0001477932-21-003073.txt : 20210513 0001477932-21-003073.hdr.sgml : 20210513 20210512180441 ACCESSION NUMBER: 0001477932-21-003073 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20210512 FILED AS OF DATE: 20210513 DATE AS OF CHANGE: 20210512 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVINO SILVER & GOLD MINES LTD CENTRAL INDEX KEY: 0000316888 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35254 FILM NUMBER: 21916509 BUSINESS ADDRESS: STREET 1: 570 GRANVILLE STREET STREET 2: SUITE 900 CITY: VANCOUVER BC CANADA STATE: A1 ZIP: V6C 3P1 BUSINESS PHONE: 6046823701 MAIL ADDRESS: STREET 1: 570 GRANVILLE STREET STREET 2: SUITE 900 CITY: VANCOUVER STATE: A1 ZIP: V6C 3P1 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL AVINO MINES LTD DATE OF NAME CHANGE: 19950607 FORMER COMPANY: FORMER CONFORMED NAME: AVINO MINES & RESOURCES LTD DATE OF NAME CHANGE: 19950607 6-K 1 avino_6k.htm FORM 6-K avino_6k.htm

 

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

  

FORM 6-K

  

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

May, 2021

 

Commission File Number: 001-35254

 

AVINO SILVER & GOLD MINES LTD.

 

 Suite 900, 570 Granville Street, Vancouver, BC V6C 3P1

(Address of principal executive offices)

    

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. ☒ Form 20-F ☐  Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ☐   No ☒

 

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 
 

 

 

SUBMITTED HEREWITH

 

Exhibits:

 

99.1

Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2021 and 2020

99.2

Management Discussion and Analysis

99.3

CEO Certification

99.4

CFO Certification

 

 

2

 

 

SIGNATURES

  

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

AVINO SILVER & GOLD MINES LTD.

(Registrant)

   

Date: May 12, 2021

By:

/s/ Dorothy Chin

Dorothy Chin

Corporate Secretary

 

 

3

EX-99.1 2 avino_ex991.htm CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS avino_ex991.htm

 

EXHIBIT 99.1

 

AVINO SILVER & GOLD MINES LTD.

 

Condensed Consolidated Interim Financial Statements

 

For the three months ended March 31, 2021 and 2020

 

 

 

   

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL REPORTING

 

The condensed consolidated interim financial statements of Avino Silver & Gold Mines Ltd. (the “Company”) are the responsibility of the Company’s management. The condensed consolidated interim financial statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and reflect management’s best estimates and judgments based on information currently available.

 

Management has developed and is maintaining a system of internal controls to ensure that the Company’s assets are safeguarded, transactions are authorized and properly recorded, and financial information is reliable.

 

The Board of Directors is responsible for ensuring that management fulfills its responsibilities. The Audit Committee reviews the results of the annual audit and reviews the condensed consolidated interim financial statements prior to their submission to the Board of Directors for approval.

 

The condensed consolidated interim financial statements as at March 31, 2021, and for the periods ended March 31, 2021 and 2020, have not been audited by the Company’s independent auditors.

 

“David Wolfin”

 

“Nathan Harte”

 

 

 

David Wolfin

 

Nathan Harte, CPA

President & CEO

 

Chief Financial Officer

May 12, 2021

 

May 12, 2021

 

 

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Financial Position

(Expressed in thousands of US dollars)

  

 

 

Note

 

 

March 31,

2021

(unaudited)

 

 

December 31,

2020

 

ASSETS

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

Cash

 

 

 

 

$ 27,030

 

 

$ 11,713

 

Amounts receivable

 

 

 

 

 

668

 

 

 

529

 

Taxes recoverable

 

 

4

 

 

 

5,196

 

 

 

5,044

 

Prepaid expenses and other assets

 

 

 

 

 

 

832

 

 

 

757

 

Inventory

 

 

5

 

 

 

1,734

 

 

 

1,659

 

Total current assets

 

 

 

 

 

 

35,460

 

 

 

19,702

 

Exploration and evaluation assets

 

 

7

 

 

 

10,270

 

 

 

10,052

 

Plant, equipment and mining properties

 

 

9

 

 

 

34,539

 

 

 

34,846

 

Long-term investments

 

 

6

 

 

 

4,277

 

 

 

4,176

 

Other assets

 

 

 

 

 

 

4

 

 

 

4

 

Total assets

 

 

 

 

 

$ 84,550

 

 

$ 68,780

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

 

 

 

$ 2,262

 

 

$ 2,068

 

Amounts due to related parties

 

 

10(b)

 

 

150

 

 

 

154

 

Taxes payable

 

 

 

 

 

 

-

 

 

 

7

 

Current portion of term facility

 

 

11

 

 

 

1,673

 

 

 

2,513

 

Current portion of equipment loans

 

 

 

 

 

 

18

 

 

 

72

 

Current portion of finance lease obligations

 

 

 

 

 

 

137

 

 

 

208

 

Total current liabilities

 

 

 

 

 

 

4,240

 

 

 

5,022

 

Finance lease obligations

 

 

 

 

 

 

262

 

 

 

278

 

Warrant liability

 

 

12

 

 

 

1,530

 

 

 

2,295

 

Reclamation provision

 

 

13

 

 

 

791

 

 

 

808

 

Deferred income tax liabilities

 

 

 

 

 

 

931

 

 

 

1,369

 

Total liabilities

 

 

 

 

 

 

7,754

 

 

 

9,772

 

EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

Share capital

 

 

14

 

 

 

127,325

 

 

 

108,303

 

Equity reserves

 

 

 

 

 

 

10,441

 

 

 

9,951

 

Treasury shares (14,180 shares, at cost)

 

 

 

 

 

 

(97 )

 

 

(97 )

Accumulated other comprehensive loss

 

 

 

 

 

 

(4,716 )

 

 

(4,810 )

Accumulated deficit

 

 

 

 

 

 

(56,157 )

 

 

(54,339 )

Total equity

 

 

 

 

 

 

76,796

 

 

 

59,008

 

Total liabilities and equity

 

 

 

 

 

$ 84,550

 

 

$ 68,780

 

 

Commitments – Note 17

 

Subsequent Events – Note 21

 

Approved by the Board of Directors on May 12, 2021:

 

Gary Robertson

 Director

 

David Wolfin

 Director

 

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

 

 
- 2 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Operations and Comprehensive Loss

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

 

 

 

 

 

 

Three months ended March 31,

 

 

 

Note

 

 

2021

 

 

2020

 

Revenue from mining operations

 

 

15

 

 

$ 29

 

 

$ 7,116

 

Cost of sales

 

 

15

 

 

 

709

 

 

 

6,273

 

Mine operating income (loss)

 

 

 

 

 

 

(680 )

 

 

843

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

 

16

 

 

 

934

 

 

 

808

 

Share-based payments

 

 

14

 

 

 

616

 

 

 

168

 

Loss before other items

 

 

 

 

 

 

(2,230 )

 

 

(133 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

 

 

 

 

22

 

 

 

173

 

Loss on long-term investments

 

 

 

 

 

 

(68 )

 

 

(293 )

Fair value adjustment on warrant liability

 

 

12

 

 

 

788

 

 

 

919

 

Realized loss on warrants exercised

 

 

 

 

 

 

(1,005 )

 

 

-

 

Unrealized foreign exchange gain (loss)

 

 

 

 

 

 

283

 

 

 

(770 )

Finance cost

 

 

 

 

 

 

(21 )

 

 

(87 )

Accretion of reclamation provision

 

 

13

 

 

 

(11 )

 

 

(27 )

Interest expense

 

 

 

 

 

 

(2 )

 

 

(10 )

Loss from continuing operations before income taxes

 

 

 

 

 

 

(2,244 )

 

 

(228 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes:

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax expense

 

 

 

 

 

 

(12 )

 

 

(51 )

Deferred income tax recovery

 

 

 

 

 

 

438

 

 

 

47

 

Income tax recovery (expense)

 

 

 

 

 

 

426

 

 

 

(4 )

Net loss

 

 

 

 

 

 

(1,818 )

 

 

(232 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

Currency translation differences

 

 

 

 

 

 

94

 

 

 

(898 )

Total comprehensive loss

 

 

 

 

 

$ (1,724 )

 

$ (1,130 )

Loss per share

 

 

14(e)

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

$ (0.02 )

 

$ (0.00 )

Diluted

 

 

 

 

 

$ (0.02 )

 

$ (0.00 )

Weighted average number of common shares outstanding

 

 

14(e)

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

96,204,148

 

 

 

77,267,533

 

Diluted

 

 

 

 

 

 

96,204,148

 

 

 

77,267,533

 

 

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

   

 
- 3 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Changes in Equity

(Expressed in thousands of US dollars - Unaudited)

 

 

 

Note

 

 

Number of Common Shares

 

 

Share Capital Amount

 

 

Equity

Reserves

 

 

Treasury Shares

 

 

Accumulated Other Comprehensive Income (Loss)

 

 

Accumulated Deficit

 

 

Total Equity

 

Balance, January 1, 2020

 

 

 

 

 

76,592,388

 

 

$ 96,396

 

 

$ 9,391

 

 

$ (97 )

 

$ (4,563 )

 

$ (47,204 )

 

$ 53,923

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for services

 

 

 

 

 

675,145

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Issuance costs

 

 

 

 

 

-

 

 

 

(84 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(84 )

Options cancelled or expired

 

 

 

 

 

-

 

 

 

-

 

 

 

(194 )

 

 

-

 

 

 

-

 

 

 

194

 

 

 

-

 

Share-based payments

 

 

 

 

 

-

 

 

 

-

 

 

 

168

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

168

 

Net loss for the period

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(232 )

 

 

(232 )

Currency translation differences

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(898 )

 

 

-

 

 

 

(898 )

Balance, March 31, 2020

 

 

 

 

 

77,267,533

 

 

$ 96,312

 

 

$ 9,365

 

 

$ (97 )

 

$ (5,461 )

 

$ (47,242 )

 

$ 52,877

 

Balance, January 1, 2021

 

 

 

 

 

89,568,682

 

 

$ 108,303

 

 

$ 9,951

 

 

$ (97 )

 

$ (4,810 )

 

$ (54,339 )

 

$ 59,008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At the market issuances

 

 

14

 

 

 

9,050,000

 

 

 

17,244

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

17,244

 

Exercise of warrants

 

 

14

 

 

 

912,562

 

 

 

1,724

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,724

 

Exercise of options

 

 

14

 

 

 

264,000

 

 

 

364

 

 

 

(126 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

238

 

Issuance costs

 

 

 

 

 

 

-

 

 

 

(310 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(310 )

Share-based payments

 

 

14

 

 

 

-

 

 

 

-

 

 

 

616

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

616

 

Net loss for the period

 

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,818 )

 

 

(1,818 )

Currency translation differences

 

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

94

 

 

 

-

 

 

 

94

 

Balance, March 31, 2021

 

 

 

 

 

 

99,795,244

 

 

$ 127,325

 

 

$ 10,441

 

 

$ (97 )

 

$ (4,716 )

 

$ (56,157 )

 

$ 76,796

 

 

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

 

 
- 4 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Cash Flows

(Expressed in thousands of US dollars - Unaudited)

  

 

 

 

 

Three months ended March 31,

 

 

 

Note

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

Cash generated by (used in):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Activities

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

$ (1,818 )

 

$ (232 )

Adjustments for non-cash items:

 

 

 

 

 

 

 

 

 

 

 

Deferred income tax recovery

 

 

 

 

 

(438 )

 

 

(47 )

Depreciation and depletion

 

 

 

 

 

492

 

 

 

649

 

Accretion of reclamation provision

 

 

 

 

 

11

 

 

 

27

 

Loss on investments

 

 

 

 

 

68

 

 

 

293

 

Unrealized foreign exchange loss (gain)

 

 

 

 

 

(234 )

 

 

375

 

Unwinding of fair value adjustment

 

 

 

 

 

(7 )

 

 

(17 )

Fair value adjustment on warrant liability

 

 

 

 

 

(788 )

 

 

(919 )

Realized loss on warrants exercised

 

 

 

 

 

1,005

 

 

 

-

 

Share-based payments

 

 

 

 

 

616

 

 

 

168

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,093 )

 

 

297

 

 

 

 

 

 

 

 

 

 

 

 

 

Net change in non-cash working capital items

 

 

18

 

 

 

(152 )

 

 

(870 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,245 )

 

 

(573 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

 

 

 

 

 

Shares and units issued for cash, net of issuance costs

 

 

 

 

 

 

17,892

 

 

 

(84 )

Term facility payments

 

 

 

 

 

 

(833 )

 

 

(833 )

Finance lease payments

 

 

 

 

 

 

(91 )

 

 

(310 )

Equipment loan payments

 

 

 

 

 

 

(54 )

 

 

(54 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,914

 

 

 

(1,281 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

 

 

 

 

 

 

Exploration and evaluation expenditures

 

 

 

 

 

 

(219 )

 

 

(64 )

Additions to plant, equipment and mining properties

 

 

 

 

 

 

(185 )

 

 

(399 )

Proceeds from sale of long-term investments

 

 

 

 

 

 

-

 

 

 

1,255

 

Purchase of long-term investments

 

 

 

 

 

 

-

 

 

 

(1,177 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(404 )

 

 

(385 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in cash

 

 

 

 

 

 

15,265

 

 

 

(2,239 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

 

 

 

 

52

 

 

 

(688 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, Beginning

 

 

 

 

 

 

11,713

 

 

 

9,625

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, Ending

 

 

 

 

 

$ 27,030

 

 

$ 6,698

 

 

Supplementary Cash Flow Information (Note 18)

 

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

   

 
- 5 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

 

1.

NATURE OF OPERATIONS

 

 

 

Avino Silver & Gold Mines Ltd. (the “Company” or “Avino”) was incorporated in 1968 under the laws of the Province of British Columbia, Canada. The Company is engaged in the production and sale of silver, gold, and copper and the acquisition, exploration, and advancement of mineral properties.

 

The Company’s head office and principal place of business is Suite 900, 570 Granville Street, Vancouver, BC, Canada. The Company is a reporting issuer in Canada and the United States, and trades on the Toronto Stock Exchange (“TSX”), the NYSE American, and the Frankfurt and Berlin Stock Exchanges.

 

The Company owns interests in mineral properties located in Durango, Mexico, as well as in British Columbia and the Yukon, Canada. On October 1, 2012, the Company commenced production of silver and gold at levels intended by management at its San Gonzalo Mine, and on July 1, 2015, the Company commenced production of copper, silver, and gold at levels intended by management at its Avino Mine; both mines are located on the historic Avino property in the state of Durango, Mexico.

 

Risks associated with Public Health Crises, including COVID-19

 

The Company’s business, operations and financial condition could be materially adversely affected by the outbreak of epidemics, pandemics or other health crises, such as the outbreak of COVID-19 that was designated as a pandemic by the World Health Organization on March 11, 2020. The international response to the spread of COVID-19 has led to significant restrictions on travel, temporary business closures, quarantines, global stock market volatility and a general reduction in consumer activity. Such public health crises can result in operating, supply chain and project development delays and disruptions, global stock market and financial market volatility, declining trade and market sentiment, reduced movement of people and labour shortages, and travel and shipping disruption and shutdowns, including as a result of government regulation and prevention measures, or a fear of any of the foregoing, all of which could affect commodity prices, interest rates, credit risk and inflation. In addition, the current COVID-19 pandemic, 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 suppliers, contractors and service providers, including smelter and refining service providers, and the demand for the Company’s production.

 

The Company may experience business interruptions, including suspended (whether government mandated or otherwise) or reduced operations relating to COVID-19 and other such events outside of the Company’s control, which could have a material adverse impact on its business, operations and operating results, financial condition and liquidity.

 

As at the date of the condensed consolidated interim financial statements, the duration of the business disruptions internationally and related financial impact of COVID-19 cannot be reasonably estimated. It is unknown whether and how the Company may be affected if the pandemic persists for an extended period of time. In particular, the region in which we operate may not have sufficient public infrastructure to adequately respond or efficiently and quickly recover from such event, which could have a materially adverse effect on the Company’s operations. The Company’s exposure to such public health crises also includes risks to employee health and safety. Should an employee, contractor, community member or visitor become infected with a serious illness that has the potential to spread rapidly, this could place the Company’s workforce at risk.

 

 
- 6 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

2.

BASIS OF PRESENTATION

 

 

 

Statement of Compliance

 

These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 – Interim Financial Reporting under International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”). These unaudited condensed consolidated interim financial statements follow the same accounting policies and methods of application as the most recent annual audited consolidated financial statements of the Company. These unaudited condensed consolidated interim financial statements do not contain all of the information required for full annual consolidated financial statements. Accordingly, these unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s December 31, 2020, annual consolidated financial statements, which were prepared in accordance with IFRS as issued by the IASB.

 

These unaudited condensed consolidated interim financial statements are expressed in US dollars and have been prepared on a historical cost basis except for financial instruments that have been measured at fair value. In addition, these unaudited condensed consolidated interim financial statements have been prepared using the accrual basis of accounting on a going concern basis. The accounting policies set out below have been applied consistently to all periods presented in these unaudited condensed consolidated interim financial statements as if the policies have always been in effect.

 

Significant Accounting Judgments and Estimates

 

The Company’s management makes judgments in its process of applying the Company’s accounting policies to the preparation of its unaudited condensed consolidated interim financial statements. In addition, the preparation of financial data requires that the Company’s management make assumptions and estimates of the impacts on the carrying amounts of the Company’s assets and liabilities at the end of the reporting period from uncertain future events and on the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates as the estimation process is inherently uncertain. Estimates are reviewed on an ongoing basis based on historical experience and other factors that are considered to be relevant under the circumstances. Revisions to estimates and the resulting impacts on the carrying amounts of the Company’s assets and liabilities are accounted for prospectively.

 

The critical judgments and estimates applied in the preparation of the Company’s unaudited condensed consolidated interim financial statements for the three months ended March 31, 2021, are consistent with those applied and disclosed in Note 2 to the Company’s audited consolidated financial statements for the year ended December 31, 2020.

 

 
- 7 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

  

 

Basis of Consolidation

 

The unaudited condensed consolidated interim financial statements include the accounts of the Company and its Mexican subsidiaries as follows:

 

Subsidiary

 

Ownership Interest

 

Jurisdiction

 

Nature of Operations

Oniva Silver and Gold Mines S.A. de C.V.

 

100%

 

Mexico

 

Mexican operations and administration

 

Nueva Vizcaya Mining, S.A. de C.V.

 

100%

 

Mexico

 

Mexican administration

 

Promotora Avino, S.A. de C.V. (“Promotora”)

 

 

79.09%

 

Mexico

 

Holding company

Compañía Minera Mexicana de Avino, S.A. de C.V.  (“Avino Mexico”)

 

98.45% direct

1.22% indirect (Promotora)

99.67% effective

 

Mexico

 

Mining and exploration

  

 

Intercompany balances and transactions, including unrealized income and expenses arising from intercompany transactions, are eliminated in preparing the unaudited condensed consolidated interim financial statements.

 

 

3.

RECENT ACCOUNTING PRONOUNCEMENTS

 

 

 

Application of new and revised accounting standards:

 

Interest Rate Benchmark Reform – Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16)

 

The amendments in Interest Rate Benchmark Reform – Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16) introduce a practical expedient for modifications required by the reform, clarify that hedge accounting is not discontinued solely because of the IBOR reform, and introduce disclosures that allow users to understand the nature and extent of risks arising from the IBOR reform to which the entity is exposed to and how the entity manages those risks as well as the entity’s progress in transitioning from IBORs to alternative benchmark rates, and how the entity is managing this transition.

 

The amendments were applied effective January 1, 2021, and did not have a material impact on the Company’s financial statements.

 

Future Changes in Accounting Policies Not Yet Effective as at March 31, 2021:

 

Property, Plant and Equipment — Proceeds before Intended Use (Amendments to IAS 16)

 

The amendments prohibit deducting from the cost of an item of property, plant and equipment any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognizes the proceeds from selling such items, and the cost of producing those items, in profit or loss. The amendments are applied on or after the first annual reporting period beginning on or after January 1, 2022, with early application permitted. The amendments are applied retrospectively, but only to items of property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after the beginning of the earliest period presented in the financial statements in which the Company first applies the amendments. The Company will recognize the cumulative effect of initially applying the amendments as an adjustment to the opening balance of retained earnings at the beginning of that earliest period presented. This amendment will impact the Company’s accounting for proceeds from mineral sales prior to reaching commercial production at levels intended by management.

  

 
- 8 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

 

The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments are applied on or after the first annual reporting period beginning on or after January 1, 2023, with early adoption permitted. This amendment is not expected to have a material impact on the Company’s financial statements.

 

 

4.

TAXES RECOVERABLE

 

 

 

The Company’s taxes recoverable consist of the Mexican I.V.A. (“VAT”) and income taxes recoverable and Canadian sales taxes (“GST/HST”) recoverable.

  

 

 

March 31,

2021

 

 

December 31,

2020

 

VAT recoverable

 

$ 2,596

 

 

$ 2,328

 

GST recoverable

 

 

26

 

 

 

16

 

Income taxes recoverable

 

 

2,574

 

 

 

2,700

 

 

 

$ 5,196

 

 

$ 5,044

 

 

5.

INVENTORY

 

 

 

March 31,

2021

 

 

December 31,

2020

 

Process material stockpiles

 

$ 394

 

 

$ 373

 

Concentrate inventory

 

 

36

 

 

 

64

 

Materials and supplies

 

 

1,304

 

 

 

1,222

 

 

 

$ 1,734

 

 

$ 1,659

 

  

 

The amount of inventory recognized as an expense for the three months ended March 31, 2021 totalled $709 (March 31, 2020 – $6,273). See Note 15 for further details.

 

 

6.

LONG-TERM INVESTMENTS

 

 

 

The Company classifies its long-term investments as designated at fair value through profit and loss under IFRS 9. Long-term investments are summarized as follows:

  

 

 

Fair Value

December 31,

 

 

 

 

 

Movements in foreign

 

 

Fair value adjustments for

 

 

Fair Value

March 31,

 

 

 

2020

 

 

Net Additions

 

 

exchange

 

 

 the period

 

 

2021

 

Talisker Resources Common Shares

 

$ 4,176

 

 

$ -

 

 

$ 49

 

 

$ (60 )

 

$ 4,165

 

Silver Wolf Exploration Ltd. Common Shares

 

 

-

 

 

 

41

 

 

 

-

 

 

 

(3 )

 

 

38

 

Silver Wolf Exploration Ltd. Warrants

 

 

-

 

 

 

76

 

 

 

-

 

 

 

(2 )

 

 

74

 

 

 

$ 4,176

 

 

$ 117

 

 

$ 49

 

 

$ (65 )

 

$ 4,277

 

 

 
- 9 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

During the three months ended March 31, 2021, the Company received 131,718 common shares as part of the terms in the Option Agreement with Silver Wolf Exploration Ltd,, as well as 300,000 share purchase warrants at an exercise price of C$0.20. Upon acquisition, the fair value of these common shares and share purchase warrants were recorded as “Option Income” as a credit to exploration and evaluation assets (see Note 7). Any subsequent revaluation under IFRS 9 at fair value through profit and loss will be recorded as a gain or loss on long-term investments.

 

See Note 7 for full details of the Option Agreement, and Note 19(d) for valuation methodology for the share purchase warrants.

 

 

7.

EXPLORATION AND EVALUATION ASSETS

 

 

 

The Company has accumulated the following acquisition, exploration and evaluation costs which are not subject to depletion:

  

 

 

Durango, Mexico

 

 

British Columbia & Yukon, Canada

 

 

Total

 

 

 

 

 

 

 

Balance, January 1, 2020

 

$ 9,826

 

 

$ 1

 

 

$ 9,827

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs incurred during 2020:

 

 

 

 

 

 

 

 

 

 

 

 

Drilling and exploration

 

 

146

 

 

 

-

 

 

 

146

 

Assessments and taxes

 

 

83

 

 

 

-

 

 

 

83

 

Effect of movements in exchange rates

 

 

(4 )

 

 

-

 

 

 

(4 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2020

 

$ 10,051

 

 

$ 1

 

 

$ 10,052

 

Costs incurred during 2021:

 

 

 

 

 

 

 

 

 

 

 

 

Drilling and exploration

 

 

289

 

 

 

-

 

 

 

289

 

Assessments and taxes

 

 

45

 

 

 

-

 

 

 

45

 

Effect of movements in exchange rates

 

 

1

 

 

 

-

 

 

 

1

 

Option income

 

 

(117 )

 

 

-

 

 

 

(117 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2021

 

$ 10,269

 

 

$ 1

 

 

$ 10,270

 

 

 
- 10 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

Additional information on the Company’s exploration and evaluation properties by region is as follows:

 

 

 

 

(a)

Durango, Mexico

 

 

 

 

 

The Company’s subsidiary Avino Mexico owns 42 mineral claims and leases four mineral claims in the state of Durango, Mexico. The Company’s mineral claims in Mexico are divided into the following four groups:

  

 

(i)

Avino mine area property

 

 

 

 

 

The Avino mine area property is situated around the towns of Panuco de Coronado and San Jose de Avino and surrounding the historic Avino mine site. There are four exploration concessions covering 154.4 hectares, 24 exploitation concessions covering 1,284.7 hectares, and one leased exploitation concession covering 98.83 hectares. Within the Avino mine site area is the Company’s San Gonzalo Mine, which achieved production at levels intended by management as of October 1, 2012, and on this date accumulated exploration and evaluation costs were transferred to mining properties.

 

 

 

 

(ii)

Gomez Palacio/Ana Maria property

 

 

 

 

 

The Ana Maria property is located near the town of Gomez Palacio, and consists of nine exploration concessions covering 2,549 hectares, and is also known as the Ana Maria property.

 

Option Agreement – Silver Wolf Exploration Ltd. (formerly Gray Rock Resources Ltd.) (“Silver Wolf”)

 

On March 11, 2021, the Company was informed that Silver Wolf received TSX Venture Exchange approval on the previously-announced entrance into an option agreement to grant Silver Wolf the exclusive right to acquire a 100% interest in the Ana Maria and El Laberinto properties in Mexico (the “Option Agreement”). In exchange, Silver Wolf received Avino share purchase warrants to acquire 300,000 common shares of Silver Wolf at an exercise price of C$0.20 per share for a period of 36 months from the date of the TSX Venture Exchange’s final acceptance of the Option Agreement (the “Approval Date”). In order to exercise the option, Silver Wolf will:

 

 

1.

Issue to Avino a total of C$600 in cash or common shares of Silver Wolf as follows:

 

 

 

 

 

a.

C$50 in common shares of Silver Wolf within 30 days of the Approval Date (received on March 26, 2021 – see Note 6 for details);

 

 

b.

A further C$50 in cash or shares of Silver Wolf at Avino’s discretion on or before the first anniversary of the Approval Date;

 

 

c.

A further C$100 in cash or shares of Silver Wolf at Avino’s discretion on or before the second anniversary of the Approval Date;

 

 

d.

A further C$200 in cash or shares of Silver Wolf at Avino’s discretion on or before the third anniversary of the Approval Date; and

 

 

e.

A further C$200 in cash or shares of Silver Wolf at Avino’s discretion on or before the fourth anniversary of the Approval Date; and

 

 

 

 

 

2.

Incur a total of C$750 in exploration expenditures on the properties, as follows:

 

 

 

 

 

a.

C$50 on or before the first anniversary of the Approval Date;

 

 

b.

A further C$100 on or before the second anniversary of the Approval Date; and

 

 

c.

A further C$600 on or before the fourth anniversary of the Approval Date.

 

 

 

 

 

Under the Option Agreement, the parties intend that the first two year’s payments (C$200 in cash or shares), and first C$150 in exploration work will be firm commitments by Silver Wolf. All share issuances will be based on the average volume weighted trading price of Silver Wolf’s shares on the TSX Venture Exchange for the ten (10) trading days immediately preceding the date of issuance of the shares, and the shares will be subject to resale restrictions under applicable securities legislation for 4 months and a day from their date of issue.

 

 
- 11 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

 

 

(iii)

Santiago Papasquiaro property

 

 

 

 

 

The Santiago Papasquiaro property is located near the village of Santiago Papasquiaro, and consists of four exploration concessions covering 2,552.6 hectares and one exploitation concession covering 602.9 hectares.

 

 

 

 

(iv)

Unification La Platosa properties

 

 

 

 

 

The Unification La Platosa properties, consisting of three leased concessions in addition to the leased concession described in note (i) above, are situated within the Avino mine area property near the towns of Panuco de Coronado and San Jose de Avino and surrounding the Avino Mine.#

 

In February 2012, the Company’s wholly-owned Mexican subsidiary entered into a new agreement with Minerales de Avino, S.A. de C.V. (“Minerales”) whereby Minerales has indirectly granted to the Company the exclusive right to explore and mine the La Platosa property known as the “ET zone”. The ET zone includes the Avino Mine, where production at levels intended by management was achieved on July 1, 2015.

 

Under the agreement, the Company has obtained the exclusive right to explore and mine the property for an initial period of 15 years, with the option to extend the agreement for another 5 years. In consideration of the granting of these rights, the Company issued 135,189 common shares with a fair value of C$250 during the year ended December 31, 2012.

 

The Company has agreed to pay to Minerales a royalty equal to 3.5% of net smelter returns (“NSR”). In addition, after the start of production, if the minimum monthly processing rate of the mine facilities is less than 15,000 tonnes, then the Company must pay to Minerales a minimum royalty equal to the applicable NSR royalty based on the processing at a monthly rate of 15,000 tonnes.

 

Minerales has also granted to the Company the exclusive right to purchase a 100% interest in the property at any time during the term of the agreement (or any renewal thereof), upon payment of $8 million within 15 days of the Company’s notice of election to acquire the property. The purchase would be subject to a separate purchase agreement for the legal transfer of the property.

  

 

(b)

British Columbia, Canada

 

 

(i)

Minto and Olympic-Kelvin properties

 

 

 

 

 

The Company’s mineral claims in British Columbia encompass two additional properties, Minto and Olympic-Kelvin, each of which consists of 100% owned Crown-granted mineral claims located in the Lillooet Mining Division.

  

 

(c)

Yukon, Canada

 

 

 

 

 

The Company has a 100% interest in 14 quartz leases located in the Mayo Mining Division of Yukon, Canada, which collectively comprise the Eagle property.

  

8.

NON-CONTROLLING INTEREST

 

 

 

At March 31, 2021, the Company had an effective 99.67% (December 31, 2020 - 99.67%) interest in its subsidiary Avino Mexico and the remaining 0.33% (December 31, 2020 - 0.33%) interest represents a non-controlling interest. The accumulated deficit and current period income attributable to the non-controlling interest are insignificant and accordingly have not been recognized in the unaudited condensed consolidated interim financial statements.

  

 
- 12 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

       

9.

PLANT, EQUIPMENT AND MINING PROPERTIES

  

 

 

Mining

properties

 

 

Office equipment, furniture, and fixtures

 

 

Computer equipment

 

 

Mine machinery and transportation equipment

 

 

Mill machinery and processing equipment

 

 

Buildings and construction in process

 

 

Total

 

 

 

$

 

 

$

 

 

$

 

 

 $

 

 

$

 

 

 $

 

 

$

 

COST

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

 

 

13,637

 

 

 

524

 

 

 

341

 

 

 

12,919

 

 

 

17,554

 

 

 

9,287

 

 

 

54,262

 

Additions / Transfers

 

 

(493 )

 

 

34

 

 

 

6

 

 

 

36

 

 

 

(71 )

 

 

1,976

 

 

 

1,488

 

Effect of movements in exchange rates

 

 

5

 

 

 

5

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

10

 

Balance at December 31, 2020

 

 

13,149

 

 

 

563

 

 

 

347

 

 

 

12,955

 

 

 

17,483

 

 

 

11,263

 

 

 

55,760

 

Additions / Transfers

 

 

53

 

 

 

7

 

 

 

3

 

 

 

-

 

 

 

-

 

 

 

103

 

 

 

166

 

Effect of movements in exchange rates

 

 

3

 

 

 

4

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

14

 

 

 

21

 

Balance at March 31, 2021

 

 

13,205

 

 

 

574

 

 

 

350

 

 

 

12,955

 

 

 

17,483

 

 

 

11,380

 

 

 

55,947

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ACCUMULATED DEPLETION AND DEPRECIATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

 

 

8,066

 

 

 

84

 

 

 

213

 

 

 

4,854

 

 

 

4,013

 

 

 

1,374

 

 

 

18,604

 

Additions / Transfers

 

 

577

 

 

 

103

 

 

 

43

 

 

 

53

 

 

 

1,284

 

 

 

250

 

 

 

2,310

 

Effect of movements in exchange rates

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Balance at December 31, 2020

 

 

8,643

 

 

 

187

 

 

 

256

 

 

 

4,907

 

 

 

5,297

 

 

 

1,624

 

 

 

20,914

 

Additions / Transfers

 

 

55

 

 

 

26

 

 

 

10

 

 

 

13

 

 

 

324

 

 

 

66

 

 

 

494

 

Effect of movements in exchange rates

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Balance at March 31, 2021

 

 

8,698

 

 

 

213

 

 

 

266

 

 

 

4,920

 

 

 

5,621

 

 

 

1,690

 

 

 

21,408

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET BOOK VALUE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At March 31, 2021

 

 

4,507

 

 

 

361

 

 

 

84

 

 

 

8,035

 

 

 

11,862

 

 

 

9,690

 

 

 

34,539

 

At December 31, 2020

 

 

4,506

 

 

 

376

 

 

 

91

 

 

 

8,048

 

 

 

12,186

 

 

 

9,639

 

 

 

34,846

 

At January 1, 2020

 

 

5,571

 

 

 

440

 

 

 

128

 

 

 

8,065

 

 

 

13,541

 

 

 

7,913

 

 

 

35,658

 

 

 

Included in Buildings above are assets under construction of $5,739 as at March 31, 2021 (December 31, 2020 - $5,327) on which no depreciation was charged in the periods then ended. Once the assets are put into service, they will be transferred to the appropriate class of plant, equipment and mining properties.

 

As at March 31, 2021, plant, equipment and mining properties included a net carrying amount of $442 (December 31, 2020 - $442) for mining equipment under equipment loan, and $1,007 (December 31, 2020 - $1,087 for mining equipment and right of use assets under finance lease.

 

 
- 13 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

  

10.

RELATED PARTY TRANSACTIONS AND BALANCES

 

 

 

All related party transactions are recorded at the exchange amount which is the amount agreed to by the Company and the related party.

  

 

(a)

Key management personnel

 

 

 

 

 

The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel for the three months ended March 31, 2021 and 2020 is as follows:

 

 

 

Three months ended March 31,

 

 

 

2021

 

 

2020

 

Salaries, benefits, and consulting fees

 

$ 235

 

 

$ 170

 

Share‐based payments

 

 

488

 

 

 

187

 

 

 

$ 723

 

 

$ 357

 

 

 

(b)

Amounts due to/from related parties

 

 

 

 

 

In the normal course of operations the Company transacts with companies related to Avino’s directors or officers. All amounts payable and receivable are non-interest bearing, unsecured and due on demand. The following table summarizes the amounts were due to related parties:

  

 

 

March 31,

2021

 

 

December 31,

2020

 

Oniva International Services Corp.

 

$ 108

 

 

$ 106

 

Directors

 

 

42

 

 

 

48

 

 

 

$ 150

 

 

$ 154

 

 

 

(c)

Other related party transactions

 

 

 

 

 

The Company has a cost sharing agreement with Oniva International Services Corp. (“Oniva”) for office and administration services. Pursuant to the cost sharing agreement, the Company will reimburse Oniva for the Company’s percentage of overhead and corporate expenses and for out-of-pocket expenses incurred on behalf of the Company. David Wolfin, President & CEO, and a director of the Company, is the sole owner of Oniva. The cost sharing agreement may be terminated with one-month notice by either party without penalty.

  

 
- 14 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

 

 

The transactions with Oniva during the three months ended March 31, 2021 and 2020 are summarized below:

    

 

 

March 31,

2021

 

 

March 31,

2020

 

Salaries and benefits

 

$ 191

 

 

$ 181

 

Office and miscellaneous

 

 

105

 

 

 

96

 

 

 

$ 296

 

 

$ 277

 

   

 

For services provided to the Company as President and Chief Executive Officer, the Company pays Intermark Capital Corporation (“ICC”), a company controlled by David Wolfin, the Company’s president and CEO and also a director, for consulting services. For the three months ended March 31, 2021, the Company paid $59 (March 31, 2020 - $56) to ICC.

 

 

11.

TERM FACILITY

 

 

 

In July 2015, the Company entered into a ten million dollar term facility with Samsung C&T U.K. Limited (“Samsung”). Interest is charged on the facility at a rate of US dollar LIBOR (3 month) plus 4.75%. The agreement was later amended in 2018 to extend the repayment period and modify the monthly payments. Other material terms of the facility remained unchanged. The Company is currently repaying the remaining balance in monthly instalments of $278 ending September 2021, with 6 remaining payments as at March 31, 2021. The Company is committed to selling Avino Mine concentrate on an exclusive basis to Samsung until December 31, 2024.

 

The facility is secured by the concentrates produced under the agreement and by 33% of the common shares of the Company’s wholly-owned subsidiary Compañía Minera Mexicana de Avino, S.A. de C.V.. The facility with Samsung relates to the sale of concentrates produced from the Avino Mine only.

 

The continuity of the term facility with Samsung is as follows:

  

 

 

March 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Balance at beginning of the period

 

$ 2,513

 

 

$ 5,897

 

Repayments

 

 

(833 )

 

 

(3,333 )

Unwinding of fair value adjustment

 

 

(7 )

 

 

(51 )

Balance at end of the period

 

 

1,673

 

 

 

2,513

 

Less: Current portion

 

 

(1,673 )

 

 

(2,513 )

Non-current portion

 

$ -

 

 

$ -

 

 

 
- 15 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

    

12.

WARRANT LIABILITY

 

 

 

The Company’s warrant liability arises as a result of the issuance of warrants exercisable in US dollars. As the denomination is different from the Canadian dollar functional currency of the entity issuing the underlying shares, the Company recognizes a derivative liability for these warrants and re-measures the liability at the end of each reporting period using the Black-Scholes model. Changes in respect of the Company’s warrant liability are as follows:

 

 

 

March 31,

2021

 

 

December 31,

2020

 

Balance at beginning of the period

 

$ 2,295

 

 

$ 1,579

 

Fair value adjustment

 

 

(788 )

 

 

650

 

Effect of movement in exchange rates

 

 

23

 

 

 

66

 

Balance at end of the period

 

$ 1,530

 

 

$ 2,295

 

 

 

Continuity of warrants during the periods is as follows:

 

 

 

Underlying

Shares

 

 

Weighted Average Exercise Price

 

Warrants outstanding and exercisable, January 1, 2020

 

 

7,639,968

 

 

$ 0.79

 

Exercised

 

 

(4,195,072 )

 

$ 0.80

 

Exercised

 

 

(464,122 )

 

C$

0.85

 

Warrants outstanding and exercisable, December 31, 2020

 

 

2,980,774

 

 

$ 0.80

 

Exercised

 

 

(912,562 )

 

$ 0.80

 

Warrants outstanding and exercisable, March 31, 2021

 

 

2,068,212

 

 

$ 0.80

 

 

 

 

 

 

All Warrants

Outstanding and Exercisable

 

Expiry Date

 

Exercise Price

per Share

 

 

March 31,

2021

 

 

December 31, 2020

 

September 25, 2023

 

$ 0.80

 

 

 

2,068,212

 

 

 

2,980,774

 

 

 

 

 

 

 

 

2,068,212

 

 

 

2,980,774

 

 

 

As at March 31, 2021, the weighted average remaining contractual life of warrants outstanding was 2.48 years (December 31, 2020 – 2.73 years).

 

Valuation of the warrant liability requires the use of highly subjective estimates and assumptions including the expected stock price volatility. The expected volatility used in valuing warrants is based on volatility observed in historical periods. Changes in the underlying assumptions can materially affect the fair value estimates. The fair value of the warrant liability was calculated using the Black-Scholes model with the following weighted average assumptions and resulting fair values:

  

 

 

March 31,

2021

 

 

December 31,

2020

 

Weighted average assumptions:

 

 

 

 

 

 

Risk-free interest rate

 

 

0.23 %

 

 

0.20 %

Expected dividend yield

 

 

0 %

 

 

0 %

Expected warrant life (years)

 

 

2.49

 

 

 

2.73

 

Expected stock price volatility

 

 

83.12 %

 

 

73.93 %

Weighted average fair value

 

$ 0.74

 

 

$ 0.77

 

 

 

During the three months ended March 31, 2021, the Company recorded a realized loss on the exercise of warrants of $1,005, as result of the exercise of 912,562 warrants for the issuance of 912,562 common shares.

 

 
- 16 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

13.

RECLAMATION PROVISION

 

 

 

Management’s estimate of the reclamation provision at March 31, 2021, is $791 (December 31, 2020 – $808), and the undiscounted value of the obligation is $1,234 (December 31, 2020 – $1,275).

 

The present value of the obligation was calculated using a risk-free interest rate of 5.96% (December 31, 2020 – 5.96%) and an inflation rate of 3.15% (December 31, 2020 – 3.15%). Reclamation activities are estimated to begin in 2023 for the San Gonzalo Mine and in 2041 for the Avino Mine.

 

A reconciliation of the changes in the Company’s reclamation provision is as follows:

 

 

 

March 31,

2021

 

 

December 31,

2020

 

 

 

 

 

 

 

 

Balance at beginning of the period

 

$ 808

 

 

$ 1,524

 

Changes in estimates

 

 

-

 

 

 

(737 )

Unwinding of discount related to continuing operations

 

 

11

 

 

 

99

 

Effect of movements in exchange rates

 

 

(28 )

 

 

(78 )

Balance at end of the period

 

$ 791

 

 

$ 808

 

 

14.

SHARE CAPITAL AND SHARE-BASED PAYMENTS

 

 

(a)

Authorized: Unlimited common shares without par value.

 

 

 

 

(b)

Issued:

 

 

(i)

During the three months ended March 31, 2021, the Company issued 9,050,000 common shares in in at-the-market offering under prospectus supplement for gross proceeds of $17,732. The Company paid a 2.75% cash commission of $488 on gross proceeds, for net proceeds of $17,244, and incurred additional $310 in issuance costs during the period.

 

 

 

 

 

During the three months ended March 31, 2021, the Company issued 912,562 common shares following the exercise of 912,562 warrants. As a result, $1,724 was recorded to share capital, representing cash proceeds of $730, fair value of the warrants on the date of exercise (see Note 12 for valuation methodology of $US denominated warrants) of $1,005, and movements in foreign exchange of $(11).

 

During the three months ended March 31, 2021, the Company issued 264,000 common shares following the exercise of 264,000 options. As a result, $364 was recorded to share capital, representing cash proceeds of $238 and the fair value upon issuance of $126.

 

 

 

 

(ii)

During the year ended December 31, 2020, the Company issued 6,730,054 common shares in an at-the-market offering under prospectus supplement for gross proceeds of $4,940. The Company paid a 3% cash commission of $148 on gross proceeds, for net proceeds of $4,792, and incurred an additional $106 in issuance costs during the period.

 

During the year ended December 31, 2020, the Company issued 4,195,072 common shares following the exercise of 4,195,072 warrants. As a result, $6,112 was recorded to share capital, representing cash proceeds of $3,356, fair value of the warrants on the date of exercise (see Note 12 for valuation methodology for $US denominated warrants) of $2,733, and movements in foreign exchange of $69.

 

During the year ended December 31, 2020, the Company also issued 464,122 common shares following the exercise of 464,122 broker warrants. As a result, $416 was recorded to share capital, representing cash proceeds of $300 and the amount attributed to the warrants upon issuance in 2019, representing $116.

 

 
- 17 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

 

 

During the year ended December 31, 2020, the Company issued 675,145 common shares as settlement of accrued advisory services provided by Cantor Fitzgerald Canada Corporate (“Cantor”) for the completion of the sale of Bralorne. The value of these shares was accrued at December 31, 2019; however, the shares were not issued until January 2020.

 

During the year ended December 31, 2020, the Company issued 48,000 common shares following the exercise of 48,000 options. As a result, $43 was recorded to share capital, representing cash proceeds of $28 and the fair value upon issuance of $15.

 

During the year ended December 31, 2020, the Company issued 863,901 common shares upon exercise of RSUs. As a result, $650 was recorded to share capital.

 

 

 

 

 

(c)

Stock options:

 

 

 

 

 

The Company has a stock option plan to purchase the Company’s common shares, under which it may grant stock options of up to 10% of the Company’s total number of shares issued and outstanding on a non-diluted basis. The stock option plan provides for the granting of stock options to directors, officers, and employees, and to persons providing investor relations or consulting services, the limits being based on the Company’s total number of issued and outstanding shares per year. The stock options vest on the date of grant, except for those issued to persons providing investor relations services, which vest over a period of one year. The option price must be greater than or equal to the discounted market price on the grant date, and the option term cannot exceed ten years from the grant date.

 

Continuity of stock options is as follows:

 

 

 

Underlying

Shares

 

 

Weighted Average Exercise Price (C$)

 

 

 

 

 

 

 

 

Stock options outstanding, January 1, 2020

 

 

2,638,500

 

 

$ 1.82

 

Granted

 

 

1,700,000

 

 

$ 1.64

 

Exercised

 

 

(48,000 )

 

$ 0.79

 

Cancelled / Forfeited

 

 

(807,500 ))

 

$ 1.70

 

Stock options outstanding, December 31, 2020

 

 

3,483,000

 

 

$ 1.77

 

Exercised

 

 

(264,000 )

 

$ 1.16

 

Stock options outstanding, March 31, 2021

 

 

3,219,000

 

 

$ 1.82

 

Stock options exercisable, March 31, 2021

 

 

2,369,000

 

 

$ 1.89

 

 

 

The following table summarizes information about the stock options outstanding and exercisable at March 31, 2021:

 

 

 

 

 

Outstanding

 

 

Exercisable

 

Expiry Date

 

Price (C$)

 

 

Number of Options

 

 

Weighted Average Remaining Contractual Life (Years)

 

 

Number of Options

 

 

Weighted Average Remaining Contractual Life (Years)

 

September 2, 2021

 

$ 2.95

 

 

 

360,000

 

 

 

0.42

 

 

 

360,000

 

 

 

0.42

 

September 20, 2022

 

$ 1.98

 

 

 

880,000

 

 

 

1.47

 

 

 

880,000

 

 

 

1.47

 

August 28, 2023

 

$ 1.30

 

 

 

105,000

 

 

 

2.41

 

 

 

105,000

 

 

 

2.41

 

August 21, 2024

 

$ 0.79

 

 

 

174,000

 

 

 

3.39

 

 

 

174,000

 

 

 

3.39

 

August 4, 2025

 

$ 1.64

 

 

 

1,700,000

 

 

 

4.35

 

 

 

850,000

 

 

 

4.35

 

 

 

 

 

 

 

 

3,219,000

 

 

 

3.01

 

 

 

2,369,000

 

 

 

2.53

 

 

 

During the three months ended March 31, 2021, the Company charged $231 (three months ended March 31, 2020 - $(11)) to operations as share-based payments for the fair value of stock options granted.

 

 
- 18 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

      

 

(d)

Restricted Share Units:

 

 

 

 

 

On April 19, 2018, the Company’s Restricted Share Unit (“RSU”) Plan was approved by its shareholders. The RSU Plan is administered by the Compensation Committee under the supervision of the Board of Directors as compensation to officers, directors, consultants, and employees. The Compensation Committee determines the terms and conditions upon which a grant is made, including any performance criteria or vesting period.

 

Upon vesting, each RSU entitles the participant to receive one common share, provided that the participant is continuously employed with or providing services to the Company. RSUs track the value of the underlying common shares, but do not entitle the recipient to the underlying common shares until such RSUs vest, nor do they entitle a holder to exercise voting rights or any other rights attached to ownership or control of the common shares, until the RSU vests and the RSU participant receives common shares.

 

Continuity of RSUs is as follows:

  

 

 

Underlying

Shares

 

 

Weighted Average Price (C$)

 

 

 

 

 

 

 

 

RSUs outstanding, January 1, 2020

 

 

2,372,875

 

 

$ 0.94

 

Granted

 

 

1,481,000

 

 

$ 1.64

 

Exercised

 

 

(863,901 )

 

$ 0.99

 

Cancelled / Forfeited

 

 

(115,974 )

 

$ 1.00

 

RSUs outstanding, December 31, 2020

 

 

2,874,000

 

 

$ 1.28

 

RSUs outstanding, March 31, 2021

 

 

2,874,000

 

 

$ 1.28

 

 

 

The following table summarizes information about the RSUs outstanding at March 31, 2021:

  

Issuance Date

 

Price (C$)

 

 

Number of RSUs Outstanding

 

August 28, 2018

 

$ 1.31

 

 

 

288,000

 

August 21, 2019

 

$ 0.79

 

 

 

1,105,000

 

August 4, 2020

 

$ 1.64

 

 

 

1,481,000

 

 

 

 

 

 

 

 

2,874,000

 

 

 

During the three months ended March 31, 2021, no RSUs (year ended December 31, 2020 – 1,481,000) were granted. For the RSUs issued in the year ended December 31, 2020, the weighted average fair value at the measurement date was C$1.64, based on the TSX market price of the Company’s shares on the date the RSUs were granted.

 

During the three months ended March 31, 2021, the Company charged $385 (March 31, 2020 - $179) to operations as share-based payments for the fair value of the RSUs vested. The fair value of the RSUs is recognized over the vesting period with reference to vesting conditions and the estimated RSUs expected to vest.

 

 
- 19 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

(e)

Earnings (loss) per share:

 

 

 

 

 

The calculations for basic earnings (loss) per share and diluted earnings (loss) per share are as follows:

  

 

 

Three months ended March 31,

 

 

 

2021

 

 

2020

 

Net loss for the period

 

$ (1,818 )

 

$ (232 )

Basic weighted average number of shares outstanding

 

 

96,204,148

 

 

 

77,267,533

 

Effect of dilutive share options, warrants, and RSUs

 

 

-

 

 

 

-

 

Diluted weighted average number of shares outstanding

 

 

96,204,148

 

 

 

77,267,533

 

Basic loss per share

 

$ (0.02 )

 

$ (0.00 )

Diluted loss per share

 

$ (0.02 )

 

$ (0.00 )

 

15.

REVENUE AND COST OF SALES

 

 

 

The Company’s revenues for the three months ended March 31, 2021 and 2020 are all attributable to Mexico, from shipments of concentrate from the Avino Mine, and processing of Historical Above Ground Stockpiles.

  

 

 

March 31,

2021

 

 

March 31,

2020

 

Concentrate sales

 

$ -

 

 

$ 7,570

 

Provisional pricing adjustments

 

 

29

 

 

 

(454 )

 

 

$ 29

 

 

$ 7,116

 

 

 

Cost of sales consists of changes in inventories, direct costs including personnel costs, mine site costs, energy costs (principally diesel fuel and electricity), maintenance and repair costs, operating supplies, external services, third party transport fees, depreciation and depletion, and other expenses for the periods. Direct costs include the costs of extracting co-products. Stand-by costs consists of care and maintenance costs incurred during the work stoppage at the Avino Mine during the three months ended March 31, 2021.

 

Cost of sales is based on the weighted average cost of inventory sold for the periods and consists of the following:

  

 

 

March 31,

2021

 

 

March 31,

2020

 

Production costs

 

$ -

 

 

$ 5,654

 

Stand-by costs

 

 

246

 

 

 

-

 

Depreciation and depletion

 

 

463

 

 

 

619

 

 

 

$ 709

 

 

$ 6,273

 

 

 
- 20 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

16.

GENERAL AND ADMINISTRATIVE EXPENSES

 

 

 

General and administrative expenses on the condensed consolidated interim statements of operations consist of the following:

  

 

 

March 31,

2021

 

 

March 31,

2020

 

Salaries and benefits

 

$ 337

 

 

$ 370

 

Office and miscellaneous

 

 

156

 

 

 

49

 

Management and consulting fees

 

 

155

 

 

 

122

 

Investor relations

 

 

24

 

 

 

50

 

Travel and promotion

 

 

8

 

 

 

32

 

Professional fees

 

 

143

 

 

 

86

 

Directors fees

 

 

42

 

 

 

39

 

Regulatory and compliance fees

 

 

40

 

 

 

30

 

Depreciation

 

 

29

 

 

 

30

 

 

 

$ 934

 

 

$ 808

 

 

17.

COMMITMENTS

 

 

 

The Company has a cost sharing agreement to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on Oniva’s total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in Note 10.

 

The Company and its subsidiaries have various operating lease agreements for their office premises, use of land, and equipment. Commitments in respect of these lease agreements are as follows:

 

 

 

March 31,

2021

 

 

December 31,

2020

 

Not later than one year

 

$ 245

 

 

$ 20

 

Later than one year and not later than five years

 

 

13

 

 

 

14

 

Later than five years

 

 

2

 

 

 

3

 

 

 

$ 260

 

 

$ 37

 

  

 

Office lease payments recognized as an expense during the three months ended March 31, 2021, totalled $12 (March 31, 2020 - $11).

 

 

18.

SUPPLEMENTARY CASH FLOW INFORMATION

 

 

 

March 31,

2021

 

 

March 31,

2020

 

Net change in non-cash working capital items:

 

 

 

 

 

 

Inventory

 

$ (74 )

 

$ 141

 

Prepaid expenses and other assets

 

 

(68 )

 

 

81

 

Taxes recoverable

 

 

(165 )

 

 

(62 )

Taxes payable

 

 

(7 )

 

 

(46 )

Accounts payable and accrued liabilities

 

 

308

 

 

 

(1,578 )

Amounts receivable

 

 

(140 )

 

 

709

 

Other liabilities

 

 

-

 

 

 

(140 )

Amounts due to related parties

 

 

(6 )

 

 

(25 )

 

 

$ (152 )

 

$ (870 )

 

 
- 21 -

 

   

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

 

March 31,

2021

 

 

March 31,

2020

 

Interest paid

 

$ 34

 

 

$ 129

 

Taxes paid

 

$ 136

 

 

$ 188

 

Equipment acquired under finance leases and equipment loans

 

$ -

 

 

$ -

 

 

19.

FINANCIAL INSTRUMENTS

 

 

 

The fair values of the Company’s amounts due to related parties and accounts payable approximate their carrying values because of the short-term nature of these instruments. Cash, amounts receivable, long-term investments, and warrant liability are recorded at fair value. The carrying amounts of the Company’s term facility, equipment loans, and finance lease obligations are a reasonable approximation of their fair values based on current market rates for similar financial instruments.

 

The Company’s financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

  

 

(a)

Credit Risk

 

 

 

 

 

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company has exposure to credit risk through its cash, long-term investments and amounts receivable. The Company manages credit risk, in respect of cash and short-term investments, by maintaining the majority of cash and short-term investments at highly rated financial institutions.

 

The Company is exposed to a significant concentration of credit risk with respect to its trade accounts receivable balance because all of its concentrate sales are with one (December 31, 2020 – three) counterparty (see Note 20). However, the Company has not recorded any allowance against its trade receivables because to-date all balances owed have been settled in full when due (typically within 60 days of submission) and because of the nature of the counterparties.

 

The Company’s maximum exposure to credit risk at the end of any period is equal to the carrying amount of these financial assets as recorded in the unaudited condensed consolidated interim statement of financial position. At March 31, 2021, no amounts were held as collateral.

 

 

 

 

(b)

Liquidity Risk

 

 

 

 

 

Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by its operating, investing and financing activities. The Company had cash at March 31, 2021, in the amount of $27,030 and working capital of $31,220 in order to meet short-term business requirements. Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms. The current portions of term facility, equipment loans, and finance lease obligations are due within 12 months of the condensed consolidated interim statement of financial position date. Amounts due to related parties are without stated terms of interest or repayment.

  

 
- 22 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

  

 

 

The maturity profiles of the Company’s contractual obligations and commitments as at March 31, 2021, are summarized as follows:

  

 

 

Total

 

 

Less Than

1 Year

 

 

1-5 years

 

 

More Than 5 Years

 

Accounts payable and accrued liabilities

 

$ 2,262

 

 

$ 2,262

 

 

$ -

 

 

$ -

 

Amounts due to related parties

 

 

150

 

 

 

150

 

 

 

-

 

 

 

-

 

Minimum rental and lease payments

 

 

30

 

 

 

15

 

 

 

13

 

 

 

2

 

Term facility

 

 

1,691

 

 

 

1,691

 

 

 

-

 

 

 

-

 

Equipment loans

 

 

19

 

 

 

19

 

 

 

-

 

 

 

-

 

Finance lease obligations

 

 

430

 

 

 

151

 

 

 

279

 

 

 

-

 

Total

 

$ 4,582

 

 

$ 4,288

 

 

$ 292

 

 

$ 2

 

 

 

(c)

Market Risk

 

 

 

 

 

Market risk consists of interest rate risk, foreign currency risk and price risk. These are discussed further below.

 

Interest Rate Risk

 

Interest rate risk consists of two components:

 

 

(i)

To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.

 

 

 

 

(ii)

To the extent that changes in prevailing market rates differ from the interest rates on the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.

 

 

 

 

In management’s opinion, the Company is exposed to interest rate risk primarily on its outstanding term facility, as the interest rate is subject to floating rates of interest. A 10% change in the interest rate would not a result in a material impact on the Company’s operations.

 

Foreign Currency Risk

 

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and Canadian dollars:

  

 

 

March 31, 2021

 

 

December 31, 2020

 

 

 

MXN

 

 

CDN

 

 

MXN

 

 

CDN

 

Cash

 

$ 9,230

 

 

$ 2,402

 

 

$ 36,896

 

 

$ 2,831

 

Long-term investments

 

 

-

 

 

 

5,379

 

 

 

-

 

 

 

5,317

 

Reclamation bonds

 

 

-

 

 

 

6

 

 

 

-

 

 

 

6

 

Amounts receivable

 

 

-

 

 

 

33

 

 

 

-

 

 

 

20

 

Accounts payable and accrued liabilities

 

 

(28,547 )

 

 

(396 )

 

 

(22,972 )

 

 

(157 )

Due to related parties

 

 

-

 

 

 

(189 )

 

 

-

 

 

 

(196 )

Finance lease obligations

 

 

(77 )

 

 

(421 )

 

 

(1,543 )

 

 

(448 )

Net exposure

 

 

(19,394 )

 

 

6,814

 

 

 

12,381

 

 

 

7,373

 

US dollar equivalent

 

$ (941 )

 

$ 5,418

 

 

$ 620

 

 

$ 5,791

 

 

 
- 23 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

      

 

 

Based on the net US dollar denominated asset and liability exposures as at March 31, 2021, a 10% fluctuation in the US/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the three months ended March 31, 2021, by approximately $398 (year ended December 31, 2020 - $589). The Company has not entered into any foreign currency contracts to mitigate this risk.

 

Price Risk

 

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk.

 

The Company is exposed to price risk with respect to its amounts receivable, as certain trade accounts receivable are recorded based on provisional terms that are subsequently adjusted according to quoted metal prices at the date of final settlement. Quoted metal prices are affected by numerous factors beyond the Company’s control and are subject to volatility, and the Company does not employ hedging strategies to limit its exposure to price risk. At March 31, 2021, based on outstanding accounts receivable that were subject to pricing adjustments, a 10% change in metals prices would have an impact on net earnings (loss) of approximately $1 (December 31, 2020 - $2).

 

The Company is exposed to price risk with respect to its long-term investments, as these investments are carried at fair value based on quoted market prices. Changes in market prices result in gains or losses being recognized in net income (loss). At March 31, 2021, a 10% change in market prices would have an impact on net earnings (loss) of approximately $428 (December 31, 2020 - $418).

 

The Company’s profitability and ability to raise capital to fund exploration, evaluation and production activities is subject to risks associated with fluctuations in mineral prices. Management closely monitors commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

 

 

 

(d)

Classification of Financial Instruments

 

 

 

 

 

IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

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

 

The following table sets forth the Company’s financial assets and financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as at March 31, 2021:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash

 

$ 27,030

 

 

$ -

 

 

$ -

 

Amounts receivable

 

 

-

 

 

 

668

 

 

 

-

 

Long-term investments

 

 

4,203

 

 

 

-

 

 

 

74

 

Total financial assets

 

$ 31,233

 

 

$ 668

 

 

$ 74

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

 

-

 

 

 

-

 

 

 

(1,530 )

Total financial liabilities

 

$ -

 

 

$ -

 

 

$ (1,530 )

 

 
- 24 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

The Company uses Black-Scholes model to measure its Level 3 financial instruments. As at March 31, 2021, the Company’s Level 3 financial instruments consisted of the Silver Wolf warrants and the warrant liability.

 

For the Company’s warrant liability valuation and fair value adjustments during the years ended December 31, 2020 and 2019, see Note 16 of the consolidated financial statements.

 

The Company’s Level 3 financial assets, which consists of warrants of Silver Wolf that were acquired during the three months ended March 31, 2021 (see Note 6 for long-term investments details and Note 7 for details of the acquisition). The warrants are measured on acquisition and at March 31, 2021, using the following assumptions:

   

 

 

March 31, 2021

 

 

March 11, 2021

 

Weighted average assumptions:

 

 

 

 

 

 

Risk-free interest rate

 

 

0.23 %

 

 

0.26 %

Expected dividend yield

 

 

0 %

 

 

0 %

Expected life (years)

 

 

2.95

 

 

 

3.00

 

Expected stock price volatility

 

 

139.99 %

 

 

129.51 %

Weighted average fair value at grant date

 

C$0.31

 

 

C$0.32

 

 

20.

SEGMENTED INFORMATION

 

 

 

The Company’s revenues for the three months ended March 31, 2021 of $29 (March 31, 2020 - $7,116) are all attributable to Mexico, from shipments of concentrate produced by the Avino Mine and processed material from the Avino Historic Above Ground stockpiles.

 

On the condensed consolidated interim statements of operations, the Company had revenue from the following product mixes:

 

 

 

March 31,

2021

 

 

March 31,

2020

 

 

 

 

 

 

 

 

Silver

 

$ 15

 

 

$ 2,852

 

Gold

 

 

5

 

 

 

2,254

 

Copper

 

 

9

 

 

 

3,803

 

Penalties, treatment costs and refining charges

 

 

-

 

 

 

(1,793 )

 

 

 

 

 

 

 

 

 

Total revenue from mining operations

 

$ 29

 

 

$ 7,116

 

 

 

For the three months ended March 31, 2021, the Company had one customer (March 31, 2020 – three customers) that accounted for total revenues as follows:

  

 

 

March 31,

2021

 

 

March 31,

2020

 

 

 

 

 

 

 

 

Customer #1

 

$ 29

 

 

$ 3,969

 

Customer #2

 

 

-

 

 

 

3,165

 

Customer #3

 

 

-

 

 

 

-

 

Customer #4

 

 

-

 

 

 

-

 

Customer #5

 

 

-

 

 

 

(18 )

 

 

 

 

 

 

 

 

 

Total revenue from mining operations

 

$ 29

 

 

$ 7,116

 

 

 
- 25 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2021 and 2020

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

Geographical information relating to the Company’s non-current assets (other than financial instruments) is as follows:

    

 

 

March 31, 2021

 

 

December 31,

2020

 

Exploration and evaluation assets - Mexico

 

$ 10,269

 

 

$ 10,051

 

Exploration and evaluation assets - Canada

 

 

1

 

 

 

1

 

Total exploration and evaluation assets

 

$ 10,270

 

 

$ 10,052

 

 

 

 

March 31, 2021

 

 

December 31,

2020

 

Plant, equipment, and mining properties - Mexico

 

$ 34,184

 

 

$ 34,475

 

Plant, equipment, and mining properties - Canada

 

 

355

 

 

 

371

 

Total plant, equipment, and mining properties

 

$ 34,539

 

 

$ 34,846

 

 

21.

SUBSEQUENT EVENTS

 

 

 

Warrant Exercises – Subsequent to March 31, 2021, the Company issued 72,800 common shares through the early exercise of share purchase warrants for proceeds of $58 at an average price per share of $0.80.

 

At-The-Market Sales – Subsequent to March 31, 2021, the Company issued 1,000,000 common shares in at-the-market offerings under prospectus supplement for gross proceeds of $1,289. The Company paid a 2.75% cash commission of $35 on gross proceeds, for net proceeds of $1,254.

 

 
- 26 -
EX-99.2 3 avino_ex992.htm MANAGEMENT DISCUSSION AND ANALYSIS avino_ex992.htm

 

EXHIBIT 99.2

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

 

The following discussion and analysis of the operations, results, and financial position of Avino Silver & Gold Mines Ltd. (the “Company” or “Avino”) should be read in conjunction with the Company’s condensed consolidated interim financial statements for the three months ended March 31, 2021, and the audited consolidated financial statements as at and for the year ended December 31, 2020, and the notes thereto.

 

This Management’s Discussion and Analysis (“MD&A”) is dated May 12, 2021 and discloses specified information up to that date. The condensed interim consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Unless otherwise cited, references to dollar amounts are in US dollars. This MD&A contains “forward-looking statements” that are subject to risk factors including those set out in the “Cautionary Statement” at the end of this MD&A. All information contained in this MD&A is current and has been approved by the Company’s Board of Directors as of May 12, 2021, unless otherwise indicated. Throughout this report we refer to “Avino”, the “Company”, “we”, “us”, “our”, or “its”. All these terms are used in respect of Avino Silver & Gold Mines Ltd. We recommend that readers consult the “Cautionary Statement” on the last page of this report. Additional information relating to the Company is available on the Company’s website at www.avino.com and on SEDAR at www.sedar.com.

 

Business Description

 

Founded in 1968, the Company is engaged in the production and sale of silver, gold, and copper bulk concentrate, and the acquisition, exploration, and evaluation of mineral properties. The Company holds mineral claims and leases in Durango, Mexico, and in British Columbia and Yukon, Canada. Avino is a reporting issuer in all of the provinces of Canada, except for Quebec, and a foreign private issuer with the Securities and Exchange Commission in the United States. The Company’s shares trade on the Toronto Stock Exchange (“TSX”) and the NYSE American under the symbol “ASM”, and on the Berlin and Frankfurt Stock Exchanges under the symbol “GV6”.

 

Discussion of Operations

 

The Company’s production, exploration, and evaluation activities during the three months ended March 31, 2021, have been conducted on its Avino Property.

 

The Company holds a 99.67% effective interest in Compañía Minera Mexicana de Avino, S.A. de C.V. (“Avino Mexico”), a Mexican corporation which owns the Avino Property. The Avino Property covers approximately 1,104 contiguous hectares, and is located approximately 80 km north-east of the city of Durango. The Avino Property is equipped with milling and processing facilities that presently process all output from the San Gonzalo and Avino Mines located on the property.

 

 

1 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

Operational Highlights

 

HIGHLIGHTS

(Expressed in US$)

 

First Quarter 2021

 

 

First Quarter 2020

 

 

Change1

 

 

First Quarter 2021

 

 

Fourth Quarter 2020

 

 

Change1

 

Operating 

 

 

 

 

Tonnes Milled

 

 

-

 

 

 

164,096

 

 

 

-100 %

 

 

-

 

 

 

-

 

 

 

- %

Silver Ounces Produced

 

 

-

 

 

 

266,718

 

 

 

-100 %

 

 

-

 

 

 

-

 

 

 

- %

Gold Ounces Produced

 

 

-

 

 

 

1,531

 

 

 

-100 %

 

 

-

 

 

 

-

 

 

 

- %

Copper Pounds Produced

 

 

-

 

 

 

1,808,172

 

 

 

-100 %

 

 

-

 

 

 

-

 

 

 

- %

Silver Equivalent Ounces1 Produced

 

 

-

 

 

 

683,944

 

 

 

-100 %

 

 

-

 

 

 

-

 

 

 

- %

Concentrate Sales and Cash Costs

Silver Equivalent Payable Ounces Sold2

 

 

-

 

 

 

575,067

 

 

 

-100 %

 

 

-

 

 

 

59,710

 

 

 

-100 %

Cash Cost per Silver Equivalent Payable Ounce1,2,3

 

$ -

 

 

$ 9.83

 

 

 

-100 %

 

$ -

 

 

$ 14.01

 

 

 

-100 %

All-in Sustaining Cash Cost per Silver Equivalent Payable Ounce1,2,3

 

$ -

 

 

$ 14.88

 

 

 

-100 %

 

$ -

 

 

$ 73.08

 

 

 

-100 %

 

1. No production in Q1 2021. In Q1 2020, AgEq was calculated using metals prices of $16.94 oz Ag, $1,584 oz Au and $2.56 lb Cu.

 

2. “Silver equivalent payable ounces sold” for the purposes of cash costs and all-in sustaining costs consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices to the average spot silver price for the corresponding period.

 

3. The Company reports non-IFRS measures which include cash cost per silver equivalent payable ounce, all-in sustaining cash cost per payable ounce, EBITDA, adjusted EBITDA, and cash flow per share. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and the calculation methods may differ from methods used by other companies with similar reported measures. See Non-IFRS Measures section for further information and detailed reconciliations.

 

Financial Highlights

 

HIGHLIGHTS

(Expressed in 000’s of US$)

 

First

Quarter 2021

 

 

First

Quarter 2020

 

 

Change

 

 

First

Quarter 2021

 

 

Fourth

Quarter 2020

 

 

Change

 

Financial Operating Performance

 

 

 

 

 

 

 

Revenues

 

$ 29

 

 

$ 7,116

 

 

 

-100 %

 

$ 29

 

 

$ 1,407

 

 

 

-98 %

Mine operating (loss) income

 

$ (680 )

 

$ 843

 

 

 

-181 %

 

$ (680 )

 

$ (1,251 )

 

 

-46 %

Net loss from continuing operations

 

$ (1,818 )

 

$ (232 )

 

 

-684 %

 

$ (1,818 )

 

$ (1,553 )

 

 

-17 %

Net loss including discontinued operations

 

$ (1,818 )

 

$ (232 )

 

 

-684 %

 

$ (1,818 )

 

$ (1,555 )

 

 

-17 %

Earnings (loss) before interest, taxes and amortization (“EBITDA”)1

 

$ (1,740 )

 

$ 372

 

 

 

-568 %

 

$ (1,740 )

 

$ (2,269 )

 

 

23 %

Adjusted earnings (losses)1

 

$ (944 )

 

$ 391

 

 

 

-341 %

 

$ (944 )

 

$ (182 )

 

 

-408 %

Per Share Amounts

Loss per share from cont. operations – basic

 

$ (0.02 )

 

$ (0.00 )

 

 

-100 %

 

$ (0.02 )

 

$ (0.02 )

 

-

%

Loss per share – basic

 

$ (0.02 )

 

$ (0.00 )

 

 

-100 %

 

$ (0.02 )

 

$ (0.02 )

 

-

%

Cash Flow per share1 – basic

 

$ (0.01 )

 

$ 0.00

 

 

 

-100 %

 

$ (0.01 )

 

$ (0.03 )

 

 

67 %

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

HIGHLIGHTS

(Expressed in 000’s of US$)

 

March 31,

2021

 

 

March 31,

2020

 

 

Change

 

 

March 31,

2021

 

 

December 31, 2020

 

 

Change

 

Liquidity & Working Capital

Cash

 

$ 27,030

 

 

$ 6,698

 

 

 

304 %

 

$ 27,030

 

 

$ 11,713

 

 

 

131 %

Working capital

 

$ 31,220

 

 

$ 10,751

 

 

 

190 %

 

$ 31,220

 

 

$ 14,680

 

 

 

113 %

 

1. The Company reports non-IFRS measures which include cash cost per silver equivalent payable ounce, all-in sustaining cash cost per payable ounce, EBITDA, adjusted earnings, and cash flow per share. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and the calculation methods may differ from methods used by other companies with similar reported measures. See Non-IFRS Measures section for further information and detailed reconciliations.

 

 

2 | Page

 

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

Operational and Financial Performance

 

Production and Mining Activities

  

During the three months ended March 31, 2021, no mining activities took place at the Avino Mine. As previously announced and on October 8, 2020, the Company and the union reached an agreement to end the work stoppage, with ratification of the agreement still being required by the labour authority in Mexico City as of that time.

 

As of the date of this MD&A, the labour authority office in Mexico City remains closed due to COVID-19 protocols, and the Company is working diligently with its partners to ratify the agreement. The Company is committed towards restarting production and mining operations as soon as possible and will provide further updates as information becomes available.

 

Avino Mine Exploration

 

Plans continue for the Company’s 2021 exploration program and the Company is looking at all options to increase overall head grade and expand resources.

 

2021 DRILL PROGRAM

 

The Avino property comprises 1,104 hectares (2,728 acres) with significant underexplored areas remaining. The two-fold objectives of the drill program are to locate new mineralized zones within the property and to confirm continuity of mineralization in the current Avino ET production area.

 

Phase 1 of the drill program will be focused on the El Trompo Vein, the Santiago Vein, the Avino ET Area (below Level 17), and Avino West (below Levels 9 & 17).

 

Proposed Drilling:

 

 

·

El Trompo Vein – 2,000 metres

 

·

Santiago Vein – 3,000 metres

 

·

Avino ET Area (below Level 17) – 2,500 metres

 

·

Avino West (below Levels 9 & 17) – 4,500 metres

  

During Q1 2021, the Company announced an increase to Phase 1 of the drill program, which now includes an additional 12,000 metres of drilling on the current tailings storage facility (“TSF #1”) which contains an endowment of oxide resource material (see the Company’s updated resource estimate published on SEDAR on January 13, 2021). In addition, Phase 2 of the drill program consists of 6,600 metres of drilling on small vein systems around the Avino property thought to be similar style to San Gonzalo.

 

As of the date of this MD&A, 3,763 metres of drilling have been completed. Some initial assays have been received on a portion of the drilling, and Avino is currently waiting on the remaining assays from each area, with the intention of evaluating the data in the context of each specific vein and releasing the results when all is received.

 

The El Trompo Vein

 

The El Trompo vein is a priority target as it is an offshoot of the Avino vein, which has been one of the feeder veins for the Company’s milling complex. Historical data indicates there are high grade areas within the vein over considerable widths, and there is underground infrastructure adjacent to the vein, which would allow easy access for mining. The structure has already been exposed and developed on the upper levels in the ET Area of the Avino vein. Drilling on this vein will be from surface in order to confirm continuity of the mineralization at depth.

 

 

3 | Page

 

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

 

Avino Vein – ET Area (Below Level 17) and Avino West (Below Levels 9 & 17)

 

The Avino vein is open on strike to the west, as well as at depth, and the planned drilling is designed to follow the continuity of mineralization in both directions.

 

Furthermore, production data from previous mine development shows that the copper grade increases at depth.

 

Avino has not tested the area to the west of the current mining area, as it sits below the active tailing dam and mining would be prohibitive. However, once the dry stack tailing project is operational, the current tailings storage facility would be decommissioned, allowing for mining in this new area in the near to medium term.

 

Santiago Vein

 

The Santiago vein sits in the Avino mining district and intersects the San Gonzalo vein in an area of narrow veins that average 1 to 2 metres in width with mineralization that appears consistent with the high grade San Gonzalo silver-gold mineralization. The San Gonzalo mine previously produced 6 million ounces of silver equivalent until closing in 2019. We will be testing the continuity of the Santiago vein as the current thinking suggests a displacement due to the San Gonzalo fault. This target will be drilled from surface. Because of the close proximity to San Gonzalo underground infrastructure, mining access would be relatively easy assuming significant resources are found.

 

La Malinche Vein

 

The La Malinche vein is another potential high-grade target that will be tested as part of Phase 2. It is similar in style to the San Gonzalo vein, in that it is a low-sulphidation epithermal vein. It is possible that this vein is the northwestern extension of the San Gonzalo vein that may have been dislocated. More exploration work is needed to confirm this theory and broaden our understanding of the system, and Phase 2 is the beginning of this process.

 

Working Capital & Liquidity at March 31, 2021

  

The Company’s cash balance at March 31, 2021, totaled $27.0 million compared to $11.7 million at December 31, 2020 and $6.7 million at March 31, 2020.

 

Working capital totaled $31.2 million at March 31, 2020, compared to $14.7 million at December 31, 2020 and $10.8 million at March 31, 2020.

 

Debt Reduction Efforts

  

During the three months ended March 31, 2021, the Company reduced debt liabilities by a further $0.8 million through the coordinated effort to reduce payables, repay its outstanding term facility, and outstanding finance lease and loans on mining equipment, bringing total debt reduction since the beginning of 2020 up to $7.9 million.

 

Revenues & Earnings – Three Months Ended March 31, 2021

  

The Company recognized revenues net of penalties, treatment costs and refining charges, of $0.03 million on the sale of Avino Mine bulk copper/silver/gold concentrate, for mine operating losses of $0.7 million. This is compared to revenues of $7.1 million and mine operating income of $0.8 million for Q1 2020. The decrease in revenues compared to Q1 2020 is a direct result of the strike action taken by the Company’s unionized workers, which halted production activities during 2020, with the only revenues in the current period being the finalization of provisional pricing invoices.

 

EBITDA during the period, was a loss of $1.7 million, compared to earnings of $0.3 million in the corresponding quarter in 2020. The increased losses are primarily a result of non-cash losses on the exercise of warrants of $1.0 million, higher non-cash share-based payments $0.5 million, as well as $0.2 million in stand-by costs during the work stoppage.

 

 

4 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

Adjusted losses for the period was $0.9 million, compared to earnings $0.3 million in the corresponding quarter in 2019. The increased losses are a result of the loss on exercise of warrants mentioned above, as well as Nil sales during the period as a result of the work stoppage.

 

Metal prices for revenues recognized during the three months ended March 31, 2021, were Nil as a result of the work stoppage, compared to $17.29, $1,484, and $5,814, in prior year quarter.

 

Cash Costs & All-in Sustaining Cash Costs – Three Months Ended March 31, 2021

  

Cash costs per silver equivalent payable ounce, excluding stand-by costs, for Q1 2021 was $Nil, compared to $9.83 for Q1 2020. All-in sustaining cash costs per silver equivalent payable ounce, including stand-by costs, for Q1 2021 was $Nil, compared to $14.88 for Q1 2020. During Q1 2021, no mining activities and sales took place due to the work stoppage the company only had stand-by costs of $0.2 million incurred during Q1 2021.

 

Consolidated Production Highlights

 

Avino Mine Production Highlights

   

 

Q1

2021

Q1

2020

Change

%

Total Mill Feed (dry tonnes)

-

159,385

-100%

Feed Grade Silver (g/t)

-

57

-100%

Feed Grade Gold (g/t)

-

0.40

-100%

Feed Grade Copper (%)

-

0.59

-100%

Recovery Silver (%)

-

90%

-100%

Recovery Gold (%)

-

74%

-100%

Recovery Copper (%)

-

87%

-100%

Total Silver Produced (oz)

-

262,238

-100%

Total Gold Produced (oz)

-

1,512

-100%

Total Copper Produced (Lbs)

-

1,803,315

-100%

Total Silver Equivalent Produced (oz)*

-

677,084

-100%

 

* No production in Q1 2021. In Q1 2020, AgEq was calculated using metals prices of $16.94 oz Ag, $1,584 oz Au and $2.56 lb Cu.

 

* “Silver equivalent payable ounces sold” for the purposes of cash costs and all-in sustaining costs consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices to the average spot silver price for the corresponding period.

 

Under National Instrument 43-101, the Company is required to disclose that it has not based its production decisions on NI 43-101-compliant reserve estimates, preliminary economic assessments, or feasibility studies, and historically projects without such reports have increased uncertainty and risk of economic viability. The Company's decision to place a mine into operation at levels intended by management, expand a mine, make other production-related decisions, or otherwise carry out mining and processing operations is largely based on internal non-public Company data, and on reports based on exploration and mining work by the Company and by geologists and engineers engaged by the Company. The results of this work are evident in the Company's discovery of the San Gonzalo and Avino Mine resources, and in the Company's record of mineral production and financial returns since operations at levels intended by management commenced at the San Gonzalo Mine in 2012.

 

 

5 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

 

Avino Historic Above Ground Stockpile Production Highlights 

 

 

Q1

2021

Q1

2021

Change

%

Total Mill Feed (dry tonnes)

-

4,711

-100%

Feed Grade Silver (g/t)

-

59

-100%

Feed Grade Gold (g/t)

-

0.31

-100%

Feed Grade Copper (%)

-

0.15

-100%

Recovery Silver (%)

-

50%

-100%

Recovery Gold (%)

-

41%

-100%

Recovery Copper (%)

-

31%

-100%

Total Silver Produced (oz)

-

4,481

-100%

Total Gold Produced (oz)

-

19

-100%

Total Copper Produced (Lbs)

-

4,857

-100%

Total Silver Equivalent Produced (oz) calculated*

-

6,860

-100%

 

*. No production in Q1 2021. In Q1 2020, AgEq was calculated using metals prices of $16.94 oz Ag, $1,584 oz Au and $2.56 lb Cu.

* “Silver equivalent payable ounces sold” for the purposes of cash costs and all-in sustaining costs consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices to the average spot silver price for the corresponding period.

 

Qualified Person(s)

 

Peter Latta, P.Eng, MBA, VP Technical Services, Avino, is a qualified person within the context of National Instrument 43-101, and has reviewed and approved the technical data in this document.

 

Non – IFRS Measures

 

EBITDA and Adjusted earnings

  

Earnings, or loss, before interest, taxes and amortization (“EBITDA”) is a non IFRS financial measure which excludes the following items from net earnings:

 

 

·

Income tax expense

 

·

Finance cost

 

·

Amortization and depletion

 

Adjusted earnings excludes the following additional items from EBITDA

 

 

·

Share based compensation;

 

·

Non-operational items including foreign exchange movements, fair value adjustments on outstanding warrants and other non-recurring items

 

Management believes EBITDA and adjusted earnings provides an indication of continuing capacity to generate operating cash flow to fund capital needs, service debt obligations and fund capital expenditures. These measures are intended to provide additional information to investors and analysts. There are not standardized definitions under IFRS and should not be considered in isolation or as a substitute for measures of operating performance prepared in accordance with IFRS.

 

Adjusted earnings excludes share-based payments, and non-operating or recurring items such as foreign exchange gains and losses and fair value adjustments on outstanding warrants. Under IFRS, entities must reflect within compensation expense the cost of share-based payments. In the Company’s circumstances, share-based compensation can involve significant amounts that will not be settled in cash but are settled by issuance of shares in exchange. The Company discloses adjusted earnings to aid in understanding the results of the company.

 

 

6 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

The following table provides a reconciliation of net earnings financial statements to EBITDA and adjusted earnings, and includes the Company’s discontinued operations (see Note 3 of the condensed consolidated interim financial statements):

 

Expressed in 000’s of US$, unless otherwise noted

 

Q1 2021

 

 

Q1 2020

 

Net loss for the period

 

$ (1,818 )

 

$ (232 )

Depreciation and depletion

 

 

492

 

 

 

649

 

Interest income and other

 

 

(22 )

 

 

(173 )

Interest expense

 

 

2

 

 

 

10

 

Finance cost

 

 

21

 

 

 

87

 

Accretion of reclamation provision

 

 

11

 

 

 

27

 

Current income tax expense

 

 

12

 

 

 

51

 

Deferred income tax recovery

 

 

(438 )

 

 

(47 )

EBITDA

 

$ (1,740 )

 

$ 372

 

Fair value adjustment on warrant liability

 

 

(788 )

 

 

(919 )

Realized loss on warrants exercised

 

 

1,005

 

 

 

-

 

Share-based payments

 

 

616

 

 

 

168

 

Stand-by costs during strike action

 

 

246

 

 

 

-

 

Foreign exchange loss (gain)

 

 

(283 )

 

 

770

 

Adjusted earnings

 

$ (944 )

 

$ 391

 

 

Cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share 

 

Cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share are measures developed by mining companies in an effort to provide a comparable standard. However, there can be no assurance that our reporting of these non-IFRS measures is similar to that reported by other mining companies. Total cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share are measures used by the Company to manage and evaluate operating performance of the Company’s mining operations, and are widely reported in the silver and gold mining industry as benchmarks for performance, but do not have standardized meanings prescribed by IFRS, and are disclosed in addition to IFRS measures.

 

Management believes that the Company’s ability to control the cash cost per payable silver equivalent ounce is one of its key performance drivers impacting both the Company’s financial condition and results of operations. Achieving a low silver equivalent production cost base allows the Company to remain profitable from mining operations even during times of low commodity prices, and provides more flexibility in responding to changing market conditions. In addition, a profitable operation results in the generation of positive cash flows, which then improve the Company’s financial condition.

 

The Company has adopted the reporting of “all-in sustaining cash cost per silver equivalent payable ounce”. This measure has no standardized meaning throughout the industry. However, it is intended to provide additional information. Avino presents all-in sustaining cash cost, because it believes that it more fully defines the total current cost associated with producing a silver equivalent payable ounce. Further, the Company believes that this measure allows investors of the Company to better understand its cost of producing silver equivalent payable ounces, and better assess the Company’s ability to generate cash flow from operations. Although the measure seeks to reflect the full cost per silver equivalent ounce of production from current operations, it does not include capital expenditures attributable to mine expansions, exploration, and evaluation costs attributable to growth projects, income tax payments, penalties, treatment and refining charges, and financing costs. In addition, the calculation of all-in sustaining cash costs does not include depreciation and depletion expense as it does not reflect the impact of expenditures incurred in prior periods.

 

 

7 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

The Company’s calculation of all-in sustaining cash costs includes sustaining capital expenditures of $103 for the three months ended March 31, 2021 (March 31, 2020 - $331) all of which is attributable to the Avino Mine

 

The Company also presents cash flow per share, as it believes it assists investors and other stakeholders in evaluating the Company's overall performance and its ability to generate cash flow from current operations. To facilitate a better understanding of these measures as calculated by the Company, detailed reconciliations between the non-IFRS measures and the Company’s consolidated financial statements are provided below. The measures presented are intended to provide additional information, and should not be considered in isolation nor should they be considered substitutes for IFRS measures. Calculated figures may not add up due to rounding.

 

Cash Cost and All-in Sustaining Cash Cost per Silver Equivalent Payable Ounce 

 

The following table provide a reconciliation of cost of sales from the consolidated financial statements to cash cost and all-in sustaining cash cost per silver equivalent payable ounce sold. In each table, “silver equivalent payable ounces sold” consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices for the corresponding period.

 

The following table reconcile cost of sales to cash cost per payable AgEq oz and all-in sustaining cash cost per payable AgEq oz for the three month ended March 31, 2021 and 2020:

 

Expressed in 000’s of US$, unless otherwise noted

 

Avino

 

 

AHAG Stockpiles

 

 

Consolidated

 

 

 

Q1 2021

 

 

Q1 2020

 

 

Q1 2021

 

 

Q1 2020

 

 

Q1 2021

 

 

Q1 2020

 

Cost of sales

 

$ 709

 

 

$ 5,663

 

 

$ -

 

 

$ 610

 

 

$ 709

 

 

$ 6,273

 

Stand-by costs during strike action

 

 

(246 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(246 )

 

 

-

 

Depletion and depreciation

 

 

(463 )

 

 

(605 )

 

 

-

 

 

 

(14 )

 

 

(463

 

 

(619 )

Cash production cost

 

 

-

 

 

 

5,058

 

 

 

-

 

 

 

596

 

 

 

-

 

 

 

5,654

 

Payable silver equivalent ounces sold

 

 

-

 

 

 

515,366

 

 

 

-

 

 

 

59,701

 

 

 

-

 

 

 

575,067

 

Cash cost per silver equivalent ounce

 

$ -

 

 

$ 9.82

 

 

$ -

 

 

$ 9.89

 

 

$ -

 

 

$ 9.83

 

General and administrative expenses

 

 

1,550

 

 

 

839

 

 

 

-

 

 

 

137

 

 

 

1,550

 

 

 

976

 

Treatment & refining charges

 

 

-

 

 

 

596

 

 

 

 

 

 

 

67

 

 

 

-

 

 

 

663

 

Penalties

 

 

-

 

 

 

1,012

 

 

 

 

 

 

 

121

 

 

 

-

 

 

 

1,133

 

Sustaining capital expenditures

 

 

103

 

 

 

331

 

 

 

-

 

 

 

-

 

 

 

103

 

 

 

331

 

Stand-by costs during strike action

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Share-based payments and G&A depreciation

 

 

(645

)

 

 

(170 )

 

 

-

 

 

 

(28 )

 

 

(645

 

 

(198 )

Cash operating cost

 

$ 1,008

 

 

$ 7,666

 

 

$ -

 

 

$ 893

 

 

$ 1,008

 

 

$ 8,559

 

AISC per silver equivalent ounce

 

$ -

 

 

$ 14.87

 

 

$ -

 

 

$ 14.95

 

 

$ -

 

 

$ 14.88

 

  

 

8 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

 

Cash Flow per Share

 

Cash flow per share is determined based on operating cash flows before movements in working capital, as illustrated in the consolidated statements of cash flows, divided by the basic and diluted weighted average shares outstanding during the period.

 

 

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

Operating cash flows before movements in working capital

 

$ (1,093 )

 

$ 297

 

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

Basic

 

 

96,204,148

 

 

 

77,267,533

 

Diluted

 

 

96,204,148

 

 

 

77,267,533

 

Cash Flow per Share – basic & diluted

 

$ (0.01 )

 

$ 0.00

 

 

Working Capital

 

 

 

March 31,

2021

 

 

December 31,

2020

 

Current assets

 

$ 35,460

 

 

$ 19,702

 

Current liabilities

 

 

(4,240 )

 

 

(5,022 )

Working capital

 

$ 31,220

 

 

$ 14,680

 

 

Results of Operations

 

Summary of Quarterly Results 

 

(000’s)

 

2021

 

 

2020

 

 

2020

 

 

2020

 

 

2020

 

 

2019

 

 

2019

 

 

2019

 

Quarter ended

 

Mar 31
Q1

 

 

Dec 31
Q4

 

 

Sep 30
Q3

 

 

Jun 30
Q2

 

 

Mar 31
Q1

 

 

Dec 31
Q4

 

 

Sep 30
Q3

 

 

Jun 30
Q2

 

Revenue

 

$ 29

 

 

$ 1,407

 

 

$ 2,659

 

 

$ 4,840

 

 

$ 7,116

 

 

$ 10,426

 

 

$ 6,796

 

 

$ 7,813

 

Net income (loss) from all operations for the quarter

 

 

(1,818 )

 

 

(1,555 )

 

 

(4,588 )

 

 

(1,276 )

 

 

(232 )

 

 

(29,043 )

 

 

(1,642 )

 

 

(166 )

Earnings (loss) per share from all operations - basic

 

$ (0.02 )

 

$ (0.02 )

 

$ (0.05 )

 

$ (0.02 )

 

$ (0.00 )

 

$ (0.38 )

 

$ (0.02 )

 

$ (0.00 )

Earnings (loss) per share from all operations - diluted

 

$ (0.02 )

 

$ (0.02 )

 

$ (0.05 )

 

$ (0.02 )

 

$ (0.00 )

 

$ (0.38 )

 

$ (0.02 )

 

$ (0.00 )

Total Assets

 

$ 84,550

 

 

$ 68,780

 

 

$ 71,638

 

 

$ 70,970

 

 

$ 67,420

 

 

$ 72,571

 

 

$ 113,145

 

 

$ 110,660

 

 

 

·

Revenue decreased in Q1 2021 compared to previous quarters due to mine operations stoppage caused by the work stoppage and was partially offset by higher average realized metal prices.

 

 

 

 

·

Losses in Q1 2021 increased due primarily to no sales as well as the realized loss on exercise of warrants of $1.0 million partly offset unrealized fair value gain of $0.8 million in warrant liability during this quarter as a result of the exercise of these warrants.

 

 

 

 

·

Total assets increased at March 31, 2021 compared to all previous quarters after the sale of Bralorne in 4 2019. The increase is mainly due to net proceeds from financing activities of $17.9 million in connection with a brokered at-the-market offering issued under prospectus supplements, warrants and stock options exercised.

  

 

9 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

Quarterly results will fluctuate with changes in revenues, cost of sales, general and administrative expenses, including non-cash items such as share-based payments, and other items including foreign exchange and deferred income taxes.

 

Three months ended March 31, 2021, compared to the three months ended March 31, 2020:

  

(000’s)

 

2021

 

 

2020

 

 

Note

 

Revenue from mining operations

 

$ 29

 

 

$ 7,116

 

 

 

1

 

Cost of sales

 

 

709

 

 

 

6,273

 

 

 

1

 

Mine operating income (loss)

 

 

(680 )

 

 

843

 

 

 

1

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

 

934

 

 

 

808

 

 

 

2

 

Share-based payments

 

 

616

 

 

 

168

 

 

 

2

 

Loss before other items

 

 

(2,230 )

 

 

(133 )

 

 

 

 

Other items

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

22

 

 

 

173

 

 

 

 

 

Loss on long-term investments

 

 

(68 )

 

 

(293 )

 

 

3

 

Fair value adjustment on warrant liability

 

 

788

 

 

 

919

 

 

 

4

 

Realized loss on exercise of warrants

 

 

(1,005 )

 

 

-

 

 

 

5

 

Unrealized foreign exchange gain (loss)

 

 

283

 

 

 

(770 )

 

 

6

 

Finance costs

 

 

(21 )

 

 

(87 )

 

 

 

 

Accretion of reclamation provision

 

 

(11 )

 

 

(27 )

 

 

 

 

Interest expense

 

 

(2 )

 

 

(10 )

 

 

 

 

Net loss from continuing operations before income taxes

 

 

(2,244 )

 

 

(228 )

 

 

 

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax expense

 

 

(12 )

 

 

(51 )

 

 

7

 

Deferred income tax recovery

 

 

438

 

 

 

47

 

 

 

7

 

Income tax recovery

 

 

426

 

 

 

(4 )

 

 

 

 

Net loss

 

$ (1,818 )

 

$ (232 )

 

 

8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share from continuing operations

 

 

 

 

 

 

 

 

 

 

 

 

Basic & Diluted

 

$ (0.02 )

 

$ (0.00 )

 

 

8

 

Loss per share

 

 

 

 

 

 

 

 

 

 

 

 

Basic & Diluted

 

$ (0.02 )

 

$ (0.00 )

 

 

8

 

 

 

10 | Page

 

  

 

1.

Revenues decreased for the three months ended March 31, 2021, compared to March 31, 2020, mainly due to no sales as a result of an unplanned temporary stoppage to mining operations caused by a strike action from the Company’s unionized workers at the Avino Mine.  

 

 

 

 

 

Cost of sales for the three months ended March 31, 2021, were $709 compared to $6,273 for the three months ended March 31, 2020. The decrease in costs is mainly due to no tonnes mined and processed during the quarter thus no costs of sales, besides standby costs, as noted above.

 

As a result of the factors above, the Company generated a mine operating loss of $680, compared to mine operating earnings of $843 during the three months ended March 31, 2020.

 

 

2.

General and administrative expenses for the three months ended March 31, 2021, totalled $934 compared to $808 for the three months ended March 31, 2020. The increase is due to additional non-recurring office and professional fees expenses. The expenses remain consistent with prior year quarter which reflects costs reduction initiatives made by management to maintain operations in good standing during the difficult conditions.

 

 

 

 

 

Increases to share-based payments are a result of the vesting of stock options and RSUs at higher valuations during the three months ended March 31, 2021, compared to the same period in 2020. This is a result of the increase in the Company’s share price during the three months ended March 31, 2021, as there were RSU and option grants during both Q1 2021 and 2020.

  

 

3.

The loss on long-term investments for the three months ended March 31, 2021, totalled $68 compared to a loss of $293 for the three months ended March 31, 2020. This is a direct result of the decrease in value of the Company’s investment in Talisker Resources Inc. (“Talisker”) during the quarter, as well as minor fluctuations in the Company’s investment in Silver Wolf Exploration Ltd. (“Silver Wolf”), following the receipt of common shares and warrants during Q1 2021 as part of the Option Agreement terms.

 

 

 

 

4.

The fair value adjustment on the Company’s warrant liability relates to the issuance of US dollar-denominated warrants, which are re-valued each reporting period, and the value fluctuates with changes in the US-Canadian dollar exchange rate, and in the variables used in the valuation model, such as the Company’s US share price, and expected share price volatility.

 

 

 

 

5.

During the quarter 912,562 warrants were exercised resulting in a non-cash realized loss on exercise of warrants of $1.0 million.

 

 

 

 

6.

Foreign exchange gains or losses result from transactions in currencies other than the Canadian dollar functional currency. During the three months ended March 31, 2021 the US dollar remained fairly constant in relation to the Canadian dollar and Mexican peso, resulting in a minimal foreign exchange loss.

 

 

 

 

7.

Current income tax expense was $12 for the three months ended March 31, 2021, compared to $51 in the three months ended March 31, 2020. Deferred income tax recovery was $438 for the three months ended March 31, 2021, compared to $47 in the comparative period. Deferred income tax fluctuates due to movements in taxable and deductible temporary differences related to the special mining duty in Mexico and to changes in inventory, plant, equipment and mining properties, and exploration and evaluation assets, amongst other factors. The changes in current income taxes and deferred income taxes for the three months ended March 31, 2021, primarily relate to movements in the tax bases and mining profits and/or losses in Mexico.

 

 

 

 

8.

As a result of the foregoing, net loss from operations for the three months ended March 31, 2021, was $1,818 and $232, respectively, for the three months ended March 31, 2020. The increase in loss resulted in a basic and diluted loss per share for operations of $0.02, for the quarter ended March 31, 2021, compared to $0.00 in the comparative quarter.

  

 

11 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

Liquidity and Capital Resources

 

The Company’s ability to generate sufficient amounts of cash, in both the short term and the long term, to maintain existing capacity and to fund ongoing exploration, is dependent upon the discovery of economically recoverable reserves or resources and the ability of the Company to obtain the financing necessary to generate and sustain profitable operations.

 

Management expects that the Company’s ongoing liquidity requirements will be funded from cash generated from current operations and from further financing, as required, in order to fund ongoing exploration activities, and meet its objectives, including ongoing advancement at the Avino Mine. The Company continues to evaluate financing opportunities to advance its projects. The Company’s ability to secure adequate financing is, in part, dependent on overall market conditions, the prices of silver, gold, and copper, and other factors outside the Company’s control. There is no guarantee the Company will be able to secure any or all necessary financing in the future. The Company’s recent financing activities are summarized in the table below.

 

Intended Use of Proceeds

 

Actual Use of Proceeds

 

During 2021, the Company received net proceeds of $16.9 million in connection with a brokered at-the-market offering issued under prospectus supplements, $0.8 million in connection with warrants exercised and $0.2 million in connection with stock options exercised.

 

As of the date of this MD&A, the Company is using the funds as intended. During Q1 2021, the Company announced an increase to the exploration from 12,000 to up to 30,600 metres of exploration and resource drilling. As of the date of this MD&A, 3,763 metres of drilling have been completed.

  

The Company will use the gross proceeds raised from the at-the-market offering and warrants exercised for advancing the development of other areas of the Avino mine, and its operations and production, and to a lesser extent, for general working capital.

  

In supporting mining operations in Mexico, the Company incurred expenditures of $0.3 million for exploration and evaluation activities, acquired property and equipment of $0.2 million, and made lease and loan repayments of $0.2 million during the three months ended March 31, 2021.

 

During 2020, the Company received net proceeds of $4.7 million in connection with a brokered at-the-market offering issued under prospectus supplements and $3.7 million in connection with warrants exercised.

 

 

 

As of the date of this MD&A, the Company had used, and was continuing to use, the funds as intended. There has been no impact on the ability of the Company to achieve its business objectives and milestones.

  

The Company intends to continue to explore its properties, as described above, subject to market conditions and the ability to continue to obtain suitable financing.

  

In May 2015, the Company entered into a master credit facility with Sandvik Customer Finance LLC for $5.0 million. The facility is being used to acquire equipment necessary for continuing exploration activities at the Avino and Bralorne Mines.

As of the date of this MD&A, the Company had used, and was continuing to use, the facility as intended, and there was $4.9 million in available credit remaining under the facility. There has been no impact on the ability of the Company to achieve its business objectives and milestones.

 

 

12 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

Discussion and analysis relating to the Company’s liquidity as at March 31, 2021 and December 31, 2020, as well as movements in cash flow during the three months ended March 31, 2021 and 2020, is as follows:

 

Statement of Financial Position 

 

(000’s)

 

March 31,

2021

 

 

December 31,

2020

 

Cash

 

$ 27,030

 

 

$ 11,713

 

Working capital

 

 

31,220

 

 

 

14,680

 

Accumulated Deficit

 

 

(56,157 )

 

 

(54,339 )

 

Cash Flow

 

(000’s)

 

March 31,

2021

 

 

March 31,

2020

 

Cash generated (used in) by operating activities

 

$ (1,245 )

 

$ (573 )

Cash generated financing activities

 

 

16,914

 

 

 

(1,281 )

Cash used in investing activities

 

 

(404 )

 

 

(385 )

Change in cash

 

 

15,265

 

 

 

(2,239 )

Effect of exchange rate changes on cash

 

 

52

 

 

 

(688 )

Cash, beginning of period

 

 

11,713

 

 

 

9,625

 

Cash, end of period

 

$ 27,030

 

 

$ 6,698

 

 

Operating Activities 

 

Cash used in operating activities for the three months ended March 31, 2021, was $1.2 million compared to $0.6 million generated for the three months ended March 31, 2020. Cash movements from operating activities can fluctuate with changes in net income, non-cash items, such as foreign exchange and deferred income tax expenses, and working capital.

 

Financing Activities 

 

Cash generated by financing activities was $16.9 million for the three months ended March 31, 2021, compared to cash used in financing activities of $1.3 million for the three months ended March 31, 2020. Cash generated by financing activities for the three months ended March 31, 2021, relates to the issuance of shares for cash, by way of at-the-market sales and the exercise of warrants and stock options. Cash used in financing activities relates to the repayment of the term facility, as well as on its existing equipment loans and finance leases for mining equipment.

 

During the three months ended March 31, 2021, the Company received net proceeds from issuance of shares for cash of $16.9 million (March 31, 2020 - $Nil), received proceeds from warrants exercise by $0.8 million (March 31, 2020 - $Nil) and received proceeds from stock options exercised by $0.2 million (March 31, 2020 - $Nil). The Company also made term facility repayments of $0.8 million (March 31, 2020 - $0.8 million) and made finance lease and equipment loan payments totalling $0.1 million (March 31, 2020 - $0.4 million).

 

Investing Activities 

 

Cash used in investing activities for the three months ended March 31, 2021, was $0.4 million compared to $0.4 million for three months ended March 31, 2020. Cash generated from the proceeds of sale of common shares in Talisker totalled $Nil (March 31, 2020 - $1.3 million). Proceeds were re-invested through the exercise of share purchase warrants in Talisker, totalling $Nil million (March 31, 2020 - $1.2 million).

 

 

13 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

Other financing activities the three months ended March 31, 2021, includes cash capital expenditures and exploration and evaluation expenditures of $0.4 million (March 31, 2020 - $0.5 million) on the acquisition of property and equipment and exploration expenditures.

 

Off-Balance Sheet Arrangements

 

The Company has no off-balance sheet arrangements.

 

Transactions with Related Parties

 

All related party transactions are recorded at the exchange amount which is the amount agreed to by the Company and the related party.

 

(a) Key management personnel

  

The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel for the three months ended March 31, 2021 and 2020 is as follows:

 

 

 

Three months ended March 31,

 

 

 

2021

 

 

2020

 

Salaries, benefits, and consulting fees

 

$ 235

 

 

$ 170

 

Share‐based payments

 

 

488

 

 

 

187

 

 

 

$ 723

 

 

$ 357

 

 

(b) Amounts due to/from related parties

 

In the normal course of operations the Company transacts with companies related to Avino’s directors or officers. All amounts payable and receivable are non-interest bearing, unsecured and due on demand. The following table summarizes the amounts were due to related parties:

 

 

 

March 31,

2021

 

 

December 31,

2020

 

Oniva International Services Corp.

 

$ 108

 

 

$ 106

 

Directors

 

 

42

 

 

 

48

 

 

 

$ 150

 

 

$ 154

 

 

(c) Other related party transactions

  

The Company has a cost sharing agreement with Oniva International Services Corp. (“Oniva”) for office and administration services. Pursuant to the cost sharing agreement, the Company will reimburse Oniva for the Company’s percentage of overhead and corporate expenses and for out-of-pocket expenses incurred on behalf of the Company. David Wolfin, President & CEO, and a director of the Company, is the sole owner of Oniva. The cost sharing agreement may be terminated with one-month notice by either party without penalty.

  

 

14 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

  

The transactions with Oniva during the three months ended March 31, 2021 and 2020 are summarized below:

 

 

 

March 31,

2021

 

 

March 31,

2020

 

Salaries and benefits

 

$ 191

 

 

$ 181

 

Office and miscellaneous

 

 

105

 

 

 

96

 

 

 

$ 296

 

 

$ 277

 

 

For services provided to the Company as President and Chief Executive Officer, the Company pays Intermark Capital Corporation (“ICC”), a company controlled by David Wolfin, the Company’s president and CEO and also a director, for consulting services. For the three months ended March 31, 2021, the Company paid $59 (March 31, 2020 - $56) to ICC.

 

Financial Instruments and Risks

 

The fair values of the Company’s amounts due to related parties and accounts payable approximate their carrying values because of the short-term nature of these instruments. Cash, amounts receivable, long-term investments, and warrant liability are recorded at fair value. The carrying amounts of the Company’s term facility, equipment loans, and finance lease obligations are a reasonable approximation of their fair values based on current market rates for similar financial instruments.

 

The Company’s financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

 

(a) Credit Risk

 

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company has exposure to credit risk through its cash, long-term investments and amounts receivable. The Company manages credit risk, in respect of cash and short-term investments, by maintaining the majority of cash and short-term investments at highly rated financial institutions.

 

The Company is exposed to a significant concentration of credit risk with respect to its trade accounts receivable balance because all of its concentrate sales are with one (December 31, 2020 – three) counterparty. However, the Company has not recorded any allowance against its trade receivables because to-date all balances owed have been settled in full when due (typically within 60 days of submission) and because of the nature of the counterparties.

 

The Company’s maximum exposure to credit risk at the end of any period is equal to the carrying amount of these financial assets as recorded in the consolidated statement of financial position. At March 31, 2021, no amounts were held as collateral.

 

(b) Liquidity Risk

 

Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by its operating, investing and financing activities. The Company had cash at March 31, 2021, in the amount of $27,030 and working capital of $31,220 in order to meet short-term business requirements. Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms. The current portions of term facility, equipment loans, and finance lease obligations are due within 12 months of the condensed consolidated interim statement of financial position date. Amounts due to related parties are without stated terms of interest or repayment.

 

 

15 | Page

 

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

The maturity profiles of the Company’s contractual obligations and commitments as at March 31, 2021, are summarized as follows:

 

 

 

Total

 

 

Less Than

1 Year

 

 

1-5 years

 

 

More Than 5

Years

 

Accounts payable and accrued liabilities

 

$ 2,262

 

 

$ 2,262

 

 

$ -

 

 

$ -

 

Amounts due to related parties

 

 

150

 

 

 

150

 

 

 

-

 

 

 

-

 

Minimum rental and lease payments

 

 

30

 

 

 

15

 

 

 

13

 

 

 

2

 

Term facility

 

 

1,691

 

 

 

1,691

 

 

 

-

 

 

 

-

 

Equipment loans

 

 

19

 

 

 

19

 

 

 

-

 

 

 

-

 

Finance lease obligations

 

 

430

 

 

 

151

 

 

 

279

 

 

 

-

 

Total

 

$ 4,582

 

 

$ 4,288

 

 

$ 292

 

 

$ 2

 

 

(c) Market Risk

 

Market risk consists of interest rate risk, foreign currency risk and price risk. These are discussed further below.

 

Interest Rate Risk

 

Interest rate risk consists of two components:

 

(i) To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.

 

(ii) To the extent that changes in prevailing market rates differ from the interest rates on the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.

 

In management’s opinion, the Company is exposed to interest rate risk primarily on its outstanding term facility, as the interest rate is subject to floating rates of interest. A 10% change in the interest rate would not a result in a material impact on the Company’s operations.

 

 

16 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

Foreign Currency Risk

 

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and Canadian dollars:

 

 

 

March 31, 2021

 

 

December 31, 2020

 

 

 

MXN

 

 

CDN

 

 

MXN

 

 

CDN

 

Cash

 

$ 9,230

 

 

$ 2,402

 

 

$ 36,896

 

 

$ 2,831

 

Long-term investments

 

 

-

 

 

 

5,379

 

 

 

-

 

 

 

5,317

 

Reclamation bonds

 

 

-

 

 

 

6

 

 

 

-

 

 

 

6

 

Amounts receivable

 

 

-

 

 

 

33

 

 

 

-

 

 

 

20

 

Accounts payable and accrued liabilities

 

 

(28,547 )

 

 

(396 )

 

 

(22,972 )

 

 

(157 )

Due to related parties

 

 

-

 

 

 

(189 )

 

 

-

 

 

 

(196 )

Finance lease obligations

 

 

(77 )

 

 

(421 )

 

 

(1,543 )

 

 

(448 )

Net exposure

 

 

(19,394 )

 

 

6,814

 

 

 

12,381

 

 

 

7,373

 

US dollar equivalent

 

$ (941 )

 

$ 5,418

 

 

$ 620

 

 

$ 5,791

 

 

Based on the net US dollar denominated asset and liability exposures as at March 31, 2021, a 10% fluctuation in the US/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the three months ended March 31, 2021, by approximately $398 (year ended December 31, 2020 - $589). The Company has not entered into any foreign currency contracts to mitigate this risk.

 

Price Risk

 

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk.

 

The Company is exposed to price risk with respect to its amounts receivable, as certain trade accounts receivable are recorded based on provisional terms that are subsequently adjusted according to quoted metal prices at the date of final settlement. Quoted metal prices are affected by numerous factors beyond the Company’s control and are subject to volatility, and the Company does not employ hedging strategies to limit its exposure to price risk. At March 31, 2021, based on outstanding accounts receivable that were subject to pricing adjustments, a 10% change in metals prices would have an impact on net earnings (loss) of approximately $1 (December 31, 2020 - $2).

 

The Company is exposed to price risk with respect to its long-term investments, as these investments are carried at fair value based on quoted market prices. Changes in market prices result in gains or losses being recognized in net income (loss). At March 31, 2021, a 10% change in market prices would have an impact on net earnings (loss) of approximately $428 (December 31, 2020 - $418).

 

The Company’s profitability and ability to raise capital to fund exploration, evaluation and production activities is subject to risks associated with fluctuations in mineral prices. Management closely monitors commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

 

17 | Page

 

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

 

(d) Classification of Financial Instruments

  

IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

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

 

The following table sets forth the Company’s financial assets and financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as at March 31, 2021:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash

 

$ 27,030

 

 

$ -

 

 

$ -

 

Amounts receivable

 

 

-

 

 

 

668

 

 

 

-

 

Long-term investments

 

 

4,203

 

 

 

-

 

 

 

74

 

Total financial assets

 

$ 31,233

 

 

$ 668

 

 

$ 74

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

 

-

 

 

 

-

 

 

 

(1,530 )

Total financial liabilities

 

$ -

 

 

$ -

 

 

$ (1,530 )

 

The Company uses Black-Scholes model to measure its Level 3 financial instruments. As at March 31, 2021, the Company’s Level 3 financial instruments consisted of the Silver Wolf warrants and the warrant liability.

 

For the Company’s warrant liability valuation and fair value adjustments during the years ended December 31, 2020 and 2019, see Note 16 of the unaudited condensed consolidated interim financial statements.

 

The Company’s Level 3 financial assets, which consists of warrants of Silver Wolf that were acquired during the three months ended March 31, 2021 (see Note 6 for long-term investments details and Note 7 for details of the acquisition in the unaudited condensed consolidated interim financial statements). The warrants are measured on acquisition and at March 31, 2021, using the following assumptions:

 

 

 

March 31, 2021

 

 

March 11, 2021

 

Weighted average assumptions:

 

 

 

 

 

 

Risk-free interest rate

 

 

0.23 %

 

 

0.26 %

Expected dividend yield

 

 

0 %

 

 

0 %

Expected life (years)

 

 

2.95

 

 

 

3.00

 

Expected stock price volatility

 

 

139.99 %

 

 

129.51 %

Weighted average fair value at grant date

 

C$0.31

 

 

C$0.32

 

 

 

18 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

    

Risks associated with Public Health Crises, including COVID-19

 

The Company's business, operations and financial condition could be materially adversely affected by the outbreak of epidemics, pandemics or other health crises, such as the outbreak of COVID-19 that was designated as a pandemic by the World Health Organization on March 11, 2020. The international response to the spread of COVID-19 has led to significant restrictions on travel, temporary business closures, quarantines, global stock market volatility and a general reduction in consumer activity. Such public health crises can result in operating, supply chain and project development delays and disruptions, global stock market and financial market volatility, declining trade and market sentiment, reduced movement of people and labour shortages, and travel and shipping disruption and shutdowns, including as a result of government regulation and prevention measures, or a fear of any of the foregoing, all of which could affect commodity prices, interest rates, credit risk and inflation. In addition, the current COVID-19 pandemic, 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 suppliers, contractors and service providers, including smelter and refining service providers, and the demand for the Company's production.

 

The Company may experience business interruptions, including suspended (whether government mandated or otherwise) or reduced operations relating to COVID-19 and other such events outside of the Company's control, which could have a material adverse impact on its business, operations and operating results, financial condition and liquidity.

 

As at the date of this MD&A, the duration of the business disruptions internationally and related financial impact of COVID-19 cannot be reasonably estimated. It is unknown whether and how the Company may be affected if the pandemic persists for an extended period of time. In particular, the region in which we operate may not have sufficient public infrastructure to adequately respond or efficiently and quickly recover from such event, which could have a materially adverse effect on the Company's operations. The Company's exposure to such public health crises also includes risks to employee health and safety. Should an employee, contractor, community member or visitor become infected with a serious illness that has the potential to spread rapidly, this could place the Company's workforce at risk.

 

Mexico has been particularly impacted by the COVID-19 pandemic. The Company’s mining operations have been temporarily shut-down since April 2020, first as a result of governmental COVID-19 quarantine and containment measures, and later in July 2020 due to a labour strike, which was resolved in October 2020. The labour settlement agreement must be approved by Mexican governmental labour authority. Although the Company takes appropriate measures and safeguards to protect its staff from infection, these events can result in volatility and disruption to supply chains, operations, transportation, and mobility of people, which are beyond the control of the Company, and which have had and could continue to adversely affect the availability of components, supplies and materials, labour, interest rates, credit ratings, credit risk, inflation, business operations, financial markets, exchange rates, and other factors material to the Company, including in particular, the Company’s revenues and concentrate delivery schedule.

   

Commitments

 

The Company has a cost sharing agreement to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on Oniva’s total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in Note 10. 

 

 

19 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

The Company and its subsidiaries have various operating lease agreements for their office premises, use of land, and equipment. Commitments in respect of these lease agreements are as follows:

 

 

 

March 31,

2021

 

 

December 31,

2020

 

Not later than one year

 

$ 245

 

 

$ 20

 

Later than one year and not later than five years

 

 

13

 

 

 

14

 

Later than five years

 

 

2

 

 

 

3

 

 

 

$ 260

 

 

$ 37

 

 

Office lease payments recognized as an expense during the three months ended March 31, 2021, totalled $12 (March 31, 2020 - $11).

 

Outstanding Share Data

 

The Company’s authorized share capital consists of an unlimited number of common shares without par value.

 

As at May 12, 2021, the following common shares, warrants, and stock options were outstanding:

 

 

 

Number of shares

 

 

Exercise price

 

 

Remaining life (years)

 

Share capital

 

 

100,868,044

 

 

 

-

 

 

 

-

 

Warrants (US$)

 

 

1,995,412

 

 

$ 0.80

 

 

 

2.37

 

RSUs

 

 

2,874,000

 

 

 

-

 

 

0.30 – 2.23

 

Stock options

 

 

3,219,000

 

 

C$0.79 - C$2.95

 

 

0.31 – 4.23

 

Fully diluted

 

 

108,956,456

 

 

 

 

 

 

 

 

 

 

The following are details of outstanding stock options as at March 31, 2021 and May 12, 2020:

 

Expiry Date

 

Exercise Price Per Share

 

Number of Shares Remaining Subject to Options

(March 31, 2021)

 

 

Number of Shares Remaining Subject to Options
(May 12, 2021)

 

September 2, 2021

 

C$2.95

 

 

360,000

 

 

 

360,000

 

September 20, 2022

 

C$1.98

 

 

880,000

 

 

 

880,000

 

August 28, 2023

 

C$1.30

 

 

105,000

 

 

 

105,000

 

August 21, 2024

 

C$0.79

 

 

174,000

 

 

 

174,000

 

August 4, 2025

 

C$1.64

 

 

1,700,000

 

 

 

1,700,000

 

Total:

 

 

 

 

3,219,000

 

 

 

3,219,000

 

 

The following are details of outstanding warrants as at May 31, 2021 and May 12, 2021:

 

Expiry Date

 

Exercise Price Per Share

 

 

Number of Underlying Shares

(March 31, 2021)

 

 

Number of Underlying Shares
(May 12, 2021)

 

September 25, 2023

 

$ 0.80

 

 

 

2,068,212

 

 

 

1,995,412

 

Total:

 

 

 

 

 

 

2,068,212

 

 

 

1,995,412

 

  

 

20 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

The following are details of outstanding RSUs as at March 31, 2021 and May 12, 2021:

 

Expiry Date

 

Number of Shares Remaining Subject to RSUs

(March 31, 2021)

 

 

Number of Shares Remaining Subject to RSUs

(May 12, 2020)

 

August 28, 2021

 

 

288,000

 

 

 

288,000

 

August 21, 2022

 

 

1,105,000

 

 

 

1,105,000

 

August 4, 2023

 

 

1,481,000

 

 

 

1,481,000

 

Total:

 

 

2,874,000

 

 

 

2,874,000

 

 

Subsequent Events

 

Warrant Exercises – Subsequent to March 31, 2021, the Company issued 72,800 common shares through the early exercise of share purchase warrants for proceeds of $58 at an average price per share of $0.80.

 

At-The-Market Sales – Subsequent to March 31, 2021, the Company issued 1,000,000 common shares in at-the-market offerings under prospectus supplement for gross proceeds of $1,289. The Company paid a 2.75% cash commission of $35 on gross proceeds, for net proceeds of $1,254.

 

Recent Accounting Pronouncements 

 

Application of new and revised accounting standards:

 

Interest Rate Benchmark Reform – Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16)

 

The amendments in Interest Rate Benchmark Reform – Phase 2 (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16) introduce a practical expedient for modifications required by the reform, clarify that hedge accounting is not discontinued solely because of the IBOR reform, and introduce disclosures that allow users to understand the nature and extent of risks arising from the IBOR reform to which the entity is exposed to and how the entity manages those risks as well as the entity’s progress in transitioning from IBORs to alternative benchmark rates, and how the entity is managing this transition.

 

The amendments were applied effective January 1, 2021, and did not have a material impact on the Company’s financial statements.

 

Future Changes in Accounting Policies Not Yet Effective as at March 31, 2021:

 

Property, Plant and Equipment — Proceeds before Intended Use (Amendments to IAS 16)

 

The amendments prohibit deducting from the cost of an item of property, plant and equipment any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognizes the proceeds from selling such items, and the cost of producing those items, in profit or loss. The amendments are applied on or after the first annual reporting period beginning on or after January 1, 2022, with early application permitted. The amendments are applied retrospectively, but only to items of property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after the beginning of the earliest period presented in the financial statements in which the Company first applies the amendments. The Company will recognize the cumulative effect of initially applying the amendments as an adjustment to the opening balance of retained earnings at the beginning of that earliest period presented. This amendment will impact the Company’s accounting for proceeds from mineral sales prior to reaching commercial production at levels intended by management.

 

 

21 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

   

 

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

 

The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments are applied on or after the first annual reporting period beginning on or after January 1, 2023, with early adoption permitted. This amendment is not expected to have a material impact on the Company’s financial statements.

 

Disclosure Controls and Procedures

 

Management has designed and evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures on financial reporting (as defined in NI 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings) and has concluded that, based on its evaluation, they are effective as of March 31, 2021, to provide reasonable assurance that material information relating to the Company and its consolidated subsidiaries is made known to management and disclosed in accordance with applicable securities regulations.

 

Internal Controls over Financial Reporting (“ICFR”)

 

The management of the Company is responsible for establishing and maintaining adequate internal controls over financial reporting. Internal controls over financial reporting is a process to provide reasonable assurance regarding the reliability of the Company’s financial reporting for external purposes in accordance with IFRS. Internal controls over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of the assets of the Company; providing reasonable assurance that transactions are recorded as necessary for preparation of the Company’s consolidated financial statements in accordance with IFRS; providing reasonable assurance that receipts and expenditures are made in accordance with authorizations of management and the directors of the Company; and providing reasonable assurance that unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s consolidated financial statements would be prevented or detected on a timely basis. Our management and the Board of Directors do not expect that our disclosure controls and procedures or internal controls over financial reporting will prevent all errors or all instances of fraud. A control system, no matter how well designed and operated, can provide only reasonable (not absolute) assurance that the control system’s objectives will be met. Further, the design, maintenance and testing of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.

 

Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control gaps and instances of fraud have been detected. These inherent limitations include the reality that judgment in decision-making can be faulty, and that breakdowns can occur because of simple errors or mistakes. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design, maintenance and testing of any system of controls is based in part upon certain assumptions about the likelihood of future events, and any control system may not succeed in achieving its stated goals under all potential future conditions.

 

Management conducted an evaluation of the effectiveness of the Company’s internal controls over financial reporting based on the framework and criteria established in Internal Control – Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013) (‘COSO’). This evaluation included review of the documentation of controls, evaluation of the design effectiveness of controls, testing of the operating effectiveness of controls and a conclusion on this evaluation.

 

Based on this evaluation, management concluded that as of March 31, 2021, the Company’s internal controls over financial reporting, as defined in NI 52-109 - Certification of Disclosure in Issuer’s Annual and Interim Filings, are effective to achieve the purpose for which they have been designed.

 

 

22 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2021

    

Cautionary Statement

  

This MD&A is based on a review of the Company’s operations, financial position and plans for the future based on facts and circumstances as of May 12, 2021. Except for historical information or statements of fact relating to the Company, this document contains “forward-looking statements” within the meaning of applicable Canadian securities regulations. Forward-looking statements in this document include, but are not limited to, those regarding the economic outlook for the mining industry, expectations regarding metals prices, expectations regarding production output, production costs, cash costs and other operating results, expectations regarding growth prospects and the outlook for the Company’s operations, and statements regarding the Company’s liquidity, capital resources, and capital expenditures. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from our expectations are disclosed in the Company’s documents filed from time to time via SEDAR with the Canadian regulatory agencies to whose policies we are bound. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and we do not undertake any obligation to update forward-looking statements should conditions or our estimates or opinions change, except as required by applicable securities regulations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

  

 

23 | Page

 

EX-99.3 4 avino_ex993.htm CEO CERTIFICATION avino_ex993.htm

EXHIBIT 99.3

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, David Wolfin, Chief Executive Officer, of Avino Silver & Gold Mines Ltd., certify the following:

 

1.

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avino Silver & Gold Mines Ltd. (the “issuer”) for the interim period ended March 31, 2021.

 

 

2.

No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

 

 

3.

Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

 

 

4.

Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

 

 

5.

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

 

 

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

 

(i)

material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

 

 

 

 

(ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

  

 

(b)

designed ICFR, or caused it 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 the issuer’s GAAP.

  

5.1

Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

 

5.2

ICFR – material weakness relating to design – N/A

 

 

5.3

Limitation on scope of design - N/A

 

 

6.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2021 and ended on March 31, 2021 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

 

Date: May 12, 2021

 

“David Wolfin”            

David Wolfin

Chief Executive Officer

 

EX-99.4 5 avino_ex994.htm CFO CERTIFICATION avino_ex994.htm

EXHIBIT 99.4

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

   

I, Nathan Harte, Chief Financial Officer, of Avino Silver & Gold Mines Ltd., certify the following:

 

1.

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avino Silver & Gold Mines Ltd. (the “issuer”) for the interim period ended March 31, 2021.

 

 

2.

No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

 

 

3.

Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

 

 

4.

Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

 

 

5.

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

  

 

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

 

(i)

material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

 

 

 

 

(ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

 

(b)

designed ICFR, or caused it 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 the issuer’s GAAP.

 

5.1

Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

 

5.2

ICFR – material weakness relating to design – N/A

 

 

5.3

Limitation on scope of design - N/A

 

 

6.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2021 and ended on March 31, 2021 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

  

 

Date: May 12, 2021

 

“Nathan Harte”             

Nathan Harte

Chief Financial Officer

 

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