over a period of five years. First Mining may earn a 70% interest in the Vixen Properties by making cash payments totalling $550,000 and share payments totalling $400,000 to ALX during the initial three-year option term, and by incurring at least $500,000 worth of expenditures on the property during the initial three-year option term. As of June 30, 2023, the Company has made a payment of $350,000 in cash and issued common shares of $200,000.

 

The first stage of the earn-in has not completed as of June 30, 2023, upon completing the first stage of the earn-in, First Mining will hold a 70% interest in the Vixen Properties and will have an additional period of two years to acquire the remaining 30% interest in the Vixen Properties by paying $500,000 in cash and issuing $500,000 worth of First Mining shares to ALX.

 

 

(iv)

Birch Lake properties acquisition

 

On October 11, 2021, the Company entered into an earn-in agreement with Pelangio Exploration Inc. (“Pelangio”) pursuant to which First Mining may earn up to an 80% interest in Pelangio’s Birch Lake properties (the “Birch Lake Properties”) in two stages over a period of six years. First Mining may earn a 51% interest in the Birch Lake Properties by making cash payments totaling $350,000 and issuing in aggregate 1,300,000 First Mining common shares and by incurring at least $1,750,000 worth of expenditures on the Birch Lake Properties during the first four years of the earn-in term. Upon completing the first stage of the earn-in, First Mining will hold a 51% interest in the Birch Lake Properties and will have an additional period of 2 years to acquire a further 29% interest in the Birch Lake Properties by paying $400,000 to Pelangio in cash or issuing First Mining common shares, at First Mining’s sole discretion, and by incurring an additional $1,750,000 worth of expenditures on the Birch Lake Properties. As of June 30, 2023, the Company has made a payment of $100,000 in cash and issued common shares of $123,750.

 

On January 13, 2023, a subsidiary of the Company acquired the net assets of a private Company associated with Birch Lake and Casummit Lake properties for a total consideration of $600,000 cash and 3.5 million of First Mining common shares. $100,000 was paid prior to December 31, 2022, $100,000 cash was paid on closing, with the remaining cash to be paid as follows:

 

 

■

$100,000 cash payable on the first anniversary of the Closing Date;

 

■

$100,000 cash payable on the second anniversary of the Closing Date;

 

■

$200,000 cash payable on the third anniversary of the Closing Date;

 

2,000,000 common shares were issued on closing and the remaining shares will be issued as follows:

 

 

■

500,000 will be issued on the first anniversary of the Closing Date.

 

■

1,000,000 common shares will be issued on the earlier of the third anniversary of closing and the date of a positive decision regarding the environmental assessment of the Springpole mines.

 

 

(v)

Stargazer properties acquisition

 

On October 29, 2021, the Company entered into a three year earn-in agreement with a private individual pursuant to which First Mining may earn a 100% interest in the Stargazer concession and other properties (“Stargazer Properties”) in northwestern Ontario by making cash and share payments of $250,000 to the private individual during the term of the option, and by incurring at least $350,000 worth of expenditures on the Stargazer Properties during the three-year option term. As of June 30, 2023, the Company has made a payment of $24,000 in cash and issued common shares of $12,000.

 

 
11

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

6. MINERAL PROPERTIES (continued)

 

b)

Duparquet Project

 

On September 15, 2022, the Company completed the acquisition of all the outstanding common shares of Beattie Gold Mines Ltd. (“Beattie”), a private company that owns the mineral rights to mining claims that make up the former Beattie mining concession that form a large part of the Duparquet Gold Project located Québec, Canada (the “Beattie Transaction”), that were not already owned by the Company or Clifton Star Resources Inc. (“Clifton Star”).

 

The total consideration of the Beattie Transaction was $4.43641 cash per Beattie Gold common share and 35 common shares of First Mining (“First Mining Shares”) per Beattie Gold common share for total cash consideration of $6,227,176 and total share consideration of 51,532,516 First Mining Shares.

 

Concurrent with completing the Beattie Transaction, the Company completed the acquisitions of 2699681 Canada Ltd. (“269 Canada”) and 2588111 Manitoba Ltd. (“258 Manitoba”), (together the “Concurrent Transactions”) through Clifton Star. The total consideration of the Concurrent Transactions was $2,500,000 in cash and the issuance of 20,000,000 First Mining Shares.

 

As a result of acquiring Beattie, 269 Canada and 258 Manitoba, the Company, through its wholly owned subsidiary Duparquet Gold Mines Inc. (“Duparquet Gold Mines”), which was previously called Clifton Star, now owns 100% of the Duparquet Gold Project, in addition to the Pitt Gold Project in Quebec (which the Company acquired from Magna Terra Minerals Inc. (formerly Brionor Resources Inc.) on April 28, 2016 and which it holds through Duparquet Gold Mines) and the Duquesne Gold Project in Quebec (which the Company has owned since it acquired all of the issued and outstanding shares of Clifton Star on April 8, 2016 and which it holds through Duparquet Gold Mines).

 

Management concluded that the acquisition of Duparquet, consisting of Beattie, 269 Canada and 258 Manitoba, is an asset acquisition when applying the guidance within IFRS 3 Business Combinations. The purchase price has been allocated to the assets acquired and liabilities assumed, based on their estimated fair values at the acquisition date. Upon closing, the fair value of identifiable assets acquired from Beattie, 269 Canada and 258 Manitoba were as follows:

 

Mineral Properties

 

$

24,166

 

Accounts Payable and Accruals

 

 

(71)

 

Net assets acquired

 

$

24,095

 

 

 

The consideration paid by the Company was comprised as follows:

 

Fair value of 71,532,516 common shares issued for Beattie, 269 Canada and 258 Manitoba

 

 $ 15,368

 

Cash paid

 

 

 8,727

 

Total consideration paid

 

 $ 24,095

 

 

 
12

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

6. MINERAL PROPERTIES (continued)

 

During the year ended December 31, 2022, the Company issued 71,532,516 common shares in connection with the Duparquet property acquisition. The interests in Duparquet were previously recorded as mineral property investments. Due to the acquisition the interest was transferred into mineral properties. The Duparquet acquisition costs recorded in Mineral Properties are broken down as follows:

 

 

 

December 31,

2022

 

Mineral Properties – Central Duparquet

 

 $ 67

 

Investment in Beattie Gold Mines – Initial Recognition on Feb 7, 2022

 

 

 5,544

 

Equity Loss

 

 

 (1 )

Mineral Property Investments in 269 Canada and 258 Manitoba

 

 

 4,281

 

Fair value loss – FVTOCI

 

 

 (3,537 )

Mineral Properties – Initial Recognition on September 15, 2022

 

 

 24,135

 

Total acquisition costs recorded in Mineral Properties

 

 $ 30,489

 

 

On January 30, 2023, First Mining, through its wholly-owned subsidiary Duparquet Gold Mines Inc. (formerly, Clifton Star), entered into an agreement with IAMGOLD Corporation, to acquire its Porcupine East property located adjacent to the Company’s Duparquet property and connecting the land package to its Pitt and Duquesne properties to the east. The transaction closed on February 2, 2023, for a total consideration of:

 

 

■

2.5 million First Mining common shares with a fair value of $512,500 issued upon closing of the transaction;

 

■

The granting of a 1.5% net smelter return royalty on the property;

 

■

A payment of $500,000, in cash or First Mining common shares, as First Mining may elect at their sole election, if the Company declares a minimum of 350,000 koz gold resource on the property; and

 

■

A payment of $1,000,000, in cash or First Mining common shares, as First Mining may elect at their sole discretion, to be paid within 12 months of commercial production being declared at the Duparquet Gold Project, as long as any major surface infrastructure related to the Duparquet Gold Project has been constructed on the Porcupine East Property.

 

On April 24, 2023, the Company announced through its subsidiary sold mining claims (“Cat Lake Claims”) located in Manitoba to Grid Metals Corp. for total considerations of:

 

 

■

$300,000 in cash

 

■

250,000 common shares of Grid Metals Corp.

 

■

NSR 2% royalty on all productions sold from the property. Grid Metals Corp may at any time purchase from the Company 50% (for a total of 1.0%) of the royalty by paying $1,000,000 to the Company.

 

■

Deferred cash payment of $350,000, when the earlier of (i) the delineation of a 2 million tonnes or greater Mineral Resource on the Cat Lake Claims; and (ii) the date Grid Metals announces a construction decision which will result in the Mineral Resources on the Cat Lake Claims being mined at some point in time as part of an overall mining project.

 

As of June 30, 2023, the Company continues to maintain a provision for environmental remediation activities of $1.5 million (December 31, 2022 - $1.5 million) related to work to be incurred by the Company’s wholly-owned subsidiary.

 

 
13

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

6. MINERAL PROPERTIES (continued)

 

c)         Hope Brook Project

 

On June 8, 2021, the Company announced it had closed a definitive earn-in agreement with Big Ridge Gold Corp.  Big Ridge” (the “Big Ridge Transaction”) whereby Big Ridge could earn up to an 80% interest in First Mining’s Hope Brook Gold Project located in Newfoundland, Canada. Pursuant to the definitive earn-in agreement, Big Ridge has the right to earn an 80% interest in the Hope Brook Project through a two-stage earn-in over five years by incurring a total of $20,000,000 in qualifying expenditures, issuing up to 36.5 million shares of Big Ridge to First Mining and making a future cash payment to First Mining. Upon completion of the earn-in, First Mining will retain a 20% interest in the Hope Brook Project and a 1.5% net smelter returns royalty on the Hope Brook Project, of which 0.5% can be bought back by Big Ridge for $2,000,000. In accordance with the agreement, upon closing First Mining nominated one member to the Board of Directors of Big Ridge and received $500,000 and 11,500,000 shares of Big Ridge which were credited against the Hope Brook project mineral property balance.

 

On September 13, 2022, Big Ridge completed Stage 1 of the earn-in requirements necessary to satisfy the earn-in threshold set out in the earn-in agreement. The Company received 15.0 million common shares of Big Ridge and the Company’s interest in the project decreased to 49%. See Note 9 below for further details of the equity accounted investment in Big Ridge.

 

7. INVESTMENT IN TREASURY METALS

 

a)         Treasury Metals Share Purchase Agreement Overview

 

On August 7, 2020, First Mining completed a transaction with Treasury Metals under a share purchase agreement (the “Treasury Share Purchase Agreement”), pursuant to which Treasury Metals agreed to acquire all of the issued and outstanding shares of Tamaka Gold Corporation, a previously wholly-owned subsidiary of the Company, and 100% owner of the Goldlund Project. Under the terms of the Treasury Share Purchase Agreement, First Mining received total consideration of $91,521,000 which was comprised of (i) 43.33 million common shares (post-consolidation) of Treasury Metals (“Treasury Metals Shares”) with a fair value of $78,000,000; (ii) 11.67 million common share purchase warrants (post-consolidation) of Treasury Metals (“Treasury Metals Warrants”) with an exercise price of $1.50 for a three year term with a fair value of $9,812,000; (iii) a retained 1.5% Net Smelter Returns (“NSR”) royalty on Goldlund (0.5% of which can be bought back by Treasury Metals for $5 million in cash) with a fair value of $3,709,000; and (iv) the right to certain contingent milestone payments totaling $5 million, payable in cash on certain key advancements at Goldlund which have not been recorded as at June 30, 2023.

 

During the year ended December 31, 2022, the Company sold its 1.5% NSR Royalty on Goldlund for US$7,000,000 (approx. $9.6 million) and recognized a gain on the sale of mineral properties for $5,872,000 less charges of $144,000.

 

b)         Equity Accounting Method for Investment in Treasury Metals and Impairment

 

The Company has concluded it has significant influence over Treasury Metals. The Company is accounting for its investment using the equity method. As at June 30, 2023 the fair value of the Company’s investment in common shares of Treasury Metals was $5,400,000 and the carrying value was $5,115,000 (December 31, 2022 - $ 5,592,000). Management assessed no significant and prolonged change in the fair value of the investment resulting in no reversal of impairment for the period ended June 30, 2023.

 

 
14

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

7. INVESTMENT IN TREASURY METALS (continued)

 

As at June 30, 2023, the Company owns approximately 20.0 million Treasury Metals Shares.

 

 

 

June 30,

2023

 

 

December 31,

2022

 

Balance, beginning of period

 

 $ 5,592

 

 

 $ 15,400

 

Equity (loss)

 

 

 (477 )

 

 

 (850 )

Impairment of Investment in Treasury Metals Inc.

 

 

 -

 

 

 

 (8,958 )

Balance, end of period

 

 $ 5,115

 

 

 $ 5,592

 

 

The equity accounting for Treasury Metals is based on audited results for the year ended December 31, 2022 and an estimate of results for the period of January 1, 2023 to June 30, 2023.

 

8. INVESTMENT IN PC GOLD INC.

 

On March 12, 2020, the Company and Auteco executed a definitive Earn-In Agreement (the “Auteco Earn-In Agreement”) whereby Auteco may earn up to an 80% interest in PC Gold, a then wholly-owned subsidiary of First Mining which owns the Pickle Crow Project. Pursuant to the Auteco Earn-In Agreement, the Earn-In is comprised of two stages and on June 9, 2021, the Company announced completion of the Stage 1 earn-in and accordingly Auteco obtained a 51% ownership of the PC Gold legal entity. First Mining received the scheduled 100,000,000 Auteco shares and executed the joint venture shareholders agreement.

 

Following the completion of the Stage 1 earn-in by AuTeco, First Mining’s percentage ownership of its former subsidiary, PC Gold, was reduced from 100% to 49%, which led to a loss of control and the resulting deconsolidation of PC Gold Inc. from First Mining’s financial statements. First Mining determined that its then 49% investment in the common shares of PC Gold gave it significant influence over PC Gold, requiring PC Gold to be recorded in First Mining’s financial statements using the equity method of accounting as an investment in associate.

 

The initial recognition of the investment in an associate was accounted for based on an estimated fair value using a market approach to value Pickle Crow’s inferred resources on a per unit of metal basis derived from comparable gold project transactions. As at June 30, 2023, the Company owns a 30% interest in PC Gold Inc.

 

 

 

June 30,

2023

 

 

December 31,

2022

 

Balance, beginning of period

 

 $ 21,572

 

 

 $ 21,570

 

Equity income/(loss)

 

 

 -

 

 

 

 2

 

Balance, end of period

 

 $ 21,572

 

 

 $ 21,572

 

 

The subsequent equity accounting for PC Gold is based on audited results for the year-ended June 30, 2022, and on the unaudited twelve-month period ended June 30, 2023.

 

The $5,216,000 (December 31, 2022 - $5,216,000) liability balance as at June 30, 2023 represents the additional net dilution which would result from Auteco completing its additional 10% equity interest. Following receipt of $3,000,000 under this option, First Mining’s ownership would reduce to 20%.

 

 
15

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

The Auteco Earn-In Agreement requires First Mining to contribute its pro-rata share of environmental reclamation funding, which was 30% as at June 30, 2023 following completion of the Stage 2 earn-in. The Company has recorded a provision of $1,172,000 as of June 30, 2023 (December 31, 2022 - $1,172,000).

 

9. INVESTMENT IN BIG RIDGE GOLD CORP.

 

On September 13, 2022, Big Ridge completed Stage 1 of the earn-in requirements necessary to satisfy the earn-in threshold set out in the Hope Brook earn-in agreement. Big Ridge issued a total of 15.0 million common shares to the Company with an aggregate fair value of $2,175,000, resulting in an increase in the Company’s common share ownership interest in Big Ridge to 19.5% on December 31, 2022 from 10.8%. Following the completion of the initial Big Ridge transaction on June 7, 2021, the Company’s common share ownership interest in Big Ridge was approximately 19.8% (Initial Recognition fair value - $2,185,000). In addition to its share ownership interest, the Company considered various qualitative factors including representation rights on Big Ridge’s board of directors in arriving at the determination that significant influence exists, and therefore the Company applies the equity method of accounting. As at June 30, 2023 the fair value of the Company’s investment in common shares of Big Ridge was $2,650,000 and the carrying value was $2,068,000 (December 31, 2022 - $2,119,000). Management assessed no significant and prolonged change in the fair value of the investment resulting in no reversal of impairment for the period ended June 30, 2023.

 

 

 

June 30,

2023

 

 

December 31,

2022

 

Balance, beginning of period

 

 $ 2,119

 

 

 $ 1,491

 

Equity income/(loss)

 

 

 (51 )

 

 

 (144 )

Completion of Stage 1 Earn-In

 

 

 -

 

 

 

 2,175

 

Impairment of Investment in Big Ridge Gold Corp.

 

 

 -

 

 

 

 (1,403 )

Balance, end of period

 

 $ 2,068

 

 

 $ 2,119

 

 

The subsequent equity accounting for Big Ridge is based on audited results for the year end June 30, 2022 and an estimate of results for the period of July 1, 2022 to June 30, 2023.

 

10. PROPERTY, PLANT AND EQUIPMENT

 

On April 28, 2023, the Company and its subsidiary acquired real and personal property for $800,000 in cash and 1,000,000 common shares from a private company and individual on the following payment terms:

 

 

■

$200,000 cash payable on the closing date and issue 1,000,000 shares (completed)

 

■

$300,000 cash payable on or before the first anniversary of the closing date

 

■

$300,000 cash payable on or before the second anniversary of the closing date.

 

11. SILVER STREAM DERIVATIVE LIABILITY

 

a)         Silver Purchase Agreement Overview and Consideration Received

 

On June 10, 2020, the Company entered into a silver purchase agreement (the “Silver Purchase Agreement”) with First Majestic Silver Corp. (“First Majestic”), which closed on July 2, 2020. Under the terms of the Silver Purchase Agreement, First Majestic agreed to pay First Mining total consideration of US$22.5 million (approx. $30.6 million as at the closing date), in three tranches, for the right to purchase 50% of the payable silver produced from the Springpole Gold Project over the life of the project (the “Silver Stream”) and also received 30 million common share purchase warrants of First Mining. Each share purchase warrant entitles First Majestic to purchase one common share of First Mining at an exercise price of $0.40 for a period of five years. The fair value of the warrants issued of $6,278,000 was recorded in Equity (Warrant reserve) on the Company’s consolidated statements of financial position. On July 15, 2021, First Mining distributed Treasury Metals Warrants to its shareholders in connection with the August 7, 2020, Treasury Metals Purchase Agreement. Per the terms of the convertible security adjustment provision warrant indentures from the distribution, the exercise price for the warrants were reduced from $0.40 to $0.37 per common share.

 

 
16

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

First Mining has the right to repurchase 50% of the Silver Stream for US$22.5 million (approx. $30.4 million as at June 30, 2023) at any time prior to the commencement of production at Springpole (the “Buy-Back Right”).

 

Per the Silver Purchase Agreement, First Majestic paid US$10 million ($13.7 million) to First Mining on the July 2, 2020 closing date, with US$2.5 million ($3.3 million) paid in cash and the remaining US$7.5 million ($10.4 million) paid in 805,698 common shares of First Majestic (“Tranche 1”). Upon announcement of the Pre-Feasibility Study (“PFS”) on March 4, 2021, First Mining received US$7.5 million ($9.8 million) from First Majestic, with US$3.75 million ($4.8 million) paid in cash and the remaining US$3.75 million ($5.0 million) paid in 287,300 common shares of First Majestic (“Tranche 2”). The final tranche (“Tranche 3”) of US$5.0 million ($6.5 million) is payable by First Majestic upon First Mining receiving approval of a federal or provincial environmental assessment for the Springpole Gold Project, which is to be paid half in cash and half in shares of First Majestic.

 

The Silver Stream has an initial term of 40 years from July 2, 2020. The term is automatically extended by successive 10-year periods as long as the life of mine continues for the Springpole Gold Project. If, upon expiration of the term of the Silver Purchase Agreement, the Company has not sold to First Majestic an amount of silver sufficient to reduce the Advance Payment to nil, then a refund of the uncredited balance, without interest shall be due and owing by the Company to First Majestic.

 

The silver delivered to First Majestic may be sourced from the Springpole Gold Project, or the Company may substitute any required refined silver with refined silver from a source other than the Springpole Gold Project, with the exception of silver purchased on a commodity exchange.

 

b)         Silver Stream Derivative Liability Fair Value

 

The Company has concluded that the Silver Stream is a standalone derivative measured at FVTPL. The estimated fair value of the Silver Stream derivative liability is determined using a discounted cash flow model which incorporates a Monte Carlo simulation, with the following key input assumptions: 1) Observable assumptions include timing and likelihood of third advance payment, Silver Stream based implied volatility of COMEX silver, COMEX silver future curve, silver spot price and USD risk-free discount factor, and 2) Unobservable assumptions include the Company’s change in credit spread. The fair value of the Silver Stream derivative liability is a Level 3 measurement.

 

The fair value of the Silver Stream derivative liability is calculated at each reporting date as the net of the future Advance Payment tranches receivable (an asset for the Company) and the Silver Stream obligation (a liability to the Company), with gains or losses recorded in the statement of net loss and comprehensive loss. The fair value of the Silver Stream derivative liability as at June 30, 2023 is US$22,728,000 ($30,092,000), which is comprised of the Silver Stream obligation fair value of US$25,334,000 ($33,542,000) less the Advance Payment receivable fair value of US$3,386,000 ($4,482,000). The fair value of the Silver Stream derivative liability as at December 31, 2022 was US$20,061,000 ($27,171,000), which is comprised of the Silver Stream obligation fair value of US$23,646,000 ($32,026,000) less the Advance Payment receivable fair value of US$3,585,000 ($4,855,000).

 

 
17

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

 

 

June 30,

2023

 

 

December 31,

2022

 

Balance, beginning of period

 

 $ (27,171 )

 

 $ (26,114 )

Change in fair value

 

 

 (2,921 )

 

 

 (1,057 )

Balance, end of period

 

 $ (30,092 )

 

 $ (27,171 )

 

12. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

 

 

June 30,

2023

 

 

December 31,

2022

 

Accounts payable

 

 $ 1,073

 

 

 $ 750

 

Accrued liabilities

 

 

 2,856

 

 

 

 2,097

 

Total

 

 $ 3,929

 

 

 $ 2,847

 

 

13. FLOW-THROUGH SHARE PREMIUM LIABILITY

 

The following is a continuity schedule of the liability portion of the Company’s flow-through share issuances:

 

 

 

August 26,

2022

 

 

September 2,

 2022

 

 

June 23,

2023

 

 

Total

 

Balance, December 31, 2022

 

 $ 872

 

 

 $ 170

 

 

 $ -

 

 

 $ 1,042

 

Settlement of flow-through share premium liability upon incurring eligible expenditures

 

 

 (808 )

 

 

 (145 )

 

 

 -

 

 

 

 (953 )

Liability incurred for flow-through share issued June 23, 2023

 

 

 -

 

 

 

 -

 

 

 

 1,759

 

 

 

 1,759

 

Balance, June 30, 2023

 

 $ 64

 

 

 $ 25

 

 

 $ 1,759

 

 

 $ 1,848

 

 

As at June 30, 2023, the Company had $5,346,000 (December 31, 2022 – $4,090,000) of unspent flow-through expenditure commitments.

 

14. SHARE CAPITAL

 

a)         Authorized

 

Unlimited number of common shares with no par value.

Unlimited number of preferred shares with no par value.

 

b)         Issued and Fully Paid

 

Common shares as at June 30, 2023: 827,730,059 (December 31, 2022 – 802,226,149).

Preferred shares as at June 30, 2023: nil (December 31, 2022 – nil).

 

 
18

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

 

14. SHARE CAPITAL (continued)

 

Non-Brokered Private Placement Financing

 

On September 2, 2022, the Company completed a non-brokered private placement raising aggregate gross proceeds of $5,325,000 (the “September Offering”). Pursuant to the September Offering, the Company issued an aggregate of 17,749,868 flow-through units of the Company (the “FT Units”) at a price of $0.30 per FT Unit. In connection with the September Offering, the Company paid issuance costs of $271,000 in cash. Each FT Unit consisted of one flow-through common share of the Company that qualifies as a “flow-through share” for the purposes of the Income Tax Act (Canada) (the “ITA”). An amount of $3,703,000 ($3,974,000 net of issuance costs of $271,000) was recorded in share capital and the remaining $1,351,000, representing the implied premium, was recorded as a flow-through share premium liability. As at June 30 ,2023, the Company had a balance of $89,000 as flow-through share premium liability related to the September Offering.

 

On June 23, 2023, the Company completed a non-brokered private placement raising aggregate gross proceeds of $5,000,000 (the “Offering”) which consisted of 18,518,519 flow-through units (the “FT units”) of the Company at a price of $0.27 per FT unit. Each FT unit is consisted of one common share and one half of one common share purchase warrant (the “Warrant”), with each full common share purchase warrant being exercisable to acquire one additional common share of the Company at a price of $0.27 for a period 36 months following the closing date of the Offering. The common shares that comprise the FT units qualify as “flow-through shares” for the purposes of the Income Tax Act (Canada) (the “ITA”). An amount of $2,789,000 ($2,916,000 net of issuance costs of $127,000) was recorded in share capital. The Warrants were valued at $324,000 using the relative fair value method, and the remaining $1,759,000 represents the implied premium, was recorded as a flow-through share premium liability (Note 13). The fair value of warrants is determined using Black-Scholes option pricing model, which takes into account of the following assumptions: Exercise price $0.27 per share; time to expiration – 3 years; risk-free rate at 3.74% per annum and volatility rate at 48.33%.

 

c)         Warrants

 

The movements in warrants during the six months ended June 30, 2023 and year ended December 31, 2022 are summarized as follows:

 

 

 

Number

 

 

Weighted average exercise price

 

Balance as at December 31, 2021

 

 

 91,892,620

 

 

 $ 0.48

 

Warrants expired

 

 

 (41,545,383 )

 

 

 0.57

 

Balance as at December 31, 2022

 

 

 50,347,237

 

 

 $ 0.35

 

Warrants expired

 

 

 (18,247,009 )

 

 

 0.31

 

Warrants issued

 

 

 9,259,259

 

 

 

 0.27

 

Balance as at June 30, 2023

 

 

 41,359,487

 

 

 $ 0.35

 

 

 
19

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

14. SHARE CAPITAL (continued)

 

The following table summarizes information about warrants outstanding as at June 30, 2023:

 

Exercise price

 

 

Number of warrants

outstanding

 

 

Weighted average

exercise price

($ per share)

 

 

Weighted average

remaining life (years)

 

$0.27

 

 

 

 9,259,259

 

 

$0.27

 

 

 

 2.98

 

$0.37

 

 

 

 32,050,228

 

 

$0.37

 

 

 

 2.01

 

$0.42

 

 

 

 50,000

 

 

$0.42

 

 

 

 0.08

 

 

 

 

 

 41,359,487

 

 

$0.35

 

 

 

 2.22

 

 

d)        Stock Options

 

The Company has adopted a stock option plan that allows for the granting of stock options to Directors, Officers, employees and certain consultants of the Company for up to 10% of the Company’s issued and outstanding common shares. Stock options granted under the plan may be subject to vesting provisions as determined by the Board of Directors.

 

The movements in stock options during the six months ended June 30, 2023 and year ended December 31, 2022 are summarized as follows:

 

 

 

Number

 

 

Weighted average exercise price

 

Balance as at December 31, 2021

 

 

 45,140,000

 

 

 $ 0.44

 

Options granted

 

 

 16,010,000

 

 

 

 0.26

 

Options expired

 

 

 (13,146,250 )

 

 

 0.63

 

Options forfeited

 

 

 (1,631,250 )

 

 

 0.31

 

Balance as at December 31, 2022

 

 

 46,372,500

 

 

 $ 0.37

 

Options granted

 

 

 16,335,000

 

 

 

 0.19

 

Options expired/cancelled

 

 

 (8,680,000 )

 

 

 0.48

 

Options forfeited

 

 

 (1,192,500 )

 

 

 0.25

 

Balance as at June 30, 2023

 

 

 52,835,000

 

 

 $ 0.30

 

 

The following table summarizes information about the stock options outstanding as at June 30, 2023:

 

 

 

Options Outstanding

 

 

Options Exercisable

 

Exercise

price

 

Number of

options

 

 

Weighted average exercise price

($ per share)

 

 

Weighted average remaining life (years)

 

 

Number of

options

 

 

Weighted average exercise price

($ per share)

 

 

Weighted average remaining life (years)

 

0.19- 0.25

 

 

 20,672,500

 

 

 $ 0.20

 

 

 

 4.09

 

 

 

 8,158,750

 

 

 $ 0.22

 

 

 

 3.28

 

0.26- 0.50

 

 

 32,162,500

 

 

 $ 0.36

 

 

 

 2.19

 

 

 

 29,293,750

 

 

 $ 0.36

 

 

 

 2.05

 

 

 

 

 52,835,000

 

 

 $ 0.30

 

 

 

 2.93

 

 

 

 37,452,500

 

 

 $ 0.33

 

 

 

 2.32

 

 

 
20

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

14. SHARE CAPITAL (continued)

 

During the six months ended June 30, 2023, there were 16,335,000 (June 30, 2022 –14,835,000) stock options granted with an aggregate fair value at the date of grant of $1,640,100 (June 30, 2022 - $3,975,750), or a weighted average fair value of $0.10 per option (June 30, 2022 – $0.14). As at June 30, 2023, 15,382,500 (June 30, 2022 – 13,611,250) stock options remain unvested with an aggregate grant date fair value of $1,655,620 (June 30, 2022 - $2,119,599).

 

Certain stock options granted were directly attributable to exploration and evaluation expenditures on mineral properties and were therefore capitalized to mineral properties. In addition, certain stock options were subject to vesting provisions. These two factors result in differences between the aggregate fair value of stock options granted and total share-based payments expensed during the periods. As at June 30, 2023, share-based payments expense is comprised of stock options $1,071,142, restricted share units (“RSUs”) $198,183, deferred share units (“DSUs”) $108,371, and performance share units (“PSUs”) $178,256, and is classified within the financial statements as follows:

 

 

 

For the three months ended

June 30,

 

 

For the six months ended June

June 30,

 

Statements of Net Loss:

 

2023

 

 

2022

 

 

2023

 

 

2022

 

General and administration

 

$

 354

 

 

$

 331

 

 

 $ 728

 

 

 $ 840

 

Exploration and evaluation

 

 

 19

 

 

 

 12

 

 

 

 25

 

 

 

 32

 

Investor relations and marketing communications

 

 

 19

 

 

 

 36

 

 

 

 71

 

 

 

 102

 

Corporate development and due diligence

 

 

 67

 

 

 

 37

 

 

 

 139

 

 

 

 98

 

Subtotal

 

$

 459

 

 

$

 416

 

 

 $ 963

 

 

 $ 1,072

 

Statements of Financial Position:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mineral Properties

 

 

 243

 

 

 

 251

 

 

 

 593

 

 

 

 648

 

Total

 

$

 702

 

 

$

 667

 

 

 $ 1,556

 

 

 $ 1,720

 

 

The grant date fair value of the stock options recognized in the period has been estimated using the Black-Scholes option pricing model with the following weighted average assumptions:

 

 

 

Six months ended

 June 30, 2023

 

 

Year ended

December 31, 2022

 

Risk-free interest rate

 

 

 3.24 %

 

 

 1.87 %

Share price at grant date (in dollars)

 

 $0.19

 

 

 $0.27

 

Exercise price (in dollars)

 

 $0.19

 

 

 $0.27

 

Expected life (years)

 

5.00 years

 

 

5.00 years

 

Expected volatility (1)

 

 

 65.25 %

 

 

 63.97 %

Forfeiture rate

 

 

 7.50 %

 

 

 7.50 %

Expected dividend yield

 

Nil

 

 

Nil

 

 

 

(1)

The computation of expected volatility was based on the Company’s historical price volatility, over a period which approximates the expected life of the option.

 

 
21

 

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

14. SHARE CAPITAL (continued)

 

e)         Restricted Share Units

 

During the six months ended June 30, 2023, the Company granted 2,817,045 (June 30, 2022 – 1,090,000) RSUs under its share-based compensation plan to the Company’s executive officers as part of the Company’s long-term incentive plan (“LTIP”). Unless otherwise stated, the awards typically have a graded vesting schedule over a three-year period and will be settled in equity upon vesting.

 

During the six months ended June 30, 2023, the Company issued 539,998 (June 30, 2022 – 283,332) common shares pursuant to the exercise of RSUs for an aggregate settlement value of $176,921.

 

The associated compensation cost, which is based on the underlying share price on the date of grant, is recorded as share-based payments expense against share-based payment reserve.

 

The following table summarizes the changes in RSU’s for the six months ended June 30, 2023:

 

 

 

Number

 

 

Weighted average

 fair value

 

Balance as at December 31, 2021

 

 

 1,550,000

 

 

 $ 0.40

 

RSUs granted

 

 

 1,090,000

 

 

 

 0.25

 

RSUs settled

 

 

 (516,664 )

 

 

 0.40

 

RSUs forfeited

 

 

 (233,334 )

 

 

 0.40

 

Balance as at December 31, 2022

 

 

 1,890,002

 

 

 $ 0.31

 

RSUs granted

 

 

 2,817,045

 

 

 

 0.18

 

RSUs settled

 

 

 (539,998 )

 

 

 0.33

 

RSUs forfeited

 

 

 (330,002 )

 

 

 0.30

 

Balance as at June 30, 2023

 

 

 3,837,047

 

 

 $ 0.21

 

 

f)          Deferred Share Units

 

During the six months ended June 30, 2023, the company granted 450,000 (June 30, 2022- 356,000) DSUs under its share-based compensation plan to a director as part of the Company’s LTIP. DSUs have a graded vesting schedule over an 18-month period and will be settled in equity upon vesting.

 

The associated compensation cost, which is based on the underlying share price on the date of grant, is recorded as share-based payments expense against share-based payment reserve.

 

 

 

Number

 

 

Weighted average

 fair value

 

Balance as at December 31, 2021

 

 

 303,000

 

 

 $ 0.36

 

DSUs granted

 

 

 356,000

 

 

 

 0.26

 

Balance as at December 31, 2022

 

 

 659,000

 

 

 $ 0.30

 

DSUs granted

 

 

 450,000

 

 

 

 0.18

 

Balance as at June 30, 2023

 

 

 1,109,000

 

 

 $ 0.25

 

 

 
22

 

  

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

14. SHARE CAPITAL (continued)

 

g)         Performance Share Units

 

During the six months ended June 30, 2023, the Company granted 4,900,000 PSUs (June 30, 2022 – nil) under the Plan to certain executives as part of the Company’s LTIP. The amount of shares ultimately to be issued will vary from a factor of 0 to 2 based on the number of PSUs granted, depending on the Company’s share performance as compared to the share performance of a selected group of peer companies.

 

The estimated value of the PSUs is determined at the grant date using a Monte Carlo simulation model. The model is based on several assumptions, including the share price volatility of the Company’s stock, as well as the volatility of the selected group of peer companies and the correlation of returns between the peer group and the Company.

 

The following table summarizes the changes in PSUs for the six months ended June 30, 2023:

 

 

 

Number

 

 

Weighted average fair value

 

Balance as at December 31, 2021

 

 

 -

 

 

 $ -

 

PSUs granted

 

 

 1,913,000

 

 

 

 0.24

 

Balance as at December 31, 2022

 

 

 1,913,000

 

 

 $ 0.24

 

PSUs granted – February 14, 2023

 

 

 4,900,000

 

 

 

 0.22

 

Balance as at June 30, 2023

 

 

 6,813,000

 

 

 $ 0.23

 

 

 
23

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

15. OPERATING EXPENSES

 

Operating expenses by nature, which map to the Company’s functional operating expense categories presented in the consolidated statements of net loss and comprehensive loss, are as follows:

 

 

 

For the three months ended June 30, 2023

 

 

 

General and administration

 

 

Exploration and evaluation

 

 

Investor relations and marketing communications

 

 

Corporate development and due diligence

 

 

Total

 

Administrative and office

 

 $ 88

 

 

 $ 31

 

 

 $ 7

 

 

 $ 4

 

 

 $ 130

 

Consultants

 

 

 114

 

 

 

 6

 

 

 

 -

 

 

 

 165

 

 

 

 285

 

Depreciation (non-cash)

 

 

 76

 

 

 

 33

 

 

 

 -

 

 

 

 -

 

 

 

 109

 

Directors’ fees

 

 

 79

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 79

 

Investor relations and marketing communications

 

 

 -

 

 

 

 1

 

 

 

 131

 

 

 

 -

 

 

 

 132

 

Professional fees

 

 

 412

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 412

 

Salaries

 

 

 323

 

 

 

 51

 

 

 

 93

 

 

 

 53

 

 

 

 520

 

Share-based payments

(non-cash) (Note 11(d))

 

 

 354

 

 

 

 19

 

 

 

 19

 

 

 

 67

 

 

 

 459

 

Transfer agent and filing fees

 

 

 28

 

 

 

 -

 

 

 

 42

 

 

 

 -

 

 

 

 70

 

Travel and accommodation

 

 

 4

 

 

 

 5

 

 

 

 30

 

 

 

 -

 

 

 

 39

 

Operating expenses total

 

 $ 1,478

 

 

 $ 146

 

 

 $ 322

 

 

 $ 289

 

 

 $ 2,235

 

 

 

 

For the three months ended June 30, 2022

 

 

 

General and administration

 

 

Exploration and evaluation

 

 

Investor relations and marketing communications

 

 

Corporate development and due diligence

 

 

Total

 

Administrative and office

 

 $ 94

 

 

$

 19

 

 

 $ 9

 

 

 $ -

 

 

 $ 122

 

Consultants

 

 

 155

 

 

 

 4

 

 

 

 4

 

 

 

 -

 

 

 

 163

 

Depreciation (non-cash)

 

 

 45

 

 

 

 58

 

 

 

 -

 

 

 

 -

 

 

 

 103

 

Directors’ fees

 

 

 72

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 72

 

Investor relations and marketing communications

 

 

 -

 

 

 

 2

 

 

 

 239

 

 

 

 4

 

 

 

 245

 

Professional fees

 

 

 163

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 163

 

Salaries

 

 

 299

 

 

 

 104

 

 

 

 88

 

 

 

 47

 

 

 

 537

 

Share-based payments (non-cash) (Note 11(d))

 

 

 331

 

 

 

 11

 

 

 

 36

 

 

 

 36

 

 

 

 414

 

Transfer agent and filing fees

 

 

 (50 )

 

 

 -

 

 

 

 14

 

 

 

 -

 

 

 

 (38 )

Travel and accommodation

 

 

 8

 

 

 

 5

 

 

 

 73

 

 

 

 4

 

 

 

 90

 

Operating expenses total

 

 $ 1,115

 

 

 $ 203

 

 

 $ 463

 

 

 $ 92

 

 

 $ 1,873

 

Impairment of non-current assets (non-cash)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 7,424

 

Loss from operational activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 $ 9,300

 

 

 
24

 

 

  

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

15. OPERATING EXPENSES (Continued)

 

 

 

For the six months ended June 30, 2023

 

 

 

General and administration

 

 

Exploration and evaluation

 

 

Investor relations and marketing communications

 

 

Corporate development and due diligence

 

 

Total

 

Administrative and office

 

 $ 174

 

 

 $ 59

 

 

 $ 13

 

 

 $ 14

 

 

 $ 260

 

Consultants

 

 

 167

 

 

 

 24

 

 

 

 -

 

 

 

 130

 

 

 

 321

 

Depreciation (non-cash)

 

 

 204

 

 

 

 33

 

 

 

 -

 

 

 

 -

 

 

 

 237

 

Directors fees

 

 

 149

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 149

 

Investor relations and marketing communications

 

 

 -

 

 

 

 3

 

 

 

 342

 

 

 

 5

 

 

 

 350

 

Professional fees

 

 

 662

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 662

 

Salaries

 

 

 983

 

 

 

 95

 

 

 

 179

 

 

 

 83

 

 

 

 1,340

 

Share-based payments (non-cash) (Note 11(d))

 

 

 728

 

 

 

 25

 

 

 

 71

 

 

 

 139

 

 

 

 963

 

Transfer agent and filing fees

 

 

 102

 

 

 

 -

 

 

 

 42

 

 

 

 -

 

 

 

 144

 

Travel and accommodation

 

 

 9

 

 

 

 12

 

 

 

 50

 

 

 

 1

 

 

 

 72

 

Operating expenses total

 

 $ 3,178

 

 

 $ 251

 

 

 $ 697

 

 

 $ 372

 

 

 $ 4,498

 

 

 

 

For the six months ended June 30, 2022

 

 

 

General and administration

 

 

Exploration and evaluation

 

 

Investor relations and marketing communications

 

 

Corporate development and due diligence

 

 

Total

 

Administrative and office

 

 $ 170

 

 

$

 65

 

 

 $ 11

 

 

 $ -

 

 

 $ 246

 

Consultants

 

 

 249

 

 

 

 9

 

 

 

 4

 

 

 

 -

 

 

 

 261

 

Depreciation (non-cash)

 

 

 89

 

 

 

 113

 

 

 

 -

 

 

 

 -

 

 

 

 202

 

Directors fees

 

 

 155

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 155

 

Investor relations and marketing communications

 

 

 -

 

 

 

 2

 

 

 

 377

 

 

 

 4

 

 

 

 383

 

Professional fees

 

 

 347

 

 

 

 -

 

 

 

 -

 

 

 

 -

 

 

 

 347

 

Salaries

 

 

 614

 

 

 

 126

 

 

 

 171

 

 

 

 95

 

 

 

 1,005

 

Share-based payments (non-cash) (Note 11(d))

 

 

 840

 

 

 

 32

 

 

 

 102

 

 

 

 97

 

 

 

 1,071

 

Transfer agent and filing fees

 

 

 65

 

 

 

 -

 

 

 

 14

 

 

 

 -

 

 

 

 79

 

Travel and accommodation

 

 

 10

 

 

 

 33

 

 

 

 75

 

 

 

 5

 

 

 

 123

 

Operating expenses total

 

 $ 2,540

 

 

 $ 380

 

 

 $ 755

 

 

 $ 202

 

 

 $ 3,877

 

Impairment of non-current assets (non-cash)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 7,424

 

Loss from operational activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 $ 11,301

 

 

 
25

 

  

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

16. SEGMENT INFORMATION

 

The Company operates in a single reportable operating segment, being the acquisition, exploration, development and strategic disposition of its North American mineral properties. Geographic information about the Company’s non-current assets, excluding financial instruments, as at June 30, 2023 and December 31, 2022 is as follows: Canada - $265,945,000 (December 31, 2022 - $251,941,000) and USA $nil (December 31, 2022 - $132,000).

 

17. RELATED PARTY TRANSACTIONS

 

The Company’s related parties consist of the Company’s Directors and Officers, and any companies associated with them.

 

Key management consists of the Directors, Officers and Vice Presidents of the Company. The compensation paid or payable to key management for services during the three and six months ended June 30, 2023 and 2022 is as follows:

 

Service or Item

 

Three months ended June 30

 

 

Six months ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Directors’ fees

 

$

 75

 

 

$

 72

 

 

 $ 145

 

 

 $ 155

 

Salaries and consultants’ fees

 

 

 471

 

 

 

 902

 

 

 

 1,225

 

 

 

 1,416

 

Share-based payments (non-cash)

 

 

 522

 

 

 

 513

 

 

 

 1,097

 

 

 

 1,118

 

Total

 

$

 1,068

 

 

$

 1,487

 

 

 $ 2,467

 

 

 $ 2,689

 

 

18. FAIR VALUE

 

Fair values have been determined for measurement and/or disclosure requirements based on the methods below.

 

The Company characterizes fair value measurements using a hierarchy that prioritizes inputs depending on the degree to which they are observable. The three levels of the fair value hierarchy are as follows:

 

·

 Level 1 fair value measurements are quoted prices (unadjusted) in active markets for identical assets or liabilities;

·

 Level 2 fair value measurements are those derived from inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

·

 Level 3 fair value measurements are those derived from valuation techniques that include significant inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The carrying values of cash and cash equivalents, short term investments, current other receivables, and accounts payable, accrued and other liabilities approximated their fair values because of the short-term nature of these financial instruments. These financial instruments are financial assets and liabilities at amortized cost.

 

The carrying value of investments was based on the quoted market prices of the shares as at June 30, 2023 and was therefore considered to be Level 1.

 

 
26

 

   

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian dollars unless otherwise noted, tabular amounts are expressed in thousands of Canadian dollars except for number of shares and per share amount)

(Unaudited)

 

18. FAIR VALUE (continued)

 

As the Auteco Earn‐In Agreement provides Auteco the right to earn an interest in PC Gold Inc., rather than a direct interest in the Pickle Crow project, Auteco’s option to acquire PC Gold shares is a financial liability of First Mining. As a derivative, the Pickle Crow project option liability is classified as financial liability at FVTPL. The carrying value of the Option - Pickle Crow Gold Project is not based on observable market data and therefore is considered to be Level 3.

 

The fair value of the Option – Pickle Crow Gold Project as at June 30, 2023, was determined by reference to the portion of the estimated fair value of PC Gold Inc. to be given up by the Company with the option for Auteco to earn an additional 10%, net of $3,000,000 proceeds to be received on exercise.

 

The Silver Stream was determined to be a derivative liability, which is classified as a financial liability at FVTPL. The carrying value of the derivative liability was not based on observable market data and involved complex valuation methods and was therefore considered to be Level 3. The following table presents the Company’s fair value hierarchy for financial assets and liabilities that are measured at fair value:

 

 

 

June 30, 2023

 

 

December 31,2022

 

 

 

 

 

 

Fair value measurement

 

 

 

 

 

Fair value measurement

 

 

 

Carrying value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Carrying value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments (Note 4)

 

 $ 2,290

 

 

 $ 2,290

 

 

 $ -

 

 

 $ -

 

 

 $ 184

 

 

 $ 184

 

 

 $ -

 

 

 $ -

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Silver Stream derivative liability (Note 11)

 

 $ 30,092

 

 

 $ -

 

 

 $ -

 

 

 $ 30,092

 

 

 $ 27,171

 

 

 $ -

 

 

 $ -

 

 

 $ 27,171

 

Option – PC Gold (Note 8)

 

 $ 5,216

 

 

 $ -

 

 

 $ -

 

 

 $ 5,216

 

 

 $ 5,216

 

 

 $ -

 

 

 $ -

 

 

 $ 5,216

 

 

 
27