Exhibit
|
Description
|
99.3 |
CEO Certification of Interim Filings – Full
Certificate |
99.4 |
CFO Certification of Interim Filings – Full
Certificate |
|
|
NEW GOLD INC.
|
|
|
|
|
|
|
By:
|
/s/ Sean Keating
|
|
Date: May 4, 2021
|
|
Sean Keating
|
|
Vice President, General Counsel and Corporate Secretary |
CONDENSED CONSOLIDATED INCOME STATEMENTS
|
2
|
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
|
3
|
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
|
4
|
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
|
5
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
|
6
|
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
7
|
1. Description of business and nature of operations
|
7
|
2. Basis of preparation and significant accounting policies
|
7
|
3. Expenses
|
9
|
4. Trade and other receivables
|
11
|
5. Investments
|
11
|
6. Trade and other payables
|
12
|
7. Inventories
|
12
|
8. Mining interests
|
13
|
9. Long-term debt
|
15
|
10. Non-current derivative financial liabilities
|
17
|
11. Leases
|
19
|
12. Derivative instruments
|
20
|
13. Reclamation and closure cost obligations
|
22
|
14. Share capital
|
23
|
15. Income and mining taxes
|
25
|
16. Supplemental cash flow information
|
26
|
17. Segmented information
|
27
|
18. Fair value measurement
|
28
|
19. Commitments
|
30
|
Three months ended March 31
|
(in millions of U.S. dollars, except per share amounts)
|
Note
|
2021
|
2020
|
||
Revenues
|
|
164.9
|
142.3
|
||
Operating expenses |
3 | 93.9 | 89.7 | ||
Depreciation and depletion |
45.1 | 52.0 | |||
Revenue less cost of goods sold
|
25.9
|
0.6
|
|||
Corporate administration
|
5.3
|
4.5
|
|||
Share-based payment expenses
|
14
|
(1.1
|
) |
0.2
|
|
Exploration and business development
|
2.1
|
1.8
|
|||
Income (loss) from operations
|
19.6
|
(5.9
|
) |
||
Finance income
|
3
|
0.1
|
0.2
|
||
Finance costs
|
3
|
(9.4
|
) |
(13.5
|
) |
Other gains (losses)
|
3
|
8.7
|
(3.9
|
) |
|
Income (loss) before taxes
|
19.0
|
(23.1
|
) |
||
Income tax expense
|
15
|
(3.9
|
) |
(5.2
|
) |
Net earnings (loss)
|
15.1
|
(28.3
|
) |
||
Earnings (loss) per share
|
|||||
Basic
|
14
|
0.02
|
(0.04
|
) |
|
Diluted
|
14
|
0.02
|
(0.04)
|
) |
|
Weighted average number of shares outstanding (in millions)
|
|||||
Basic
|
14
|
680.6
|
676.0
|
||
Diluted
|
14
|
682.8
|
676.0
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
Note |
2021
|
2020
|
||
Net earnings (loss)
|
15.1
|
(28.3
|
) |
||
Other comprehensive income
|
|
|
|||
Gain on revaluation of non-current derivative financial liabilities |
10 | 35.3 | 5.5 | ||
Total comprehensive income (loss)
|
50.4
|
(22.8
|
) |
|
As at March 31 | As at December 31 |
(in millions of U.S. dollars)
|
Note |
2021
|
2020
|
||
ASSETS
|
|
|
|||
Current assets |
|||||
Cash and cash equivalents |
131.2 | 186.3 | |||
Trade and other receivables |
4 | 81.2 | 77.1 | ||
Inventories |
7 | 95.9 | 93.3 | ||
Current income tax receivable |
3.5 | 4.0 | |||
Investments |
5 | 59.7 | 45.4 | ||
Prepaid expenses and other |
9.0 | 12.7 | |||
Total current assets
|
380.5
|
418.8
|
|||
Mining interests |
8 | 1,838.8 | 1,828.3 | ||
Other assets |
1.9 | 3.0 | |||
Total assets
|
2,221.2
|
2,250.1
|
|||
LIABILITIES AND EQUITY
|
|
|
|||
Current liabilities | |||||
Trade and other payables |
6 | 146.3 | 158.0 | ||
Current income tax payable |
0.5 | 0.7 | |||
Total current liabilities
|
146.8
|
158.7
|
|||
Reclamation and closure cost obligations
|
13 |
108.1
|
113.5
|
||
Non-current derivative financial liabilities |
10 | 558.3 | 617.4 | ||
Long-term debt |
9 | 489.6 | 489.2 | ||
Deferred tax liabilities |
56.7 | 53.5 | |||
Lease obligations |
11 | 17.9 | 19.5 | ||
Other liabilities |
3.3 | 9.0 | |||
Total liabilities
|
1,380.7
|
1,460.8
|
|||
Equity
|
|
|
|||
Common shares |
14 | 3,154.9 | 3,154.0 | ||
Contributed surplus |
106.6 | 106.7 | |||
Other reserves |
(81.5 | ) |
(116.8 | ) | |
Deficit |
(2,339.5 | ) | (2,354.6 | ) | |
Total equity
|
840.5
|
789.3
|
|||
Total liabilities and equity
|
2,221.2
|
2,250.1
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
Note |
2021
|
2020
|
||
COMMON SHARES
|
|
|
|||
Balance, beginning of period | 3,154.0 | 3,144.5 | |||
Issuance of common shares under First Nations agreements |
0.4 | — | |||
Exercise of options and vested performance share units |
0.5 | 0.1 | |||
Balance, end of period
|
3,154.9
|
3,144.6
|
|||
CONTRIBUTED SURPLUS
|
|
|
|||
Balance, beginning of period |
106.7 | 105.7 | |||
Exercise of options and vested performance share units |
14 | (0.5 | ) |
— | |
Equity settled share-based payments |
0.4 | 0.2 | |||
Balance, end of period
|
106.6
|
105.9
|
|||
OTHER RESERVES
|
|
|
|||
Balance, beginning of period |
(116.8 | ) |
(13.6 | ) |
|
Gain on revaluation of non-current derivative financial liabilities (net of tax) |
10 | 35.3 | 5.5 | ||
Balance, end of period
|
(81.5)
|
(8.1)
|
|||
DEFICIT
|
|
|
|||
Balance, beginning of period |
(2,354.6 | ) |
(2,275.3 | ) |
|
Net earnings (loss) |
15.1 | (28.3 | ) |
||
Balance, end of period
|
(2,339.5
|
) |
(2,303.6)
|
||
Total equity
|
840.5
|
938.8
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
Note |
2021
|
2020
|
||
OPERATING ACTIVITIES
|
|
|
|||
Net earnings (loss) | 15.1 | (28.3 | ) |
||
Adjustments for: | |
||||
Foreign exchange loss (gain) | 0.5 | (9.6 | ) |
||
Depreciation and depletion | 45.4 | 52.8 | |||
Financial instrument transaction costs | 0.2 | 3.4 | |||
Other non-cash adjustments |
16 | (8.5 | ) |
12.9 | |
Income tax expense |
15 | 3.9 | 5.2 | ||
Finance income |
3 | (0.1 | ) |
(0.2 | ) |
Finance costs |
3 | 9.4 | 13.5 | ||
Reclamation and closure costs paid |
13 | (1.6 | ) |
(2.1 | ) |
64.3 | 47.6 | ||||
Change in non-cash operating working capital
|
16 |
(10.4
|
) |
4.2
|
|
Income taxes paid |
(0.6 |
) |
(0.5 |
) |
|
Cash generated from operations
|
53.3
|
51.3
|
|||
INVESTING ACTIVITIES
|
|
|
|||
Mining interests |
(53.8 | ) |
(65.3 | ) |
|
Proceeds from sale of Mesquite |
— | 7.5 | |||
Proceeds from sale of other assets |
0.1 | — | |||
Investment and other financial instrument acquisitions |
(23.5 | ) |
(0.8 | ) |
|
Interest received |
0.1 | 0.2 | |||
Cash used by investing activities
|
(77.1
|
) |
(58.4)
|
) |
|
FINANCING ACTIVITIES
|
|
|
|||
Proceeds from New Afton free cash flow interest obligation, net of transaction costs |
10 | — | 299.6 | ||
Lease payments |
(2.7 | ) |
(2.9 | ) |
|
Cash settlement of non-current derivative financial liabilities |
10 | (12.0 | ) |
(4.7 | ) |
Interest paid |
(17.4 | ) |
(1.4 | ) |
|
Drawdown of credit facility |
9 | — | 35.0 | ||
Cash (used by) generated from financing activities
|
(32.1
|
) |
325.6
|
||
Effect of exchange rate changes on cash and cash equivalents
|
0.8
|
(1.5
|
) |
||
Change in cash and cash equivalents
|
(55.1
|
) |
317.0
|
||
Cash and cash equivalents, beginning of period |
186.3 | 83.4 | |||
Cash and cash equivalents, end of period
|
131.2
|
400.4
|
|||
Cash and cash equivalents are comprised of:
|
|
|
|||
Cash |
94.3 | 333.2 | |||
Short-term money market instruments |
36.9
|
67.2
|
|||
131.2 | 400.4 |
1.
|
Description of business and nature of operations
|
2.
|
Basis of preparation and significant accounting policies
|
(a)
|
Statement of compliance
|
(b)
|
Changes in accounting policies
|
3.
|
Expenses
|
(a)
|
Operating expenses by nature
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
OPERATING EXPENSES BY NATURE
|
||||
Raw materials and consumables
|
39.1
|
34.1
|
||
Salaries and employee benefits
|
36.5
|
30.7
|
||
Contractors
|
18.6
|
16.6
|
||
Repairs and maintenance
|
13.2
|
8.5
|
||
General and administrative
|
5.9
|
5.3
|
||
Leases
|
0.8
|
0.9
|
||
Royalties
|
1.9
|
3.0
|
||
Drilling and analytical
|
1.1
|
0.3
|
||
Other
|
2.6
|
2.4
|
||
Total production expenses
|
119.7
|
101.8
|
||
Less: Production expenses capitalized
|
(26.1
|
) |
(16.8
|
) |
Add: Change in inventories
|
0.3
|
4.7
|
||
Total operating expenses
|
93.9
|
89.7
|
(b)
|
Finance costs and income
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
FINANCE COSTS
|
||||
Interest on senior unsecured notes
|
9.0
|
11.0
|
||
Interest on Credit Facility
|
0.2
|
0.6
|
||
Accretion
|
0.8
|
1.3
|
||
Other finance costs
|
1.6
|
1.1
|
||
Total finance costs
|
11.6
|
14.0
|
||
Less: amounts included in cost of qualifying assets
|
(2.2
|
) |
(0.5
|
) |
Total finance costs
|
9.4
|
13.5
|
||
FINANCE INCOME
|
||||
Interest income
|
0.1
|
0.2
|
(c)
|
Other gains and (losses)
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
OTHER GAINS AND (LOSSES)
|
||||
(Loss) gain on foreign exchange
|
(0.7
|
) |
10.8
|
|
Loss on disposal of assets
|
(0.2
|
) |
(0.8
|
) |
Loss on revaluation of investments
|
(8.3
|
) |
—
|
|
Unrealized gain (loss) on revaluation of non-current derivative financial liabilities
|
18.7
|
(9.2
|
) |
|
Settlement and loss on revaluation of gold price option contracts
|
—
|
(1.2
|
) |
|
Settlement and loss on revaluation of copper price option contracts
|
(1.2
|
) |
—
|
|
Revaluation of CSP's reclamation and closure cost obligation
|
(0.5
|
) |
0.4
|
|
Financial instrument transaction costs
|
(0.2
|
) |
(3.4
|
) |
Flow through share premium(1)
|
1.7
|
—
|
||
Other
|
(0.6
|
) |
(0.5
|
) |
Total other gains (losses)
|
8.7
|
(3.9
|
) |
1.
|
In the fourth quarter of 2020 the Company issued 3,824,000 flow through shares and recognized a premium on the difference between the issue price and the share price on the date of close. In
2021 the flow through share premium was recognized in income when the Company renounced the related tax benefits.
|
4.
|
Trade and other receivables
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
TRADE AND OTHER RECEIVABLES
|
||||
Trade receivables
|
11.0
|
8.0
|
||
Sales tax receivable
|
18.5
|
15.4
|
||
Unsettled provisionally priced concentrate derivatives and swap contracts (Note 12)
|
(1.4
|
) |
(0.9
|
) |
Proceeds due from sale of Mesquite(1)
|
12.8
|
12.8
|
||
Proceeds due from sale of Blackwater(2)
|
39.8
|
39.3
|
||
Other
|
0.5
|
2.5
|
||
Total trade and other receivables
|
81.2
|
77.1
|
1.
|
In 2020, the Company recognized a receivable of $12.8 million for outstanding income tax refunds at Mesquite due to the enactment of the Coronavirus Aid, Relief, and Economic Security Act in
the United States, which supported the recognition of this receivable.
|
2.
|
The Blackwater project was sold in the third quarter of 2020 and the Company retained an 8% stream on gold production from the property and C$50.0 million of the proceeds are due on
August 21, 2021.
|
5.
|
Investments
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
MARKETABLE EQUITY SECURITIES(3)
|
||||
Artemis Gold Inc.(1)
|
30.2
|
37.3
|
||
Harte Gold Corp.(2)
|
19.1
|
—
|
||
Other marketable securities
|
9.5
|
7.2
|
||
Total marketable equity securities
|
58.8
|
44.5
|
||
Other Investments
|
0.9
|
0.9
|
||
Total investments
|
59.7
|
45.4
|
1.
|
Until November 2021, the Company requires Artemis' consent in order to transfer or dispose of the investment.
|
2.
|
In March 2021, the Company completed the acquisition of 14.9% of Harte Gold Corp for $19.8 million (C$24.8 million).
|
3.
|
In April 2021, the Company completed the acquisition of Talisker Resources Ltd. for $11.0 million (C$13.8 million).
|
6.
|
Trade and other payables
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
TRADE AND OTHER PAYABLES
|
||||
Trade payables
|
49.5
|
41.6
|
||
Interest payable
|
8.9
|
16.7
|
||
Accruals
|
51.0
|
57.4
|
||
Current portion of reclamation and closure cost obligations (Note 13)
|
6.1
|
5.7
|
||
Current portion of gold stream obligation (Note 10)
|
30.8
|
32.1
|
||
Current portion of New Afton free cash flow interest obligation (Note 10)
|
—
|
4.5
|
||
Total trade and other payables
|
146.3
|
158.0
|
7.
|
Inventories
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
INVENTORIES
|
||||
Stockpile ore
|
16.3
|
21.6
|
||
Work-in-process
|
12.3
|
9.3
|
||
Finished goods(1)
|
10.8
|
7.0
|
||
Supplies
|
56.5
|
55.4
|
||
Total current inventories
|
95.9
|
93.3
|
1.
|
The amount of inventories recognized in operating expenses for the three months ended March 31, 2021 were $90.3 million (2020 - $84.9 million).
|
8.
|
Mining interests
|
Mining Properties |
||||||||||
Depletable
|
Non- depletable
|
Plant & equipment
|
Construction in
progress
|
Total
|
(in millions of U.S. dollars)
|
||||||||||
COST
|
||||||||||
As at December 31, 2019
|
1,451.1
|
409.0
|
1,260.2
|
129.4
|
3,249.7
|
|||||
Additions
|
57.7
|
85.7
|
68.3
|
88.2
|
299.9
|
|||||
Disposals
|
—
|
—
|
(9.1
|
) |
—
|
(9.1
|
) |
|||
Transfers
|
60.6
|
—
|
—
|
(60.6
|
) |
—
|
||||
Sale of Blackwater, net of retained mineral interest(1)
|
—
|
(194.3
|
) |
(20.3
|
) |
—
|
(214.6
|
) |
As at December 31, 2020
|
1,569.4
|
300.4
|
1,299.1
|
157.0
|
3,325.9
|
|||||
Additions
|
9.3
|
26.7
|
6.0
|
13.8
|
55.8
|
|||||
Disposals
|
(0.2
|
) |
—
|
(1.8
|
) |
—
|
(2.0
|
) |
||
Transfers
|
59.9
|
—
|
30.5
|
(90.4
|
) |
—
|
||||
As at March 31, 2021
|
1,638.4
|
327.1
|
1,333.8
|
80.4
|
3,379.7
|
ACCUMULATED DEPRECIATION |
||||||||||
As at December 31, 2019
|
831.4
|
—
|
490.3
|
—
|
1,321.7
|
|||||
Depreciation for the year
|
77.7
|
—
|
112.0
|
—
|
189.7
|
|||||
Disposals
|
—
|
—
|
(7.2
|
) |
—
|
(7.2
|
) |
|||
Sale of Blackwater(1)
|
—
|
—
|
(6.6
|
) |
—
|
(6.6
|
) |
As at December 31, 2020
|
909.1
|
—
|
588.5
|
—
|
1,497.6
|
|||||
Depreciation for the period |
20.0 | — | 25.0 | — | 45.0 | |||||
Disposals |
— | — | (1.7 | ) |
— | (1.7 | ) |
|||
As at March 31, 2021
|
929.1
|
—
|
611.8
|
—
|
1,540.9
|
|||||
CARRYING AMOUNT
|
||||||||||
As at December 31, 2020
|
660.3
|
300.4
|
710.6
|
157.0
|
1,828.3
|
|||||
As at March 31, 2021
|
709.3
|
327.1
|
722.0
|
80.4
|
1,838.8
|
1. |
The Blackwater project was sold in the third quarter of 2020 and the Company retained an 8% stream on gold production from the property.
|
As at March 31, 2021
|
(in millions of U.S. dollars)
|
Depletable
|
Non- depletable
|
Plant &
equipment
|
Construction
in progress
|
Total
|
|||||
MINING INTEREST BY SITE
|
||||||||||
New Afton
|
378.7
|
151.6
|
152.9
|
29.6
|
712.8
|
|||||
Rainy River
|
330.6
|
24.4
|
566.9
|
50.8
|
972.7
|
|||||
Other(1)
|
—
|
151.1
|
2.2
|
—
|
153.3
|
|||||
Carrying amount
|
709.3
|
327.1
|
722.0
|
80.4
|
1,838.8
|
1. |
Other includes corporate balances, exploration properties, and the retained mineral interest in the Blackwater property. |
As at December 31, 2020
|
(in millions of U.S. dollars)
|
Depletable | Non-depletable |
Plant &
equipment
|
Construction
in progress
|
Total
|
|||||
MINING INTEREST BY SITE
|
||||||||||
New Afton
|
382.9 | 127.5 |
150.0
|
27.4
|
687.8
|
|||||
Rainy River
|
277.4 | 21.8 |
558.4
|
129.6
|
987.2
|
|||||
Other(1)
|
— | 151.1 |
2.2
|
—
|
153.3
|
|||||
Carrying amount
|
660.3 | 300.4 |
710.6
|
157.0
|
1,828.3
|
1. |
Other includes corporate balances, exploration properties, and the retained mineral interest in the Blackwater property. |
9.
|
Long-term debt
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
LONG-TERM DEBT
|
||||
Senior unsecured notes - due May 15, 2025 (a)
|
96.4
|
96.3
|
||
Senior unsecured notes - due July 15, 2027 (b)
|
393.2
|
392.9
|
||
Credit Facility (c)
|
—
|
—
|
||
Total long-term debt
|
489.6
|
489.2
|
(a)
|
Senior Unsecured Notes – due May 15, 2025
|
•
|
During the 12-month period beginning on May 15 of the years indicated at the redemption prices below, expressed as a percentage of the principal amount of the 2025 Unsecured Notes to be redeemed, plus
accrued and unpaid interest, if any, to the redemption date.
|
Date
|
Redemption prices (%)
|
2020
|
104.78
|
2021
|
103.19
|
2022
|
101.59
|
2023 and thereafter
|
100.00
|
(b)
|
Senior Unsecured Notes - due July 15, 2027
|
•
|
At any time prior to July 15, 2023 at a redemption price of 100% of the aggregate principal amount of the 2027 Unsecured Notes, plus a make-whole premium (consisting of the redemption
price as described below, and future interest that would have been paid up to the first call date of July 15, 2023), plus accrued and unpaid interest, if any, to the redemption date.
|
•
|
During the 12-month period beginning on July 15 of the years indicated at the redemption prices below, expressed as a percentage of the principal amount of the 2027 Unsecured Notes to
be redeemed, plus accrued and unpaid interest, if any, to the redemption date:
|
Date
|
Redemption prices (%)
|
2023
|
103.75
|
2024
|
101.88
|
2025 and thereafter
|
100.00
|
(c)
|
Credit Facility
|
•
|
The minimum interest coverage ratio, being earnings before interest, taxes, depreciation, amortization, exploration, impairment, and other non-cash adjustments (“Adjusted EBITDA”) to interest;
|
•
|
The maximum net debt to Adjusted EBITDA ratio (“Leverage Ratio”); and
|
•
|
The maximum gross secured debt to Adjusted EBITDA (“Secured Leverage Ratio”).
|
|
Twelve months ended March 31 |
Twelve months ended
December 31
|
Financial Covenant
|
2021
|
2020
|
|
FINANCIAL COVENANTS
|
|||
Minimum interest coverage ratio (Adjusted EBITDA to interest)
|
>3.0:1.0
|
5.2 : 1
|
5.0 : 1
|
Maximum leverage ratio (net debt to Adjusted EBITDA)
|
<4.5:1.0
|
2.0 : 1
|
1.8 : 1
|
Maximum secured leverage ratio (secured debt to Adjusted EBITDA)
|
<2.0:1.0
|
0.3 : 1
|
0.3 : 1
|
10.
|
Non-current derivative financial liabilities
|
(in millions of U.S. dollars)
|
Rainy River
|
New Afton
|
Total
|
|||
CHANGE IN NON-CURRENT DERIVATIVE FINANCIAL LIABILITIES
|
||||||
Balance, December 31, 2019
|
164.5
|
—
|
164.5
|
|||
Proceeds received
|
—
|
300.0
|
300.0
|
|||
Settlements during the period
|
(24.1
|
) |
—
|
(24.1
|
) |
|
Fair value adjustments related to changes in the Company’s own credit risk(1)
|
19.2
|
84.0
|
103.2
|
|||
Other fair value adjustments(2)
|
58.3
|
52.1
|
110.4
|
|||
Balance, December 31, 2020
|
217.9
|
436.1
|
654.0
|
|||
Less: current portion
|
(32.1
|
) |
(4.5
|
) |
(36.6
|
) |
Non-current portion of derivative financial liabilities
|
185.8
|
431.6
|
617.4
|
|||
Balance, December 31, 2020
|
217.9
|
436.1
|
654.0
|
|||
Settlements during the period
|
(5.9
|
) |
(4.9
|
) |
(10.8
|
) |
Fair value adjustments related to changes in the Company’s own credit risk(1)
|
(2.4
|
) |
(32.9
|
) |
(35.3
|
) |
Other fair value adjustments(2)
|
(6.3
|
) |
(12.5
|
) |
(18.8
|
) |
Balance, March 31, 2021
|
203.3
|
385.8
|
589.1
|
|||
Less: current portion(3)
|
(30.8
|
) |
—
|
(30.8
|
) |
|
Non-current portion of derivative financial liabilities
|
172.5
|
385.8
|
558.3
|
1.
|
Fair value adjustments related to changes in the Company’s own credit risk are included in other comprehensive income.
|
2.
|
Other fair value adjustments are included in the consolidated income statements.
|
3.
|
The current portion of the derivative financial liabilities is included in trade and other payables on the statement of financial position.
|
Financial instrument
|
Components of the adjustment to fair value |
Rainy River gold stream obligation
|
• Accretion expense due to passage of time
• Change in the risk-free interest rate
• Change in the Company specific credit spread
• Change in any expected ounces to be delivered
• Change in future metal prices
|
New Afton free cash flow interest obligation
|
• Accretion expense due to passage of time
• Change in the risk-free interest rate
• Change in the Company specific credit spread
• Change in any expected ounces to be delivered
• Change in future metal prices
• Change in production profile, operating and capital costs at New Afton, including considerations to the minimum cash guarantee over the first four
years of the instrument
|
(a)
|
Right-of-use assets
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
RIGHT-OF-USE- ASSETS
|
||||
Opening balance
|
35.2
|
43.2
|
||
Additions
|
—
|
7.5
|
||
Depreciation
|
(3.0
|
) |
(12.9
|
) |
Disposals
|
(0.2
|
) |
(2.6
|
) |
Total right-of-use-assets
|
32.0
|
35.2
|
(b)
|
Lease liabilities
|
As at March 31
|
As at December 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
MATURITY ANALYSIS FOR LEASES
|
||||
Less than 1 year
|
10.3
|
10.6
|
||
Between 1 and 3 years
|
17.9
|
19.3
|
||
Between 3 and 5 years
|
0.2
|
1.5
|
||
Total undiscounted lease payments(1)
|
28.4
|
31.4
|
||
Carrying value of lease liabilities
|
27.2
|
29.1
|
||
Less: current portion of lease liabilities(2)
|
(9.3
|
) |
(9.6
|
) |
Non-current portion of lease liabilities
|
17.9
|
19.5
|
1.
|
Total undiscounted lease payments excludes leases that are classified as short term and leases for low value assets, which are not recognized as lease liabilities.
|
2.
|
The current portion of the lease liabilities is included in trade and other payables on the statement of financial position.
|
|
As at March 31 | As at December 31 |
(in millions of U.S. dollars)
|
2021
|
2020
|
||
DERIVATIVE ASSETS |
||||
Copper price option contracts(1)
|
0.3
|
—
|
||
Total derivative assets
|
0.3
|
—
|
||
DERIVATIVE LIABILITIES |
||||
Unsettled provisionally priced concentrate derivatives, and swap contracts(2)
|
1.4
|
0.9
|
||
Total derivative liabilities
|
1.4
|
0.9
|
1.
|
Copper price option contracts are included within prepaid expenses and other in the statement of financial position.
|
2.
|
Unsettled provisionally priced concentrate derivatives are included within trade and other receivables in the statement of financial position.
|
(a)
|
Provisionally priced contracts
|
Three months ended March 31, 2021
|
(in millions of U.S. dollars)
|
Gold | Copper | Total |
|||
(LOSS) GAIN ON THE PROVISIONAL PRICING OF CONCENTRATE SALES | ||||||
Realized
|
(0.7
|
) |
0.2
|
(0.5
|
) | |
Unrealized | (0.7 | ) |
1.1 | 0.4 | ||
Total (loss) gain
|
(1.4
|
) |
1.3
|
(0.1
|
) |
Three months ended March 31, 2020
|
(in millions of U.S. dollars)
|
Gold
|
Copper
|
Total
|
|||
GAIN (LOSS) ON THE PROVISIONAL PRICING OF CONCENTRATE SALES
|
||||||
Realized
|
0.5
|
(2.2
|
) |
(1.7
|
) |
|
Unrealized
|
0.5
|
(2.8
|
) |
(2.3
|
) |
|
Total gain (loss)
|
1.0
|
(5.0
|
) |
(4.0
|
) |
Three months ended March 31, 2021
|
(in millions of U.S. dollars)
|
Gold | Copper | Total |
|||
GAIN (LOSS) ON SWAP CONTRACTS | ||||||
Realized
|
0.9
|
|
(2.6
|
) |
(1.7
|
) |
Unrealized | 0.7 | |
(2.5 | ) |
(1.8 | ) |
Total gain (loss)
|
1.6
|
(5.1
|
) |
(3.5
|
) |
Three months ended March 31, 2020
|
(in millions of U.S. dollars)
|
Gold
|
Copper
|
Total
|
|||
(LOSS) GAIN ON SWAP CONTRACTS
|
||||||
Realized
|
(2.5
|
) |
1.9
|
(0.6
|
) |
|
Unrealized
|
0.1
|
3.9
|
|
4.0
|
|
|
Total (loss) gain
|
(2.4
|
) |
5.8
|
|
3.4
|
|
As at March 31
|
As at December 31
|
2021
|
2020
|
|||
VOLUMES SUBJECT TO FINAL PRICING NET OF OUTSTANDING SWAPS
|
||||
Gold ounces (000s)
|
1.9
|
1.2
|
||
Copper pounds (millions)
|
0.6
|
1.6
|
(b)
|
Copper put option contracts
|
Quantity
outstanding (lb)
|
Remaining team
|
Exercise price
($/lb)
|
Fair value - asset
(liability)
|
|||||
COPPER PRICE OPTION CONTRACTS OUTSTANDING |
||||||||
Copper put contracts - purchased |
22.5 million |
April 2021 – September 2021 |
3.10 |
0.3 |
(in millions of U.S. dollars) |
Rainy
River
|
New Afton
|
Cerro San
Pedro
|
Blackwater(1) | Total |
CHANGES TO RECLAMATION AND CLOSURE COST OBLIGATIONS |
||||||||||
Balance – December 31, 2019
|
67.0
|
18.0
|
12.6
|
9.4
|
107.0
|
|||||
Reclamation expenditures
|
(1.2
|
) |
—
|
(5.6
|
) |
—
|
(6.8
|
) |
||
Unwinding of discount
|
1.0
|
0.2
|
0.4
|
0.1
|
1.7
|
|||||
Revisions to expected cash flows
|
12.9
|
15.1
|
(3.4
|
) |
0.8
|
25.4
|
||||
Foreign exchange movement
|
1.7
|
0.9
|
(0.4
|
) |
(0.4)
|
1.8
|
||||
Liabilities sold
|
—
|
—
|
—
|
(9.9)
|
(9.9
|
) |
||||
Balance – December 31, 2020
|
81.4
|
34.2
|
3.6
|
—
|
119.2
|
|||||
Less: current portion of closure costs (Note 6)
|
(2.5
|
) |
—
|
(3.2
|
) |
—
|
(5.7
|
) |
||
Non-current portion of closure costs
|
78.9
|
34.2
|
0.4
|
—
|
113.5
|
Balance – December 31, 2020
|
81.4
|
34.2
|
3.6
|
—
|
119.2
|
|||||
Reclamation expenditures
|
(0.1
|
) |
—
|
(0.9
|
) |
—
|
(1.0
|
) |
||
Unwinding of discount
|
0.2
|
0.1
|
—
|
—
|
0.3
|
|||||
Revisions to expected cash flows
|
(5.0
|
) |
(1.1
|
) |
0.5
|
—
|
(5.6
|
) |
||
Foreign exchange movement
|
1.0
|
0.4
|
(0.1
|
) |
—
|
1.3
|
||||
Balance – March 31, 2021
|
77.5
|
33.6
|
3.1
|
—
|
114.2
|
|||||
Less: current portion of closure costs (Note 6)
|
(3.4
|
) |
—
|
(2.7
|
) |
—
|
(6.1
|
) |
||
Non-current portion of closure costs
|
74.1
|
33.6
|
0.4
|
—
|
108.1
|
1.
|
The Blackwater project was sold in the third quarter of 2020.
|
Number of shares
|
|
(in millions of U.S. dollars, except where noted)
|
(000s)
|
$
|
||
NO PAR VALUE COMMON SHARES ISSUED
|
||||
Balance at December 31, 2019
|
675,957
|
3,144.5
|
||
Issuance of common shares
|
350
|
0.7
|
||
Issuance of flow through shares(1)
|
3,824
|
8.6
|
||
Exercise of options and vested performance share units
|
119
|
0.2
|
Balance at December 31, 2020
|
680,250 | 3,154.0 | ||
Issuance of common shares under First Nations agreements
|
250
|
0.4
|
||
Exercise of options and vested performance share units
|
225
|
0.5
|
||
Balance at March 31, 2021 |
680,725
|
3,154.9 |
1.
|
In December 2020, the Company closed a flow-through financing for proceeds of $10.2 million (gross proceeds less equity issuance costs) consisting of the issue and sale of 3,824,000 Common Shares at a price of C$3.40 per share to fund exploration drilling programs at Rainy River and New Afton. |
(b)
|
Share-based payment expenses
|
Three months ended March 31
|
(in millions of U.S. dollars)
|
2021
|
2020
|
||
SHARE-BASED PAYMENT EXPENSES
|
||||
Stock option expense
|
0.2
|
0.2
|
||
Performance share unit expense
|
0.5
|
0.1
|
||
Restricted share unit expense
|
(0.6
|
) |
0.6
|
|
Deferred share unit expense
|
(1.5
|
) |
(0.1
|
) |
Shares issued under First Nations agreements
|
(0.1
|
) |
—
|
|
Total share-based payment expenses
|
(1.5
|
) |
0.8
|
1.
|
For the three months ended March 31, 2021 $(0.4) million of share-based expenses were recognized in operating expenses (2020 – $0.6 million). |
Number of options
|
Weighted average
exercise price
|
(000s)
|
C$/share
|
|||
CHANGES TO THE COMPANY'S STOCK OPTION PLAN
|
||||
Balance at December 31, 2019
|
5,578
|
2.81
|
||
Granted
|
2,329
|
1.20
|
||
Exercised
|
(32
|
) |
1.17
|
|
Forfeited
|
(677
|
) |
4.06
|
|
Expired
|
(2,363
|
) |
3.45
|
|
Balance at December 31, 2020 |
4,835 | 1.59 | ||
Granted |
1,632 | 2.06 | ||
Exercised |
(23 | ) | 1.19 | |
Balance at March 31, 2021 |
6,444 | 1.71 |
(c)
|
Earnings (loss) per share
|
Three months ended March 31 |
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
||
CALCULATION OF EARNINGS (LOSS) PER SHARE
|
|
|
||
Net earnings (loss) |
15.1 | (28.3 | ) |
|
Basic weighted average number of shares outstanding (in millions)
|
680.6
|
676.0
|
||
Dilution of securities:
|
|
|
||
Stock options |
2.2 | — | ||
Diluted weighted average number of shares outstanding (in millions)
|
682.8
|
676.0
|
||
Net earnings (loss) per share:
|
|
|
||
Basic |
0.02 | (0.04 | ) |
|
Diluted |
0.02 | (0.04 | ) |
Three months ended March 31 |
(in millions of units)
|
2021
|
2020
|
||
EQUITY SECURITIES EXCLUDED FROM THE CALCULATION OF DILUTED EARNINGS PER SHARE |
||||
Stock options
|
0.6
|
7.5
|
15.
|
Income and mining taxes
|
Three months ended March 31 |
(in millions of U.S. dollars)
|
2021
|
2020
|
||
CURRENT INCOME AND MINING TAX EXPENSE
|
|
|
||
Canada |
0.6 | 0.8 | ||
Foreign |
0.1 | — | ||
0.7
|
0.8
|
|||
DEFERRED INCOME AND MINING TAX EXPENSE |
||||
Canada
|
3.2
|
4.4
|
||
Total income tax expense
|
3.9
|
5.2
|
16.
|
Supplemental cash flow information
|
Three months ended March 31 |
(in millions of U.S. dollars)
|
2021
|
2020
|
||
CHANGE IN NON-CASH OPERATING WORKING CAPITAL
|
||||
Trade and other receivables
|
(4.8
|
) |
1.2
|
|
Inventories
|
(1.7
|
) |
2.3
|
|
Prepaid expenses and other
|
4.9
|
—
|
||
Trade and other payables
|
(8.8
|
) |
0.7
|
|
Total change in non-cash operating working capital
|
(10.4
|
) |
4.2
|
Three months ended March 31 |
(in millions of U.S. dollars)
|
2021
|
2020
|
||
OTHER NON-CASH ADJUSTMENTS
|
||||
Loss on FX derivative
|
—
|
0.3
|
||
Unrealized loss (gain) on concentrate contracts
|
1.4
|
(1.1
|
) |
|
Equity settled share-based payment expense
|
0.2
|
0.2
|
||
Loss on disposal of assets
|
0.2
|
0.8
|
||
Settlement and loss on revaluation of gold price option contracts
|
—
|
1.2
|
||
Loss on revaluation of copper price option contracts
|
1.2
|
—
|
||
Unrealized (gain) loss on revaluation of non-current derivative financial instruments
|
(18.8
|
) |
9.2
|
|
Revaluation of CSP’s reclamation and closure cost obligation
|
0.5
|
(0.4
|
) |
|
Inventory provision
|
0.2
|
2.7
|
||
Loss on revaluation of investments
|
8.3
|
—
|
||
Flow through share premium
|
(1.7
|
) |
—
|
|
Total other non-cash adjustments
|
(8.5
|
) |
12.9
|
17.
|
Segmented information
|
(a)
|
Segment revenues and results
|
Three months ended March 31, 2021 |
(in millions of U.S. dollars)
|
Rainy River
|
New Afton
|
Corporate
|
Total
|
||||
OPERATING SEGMENT RESULTS
|
||||||||
Gold revenues
|
92.5
|
19.9
|
—
|
112.4
|
||||
Copper revenues
|
—
|
48.1
|
—
|
48.1
|
||||
Silver revenues
|
3.3
|
1.1
|
—
|
4.4
|
||||
Total revenues(1)
|
95.8
|
69.1
|
—
|
164.9
|
||||
Operating expenses
|
53.9
|
40.0
|
—
|
93.9
|
||||
Depreciation and depletion
|
33.8
|
11.3
|
—
|
45.1
|
||||
Revenue less cost of goods sold
|
8.1
|
17.8
|
—
|
25.9
|
||||
Corporate administration
|
—
|
—
|
5.3
|
5.3
|
||||
Share-based payment expenses
|
—
|
—
|
(1.1
|
) |
(1.1
|
) | ||
Exploration and business development
|
0.4
|
1.4
|
0.3
|
2.1
|
||||
Income (loss) from operations
|
7.7
|
16.4
|
(4.5
|
) |
19.6
|
1.
|
Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the three months ended March 31, 2021. |
Three months ended March 31, 2020 |
(in millions of U.S. dollars)
|
Rainy River
|
New Afton
|
Corporate
|
Total
|
||||
OPERATING SEGMENT RESULTS
|
||||||||
Gold revenues
|
76.8
|
21.8
|
—
|
98.6
|
||||
Copper revenues
|
—
|
41.7
|
—
|
41.7
|
||||
Silver revenues
|
1.0
|
1.0
|
—
|
2.0
|
||||
Total revenues(1)
|
77.8
|
64.5
|
—
|
142.3
|
||||
Operating expenses
|
56.8
|
32.9
|
—
|
89.7
|
||||
Depreciation and depletion
|
35.4
|
16.6
|
—
|
52.0
|
||||
Revenue less cost of goods sold
|
(14.4
|
) |
15.0
|
—
|
0.6
|
|||
Corporate administration
|
—
|
—
|
4.5
|
4.5
|
||||
Share-based payment expenses
|
—
|
—
|
0.2
|
0.2
|
||||
Exploration and business development
|
0.2
|
1.5
|
0.1
|
1.8
|
||||
Income (loss) from operations
|
(14.6
|
) |
13.5
|
(4.8
|
) |
(5.9
|
) |
1. |
Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the three months ended March 31,2020. |
(b)
|
Segmented assets and liabilities
|
As at March 31 |
Total assets
As at
December 31
|
As at March 31 |
Total liabilities
As at
December 31
|
Capital expenditures(1)
Three months ended March 31
|
||||||||
(in millions of U.S. dollars)
|
2021
|
2020
|
2021
|
2020
|
2021
|
2020
|
||||||
SEGMENTED ASSETS AND LIABILITIES
|
||||||||||||
Rainy River
|
1,063.0
|
1,090.2
|
351.1
|
374.8
|
28.1
|
33.5
|
||||||
New Afton
|
771.7
|
749.7
|
516.2
|
551.5
|
25.6
|
23.7
|
||||||
Other(2)
|
386.5
|
410.2
|
513.4
|
534.5
|
0.1
|
8.1
|
||||||
Total segmented assets, liabilities and capital expenditures
|
2,221.2
|
2,250.1
|
1,380.7
|
1,460.8
|
53.8
|
65.3
|
1.
|
Capital expenditures per consolidated statement of cash flows.
|
2.
|
Other includes corporate balance, exploration properties, the stream on Blackwater gold production, and Cerro San Pedro.
|
|
As at March 31, 2021 |
As at December 31, 2020 |
(in millions of U.S. dollars)
|
Category |
Level
|
Level
|
||
FINANCIAL ASSETS
|
|||||
Cash and cash equivalents
|
Financial assets at amortized cost |
|
131.2 |
|
186.3 |
Trade and other receivables
|
Financial assets at amortized cost |
|
69.8 |
|
65.2 |
Provisionally priced contracts
|
Financial instruments at FVTPL |
2
|
0.4 |
2
|
8.9 |
Gold and copper swap contracts
|
Financial instruments at FVTPL |
2
|
(1.8) |
2
|
(9.8) |
Copper price option contracts
|
Financial Instruments at FVTPL |
2
|
0.3 |
2
|
— |
Proceeds due from income tax refunds at Mesquite(1)
|
Financial assets at amortized cost |
1
|
12.8 |
1
|
12.8 |
Investments
|
Financial instruments at FVTPL |
1
|
59.7 |
1
|
46.2 |
FINANCIAL LIABILITIES
|
|||||
Trade and other payables(2)
|
Financial liabilities at amortized cost |
|
109.4 |
|
115.7 |
Long-term debt
|
Financial liabilities at amortized cost |
|
489.6 |
|
489.2 |
Gold stream obligation
|
Financial instruments at FVTPL |
3
|
203.3 |
3
|
217.9 |
Free cash flow interest obligation
|
Financial instruments at FVTPL |
3
|
385.8 |
3
|
436.1 |
1.
|
Proceeds due from income tax refunds at Mesquite are included in trade and other receivables on the consolidated statement of financial position.
|
2.
|
Trade and other payables exclude the short-term portions of reclamation and closure cost obligations, the gold stream obligation and the free cash flow interest obligation.
|
|
As at March 31, 2021 |
As at December 31, 2020 |
(in millions of U.S. dollars)
|
Carrying
value
|
Fair value
|
Carrying
value
|
Fair value
|
FINANCIAL ASSETS
|
|
|
|
|
Cash and cash equivalents
|
131.2
|
131.2
|
186.3
|
186.3
|
Trade and other receivables
|
69.8
|
69.8
|
65.2
|
65.2
|
Provisionally priced contracts
|
0.4
|
0.4
|
8.9
|
8.9
|
Gold and copper swap contracts
|
(1.8)
|
(1.8)
|
(9.8)
|
(9.8)
|
Copper price option contracts
|
0.3
|
0.3
|
—
|
—
|
Proceeds due from income tax refunds at Mesquite(2)
|
12.8
|
12.8
|
12.8
|
12.8
|
Investments
|
59.7
|
59.7
|
46.2
|
46.2
|
FINANCIAL LIABILITIES
|
|
|
|
|
Trade and other payables(1)
|
109.4
|
109.4
|
115.7
|
115.7
|
Long-term debt
|
489.6
|
518.4
|
489.2
|
548.0
|
Gold stream obligation
|
203.3
|
203.3
|
217.9
|
217.9
|
Free cash flow interest obligation
|
385.8
|
385.8
|
436.1
|
436.1
|
1.
|
Trade and other payables exclude the short-term portion of reclamation and closure cost obligation and the short-term portion of the gold stream obligation and New Afton free cash flow interest obligation.
|
2.
|
Proceeds due from income tax refunds at Mesquite are included in trade and other receivables on the consolidated statement of financial position.
|
OUR BUSINESS
|
1
|
OPERATING AND FINANCIAL HIGHLIGHTS
|
3
|
NEW AFTON INCIDENT
|
5
|
SUSTAINABILITY AND ESG
|
5
|
CORPORATE DEVELOPMENTS AND EXPLORATION
|
6
|
OUTLOOK FOR 2021
|
6
|
OUR RESPONSE TO COVID-19
|
7
|
KEY PERFORMANCE DRIVERS
|
8
|
FINANCIAL RESULTS
|
10
|
REVIEW OF OPERATING MINES
|
14
|
FINANCIAL CONDITION REVIEW
|
20
|
NON-GAAP FINANCIAL PERFORMANCE MEASURES
|
26
|
ENTERPRISE RISK MANAGEMENT AND RISK FACTORS
|
38
|
CRITICAL JUDGMENTS AND ESTIMATION UNCERTAINTIES
|
39
|
ACCOUNTING POLICIES
|
39
|
CONTROLS AND PROCEDURES
|
40
|
END NOTES
|
41
|
CAUTIONARY NOTES
|
42
|
Three months ended
March 31
|
||
2021
|
2020
|
|
OPERATING INFORMATION
|
||
Gold equivalent (“eq.”) (ounces)(1):
|
||
Produced(3)
|
96,026
|
103,435
|
Sold(3)
|
91,818
|
103,936
|
Gold (ounces):
|
||
Produced(3)
|
66,650
|
66,790
|
Sold(3)
|
63,539
|
68,773
|
Copper (millions of pounds):
|
||
Produced(3)
|
13.8
|
18.5
|
Sold(3)
|
13.3
|
17.7
|
Revenue
|
||
Gold ($/ounce)
|
1,769
|
1,431
|
Copper ($/pound)
|
3.62
|
2.36
|
Average realized price(2)
|
||
Gold ($/ounce)
|
1,788
|
1,458
|
Copper ($/pound)
|
3.83
|
2.56
|
Operating expenses per gold eq. ounce sold ($/ounce)
|
1,022
|
864
|
Depreciation and depletion per gold eq. ounce sold ($/ounce)
|
498
|
507
|
Total cash costs per gold eq. ounce sold ($/ounce)(2)
|
1,067
|
916
|
All-in sustaining costs per gold eq. ounce sold ($/ounce) (2)
|
1,550
|
1,446
|
Three months ended
March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
FINANCIAL INFORMATION
|
||
Revenue
|
164.9
|
142.3
|
Revenue less cost of goods sold
|
25.9
|
0.6
|
Net earnings (loss)
|
15.1
|
(28.3)
|
Adjusted net earnings (loss)(2)
|
8.1
|
(17.8)
|
Cash generated from operations
|
53.3
|
51.3
|
Cash generated from operations before changes in non-cash operating working capital(2)
|
63.7
|
47.1
|
Sustaining capital(2)
|
35.3
|
46.3
|
Growth capital(2)
|
18.5
|
19.0
|
Total assets
|
2,221.2
|
2,457.7
|
Cash and cash equivalents
|
131.2
|
400.4
|
Long-term debt
|
489.6
|
750.2
|
Non-current liabilities excluding long-term debt
|
744.3
|
596.6
|
Share Data
|
||
Earnings (loss) per share
|
||
Basic ($)
|
0.02
|
(0.04)
|
Diluted ($)
|
0.02
|
(0.04)
|
Adjusted net (loss) earnings per basic share ($)(2)
|
0.01
|
(0.03)
|
Share price as at March 31 (TSX - Canadian dollars)
|
1.94
|
0.73
|
Weighted average outstanding shares (basic) (millions)
|
680.6
|
676.0
|
Three months ended
March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
FINANCIAL RESULTS
Revenue
Operating expenses
Depreciation and depletion
|
164.9
93.9
45.1
|
142.3
89.7
52.0
|
Revenue less cost of goods sold
|
25.9
|
0.6
|
Corporate administration
|
5.3
|
4.5
|
Share-based payment expenses
|
(1.1)
|
0.2
|
Exploration and business development
|
2.1
|
1.8
|
Income (loss) from operations
|
19.6
|
(5.9)
|
Finance income
|
0.1
|
0.2
|
Finance costs
|
(9.4)
|
(13.5)
|
Other gains and losses
|
||
(Loss) gain on foreign exchange
|
(0.7)
|
10.8
|
(Loss) on disposal of other assets
|
(0.2)
|
(0.8)
|
(Loss) on revaluation of investments
|
(8.3)
|
—
|
Unrealized gain (loss) on revaluation of non-current derivative financial liabilities
|
18.7
|
(9.2)
|
Settlement and (loss) on revaluation of gold price option contracts
|
—
|
(1.2)
|
Settlement and (loss) on revaluation of copper price option contracts
|
(1.2)
|
—
|
Revaluation of CSP’s reclamation and closure cost obligation
|
(0.5)
|
0.4
|
Financial instrument transaction costs
|
(0.2)
|
(3.4)
|
Flow through share premium
|
1.7
|
—
|
Other
|
(0.6)
|
(0.5)
|
Earnings before taxes
|
19.0
|
(23.1)
|
Income tax (expense) recovery
|
(3.9)
|
(5.2)
|
Net earnings (loss)
|
15.1
|
(28.3)
|
Adjusted net income (loss) (2)
|
8.1
|
(17.8)
|
(in millions of U.S. dollars, except where noted)
|
Q1
2021
|
Q4
2020
|
Q3
2020
|
Q2
2020
|
Q1
2020
|
Q4
2019
|
Q3
2019
|
Q2
2019
|
Q1
2019
|
OPERATING INFORMATION
|
|||||||||
Gold production from operations (ounces)(4)
|
66,650
|
83,096
|
78,959
|
64,294
|
66,790
|
66,856
|
91,087
|
85,216
|
79,398
|
Gold sales from operations (ounces)(4)
|
63,539
|
86,491
|
75,760
|
60,853
|
68,773
|
71,691
|
85,867
|
84,184
|
89,312
|
Revenue
|
164.9
|
198.9
|
173.7
|
128.5
|
142.3
|
139.2
|
168.4
|
155.1
|
167.9
|
Net income (loss)
|
15.1
|
(21.1)
|
15.7
|
(45.6)
|
(28.3)
|
0.3
|
(24.7)
|
(35.7)
|
(13.4)
|
Per share:
|
|||||||||
Basic ($)
|
0.02
|
(0.03)
|
0.02
|
(0.07)
|
(0.04)
|
0.00
|
(0.04)
|
(0.06)
|
(0.02)
|
Diluted ($)
|
0.02
|
(0.03)
|
0.02
|
(0.07)
|
(0.04)
|
0.00
|
(0.04)
|
(0.06)
|
(0.02)
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
OPERATING INFORMATION
|
||
Ore mined (thousands of tonnes)
|
3,227
|
2,367
|
Operating waste mined (thousands of tonnes)
|
5,908
|
6,879
|
Capitalized waste mined (thousands of tonnes)
|
4,493
|
2,373
|
Waste mined (thousands of tonnes)
|
10,400
|
9,252
|
Ore processed (thousands of tonnes)
|
2,367
|
1,678
|
Ratio of waste-to-ore
|
3.23
|
3.91
|
Average gold grade (grams/tonne)
|
0.80
|
1.03
|
Gold recovery rate (%)
|
89
|
90
|
Gold eq. (ounces) (1):
|
||
Produced (3)
|
56,513
|
51,106
|
Sold (3)
|
53,577
|
53,538
|
Gold (ounces)(1):
|
||
Produced (3)
|
54,656
|
50,381
|
Sold (3)
|
51,796
|
52,782
|
Average gold realized price ($/ounce) (2)
|
1,786
|
1,456
|
Open pit net mining cost per operating tonne mined (2)
|
2.80
|
2.86
|
Processing cost per tonne processed (2)
|
8.41
|
10.01
|
G&A cost per tonne processed (2)
|
3.28
|
4.84
|
Operating expenses per gold eq. ounce sold ($/ounce)
|
1,006
|
1,060
|
Depreciation and depletion per gold eq. ounce
|
635
|
661
|
Total cash costs per gold eq. ounce sold (2)
|
1,006
|
1,060
|
All-in sustaining costs per gold eq. sold (2)
|
1,586
|
1,755
|
FINANCIAL INFORMATION
|
||
Revenue
|
95.8
|
77.8
|
Revenue less cost of goods sold
|
8.1
|
(14.4)
|
Capital expenditures (sustaining capital) (2)
|
26.9
|
33.4
|
Capital expenditures (growth capital) (2)
|
1.3
|
0.1
|
Free cash flow (2)
|
(7.8)
|
(15.5)
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
OPERATING INFORMATION
|
||
Ore mined (thousands of tonnes)
|
956
|
1,424
|
Operating waste mined (thousands of tonnes)
|
3
|
27
|
Capitalized waste mined (thousands of tonnes)
|
66
|
71
|
Waste mined (thousands of tonnes)
|
69
|
98
|
Ore processed (thousands of tonnes)
|
1,221
|
1,399
|
Average grade:
|
||
Gold (grams/tonne)
|
0.39
|
0.45
|
Copper (%)
|
0.64
|
0.73
|
Recovery rate (%):
|
||
Gold
|
79
|
81
|
Copper
|
80
|
82
|
Gold eq. (ounces)(1):
|
||
Produced (3)
|
39,512
|
52,329
|
Sold (3)
|
38,241
|
50,398
|
Gold (ounces)(1):
|
||
Produced (3)
|
11,994
|
16,409
|
Sold (3)
|
11,744
|
15,991
|
Copper (millions of pounds):
|
||
Produced (3)
|
13.8
|
18.5
|
Sold (3)
|
13.3
|
17.7
|
Revenue
|
||
Gold ($/ounce)
|
1,698
|
1,351
|
Copper ($/pound)
|
3.62
|
2.36
|
Average realized price (2):
|
||
Gold ($/ounce)
|
1,799
|
1,464
|
Copper ($/pound)
|
3.83
|
2.56
|
Underground net mining cost per operating tonne mined (2)
|
17.75
|
9.11
|
Processing cost per tonne processed (2)
|
11.84
|
7.79
|
G&A cost per tonne processed (2)
|
2.99
|
2.54
|
Operating expenses per gold eq. ounce sold ($/ounce)
|
1,046
|
655
|
Depreciation and depletion per gold eq. ounce
|
296
|
334
|
Total cash costs per gold eq. sold ($/ounce) (2)
|
1,153
|
762
|
All-in sustaining costs per gold eq. sold ($/ounce) (2)
|
1,388
|
1,033
|
FINANCIAL INFORMATION:
|
||
Revenue
|
69.1
|
64.5
|
Revenue less cost of goods sold
|
17.8
|
15
|
Capital expenditures (sustaining capital) (2)
|
8.4
|
12.9
|
Capital expenditures (growth capital) (2)
|
17.2
|
10.8
|
Free cash flow (2)
|
(1.3)
|
9.3
|
As at March 31
|
As at December 31
|
|
(in millions of U.S. dollars)
|
2021
|
2020
|
BALANCE SHEET INFORMATION
|
||
Cash and cash equivalents
|
131.2
|
186.3
|
Other current assets
|
249.3
|
232.5
|
Non-current assets
|
1,840.7
|
1,831.3
|
Total assets
|
2,221.2
|
2,250.1
|
Current liabilities
|
146.8
|
158.7
|
Non-current liabilities excluding long-term debt
|
744.3
|
812.9
|
Long-term debt
|
489.6
|
489.2
|
Total liabilities
|
1,380.7
|
1,460.8
|
Total equity
|
840.5
|
789.3
|
Total liabilities and equity
|
2,221.2
|
2,250.1
|
• |
The minimum interest coverage ratio, being earnings before interest, taxes, depreciation, amortization, exploration, impairment, and other non-cash adjustments (“Adjusted EBITDA”) to interest;
|
• |
The maximum net debt to Adjusted EBITDA ratio (“Leverage Ratio”); and
|
• |
The maximum gross secured debt to Adjusted EBITDA (“Secured Leverage Ratio”).
|
|
Twelve months ended
March 31 |
Twelve months ended
December 31
|
|
Financial
covenant
|
2021
|
2020
|
|
FINANCIAL COVENANTS
|
|||
Minimum interest coverage ratio (Adjusted EBITDA to interest)
|
>3.0 : 1
|
5.2 : 1
|
5.0 : 1
|
Maximum leverage ratio (net debt to Adjusted EBITDA)
|
<4.5 : 1
|
2.0 : 1
|
1.8 : 1
|
Maximum secured leverage ratio (secured debt to Adjusted EBITDA)
|
<2.0 : 1
|
0.3 : 1
|
0.3 : 1
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
CASH FLOW INFORMATION
|
||
Cash generated from operating activities
|
53.3
|
51.3
|
Cash used in investing activities
|
(77.1)
|
(58.4)
|
Cash used in financing activities
|
(32.1)
|
325.6
|
Effect of exchange rate changes on cash and cash equivalents
|
0.8
|
(1.5)
|
Change in cash and cash equivalents
|
(55.1)
|
317.0
|
Three months ended March 31
|
||
(in millions of U.S. dollars)
|
2021
|
2020
|
CAPITAL EXPENDITURES BY SITE
|
||
Rainy River
|
28.1
|
33.5
|
New Afton
|
25.6
|
23.7
|
Other
|
0.1
|
8.1
|
Capital expenditures
|
53.8
|
65.3
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
CONSOLIDATED OPEX, CASH COST AND AISC RECONCILIATION
|
||
Operating expenses
|
93.9
|
89.8
|
Gold equivalent ounces sold(1)
|
91,818
|
103,936
|
Operating expenses per gold equivalent ounce sold ($/ounce)
|
1,022
|
864
|
Operating expenses
|
93.9
|
89.8
|
Treatment and refining charges on concentrate sales
|
4.1
|
5.4
|
Total cash costs
|
98.0
|
95.2
|
Gold equivalent ounces sold(1)
|
91,818
|
103,936
|
Total cash costs per gold equivalent ounce sold ($/ounce)
|
1,067
|
916
|
Sustaining capital expenditures(5)(7)
|
35.1
|
46.3
|
Sustaining exploration - expensed
|
0.3
|
—
|
Sustaining leases
|
2.7
|
2.9
|
Corporate G&A including share-based compensation(6)
|
3.8
|
4.2
|
Reclamation expenses
|
2.3
|
1.8
|
Total all-in sustaining costs
|
142.3
|
150.4
|
Gold equivalent ounces sold(1)
|
91,818
|
103,936
|
All-in sustaining costs per gold equivalent ounce sold ($/ounce)
|
1,550
|
1,446
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
RAINY RIVER OPEX, CASH COSTS AND AISC RECONCILIATION
|
||
Operating expenses
|
53.9
|
56.8
|
Gold equivalent ounces sold (1)
|
53,577
|
53,538
|
Operating expenses per unit of gold sold ($/ounce)
|
1,006
|
1,060
|
Operating expenses
|
53.9
|
56.8
|
Total cash costs
|
53.9
|
56.8
|
Gold equivalent ounces sold (1)
|
53,577
|
53,538
|
Total cash costs per gold equivalent ounce sold ($/ounce)
|
1,006
|
1,060
|
Sustaining capital expenditures(5)(7)
|
26.8
|
33.4
|
Sustaining leases
|
2.5
|
2.3
|
Reclamation expenses
|
1.8
|
1.5
|
Total all-in sustaining costs
|
85.0
|
94.0
|
Gold equivalent ounces sold (1)
|
53,577
|
53,538
|
All-in sustaining costs per gold equivalent ounce sold ($/ounce)
|
1,586
|
1,755
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
NEW AFTON OPEX, CASH COSTS AND AISC RECONCILIATION
|
||
Operating expenses
|
40.0
|
32.9
|
Gold equivalent ounces sold (1)
|
38,241
|
50,398
|
Operating expenses per unit of gold sold ($/ounce)
|
1,046
|
655
|
Operating expenses
|
40.0
|
32.9
|
Treatment and refining charges on concentrate sales
|
4.1
|
5.4
|
Total cash costs
|
44.1
|
38.3
|
Gold equivalent ounces sold (1)
|
38,241
|
50,398
|
Total cash costs per gold equivalent ounce sold ($/ounce)
|
1,153
|
762
|
Sustaining capital expenditures(5)
|
8.3
|
12.9
|
Sustaining leases
|
0.1
|
0.4
|
Reclamation expenses
|
0.5
|
0.3
|
Total all-in sustaining costs
|
53.1
|
51.9
|
Gold equivalent ounces sold (1)
|
38,241
|
50,398
|
All-in sustaining costs per gold equivalent ounce sold ($/ounce)
|
1,388
|
1,033
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
RAINY RIVER COST PER TONNE
|
||
Operating expenses
|
53.9
|
56.8
|
Change in inventory, selling costs and royalties and other
|
(0.7)
|
(5.5)
|
Processing costs
|
53.2
|
51.3
|
Mining costs
|
25.5
|
26.4
|
Processing costs
|
19.9
|
16.8
|
G&A costs
|
7.8
|
8.1
|
Ore and operating waste tonnes mined (thousands of tonnes)
|
9,119
|
9,246
|
Ore processed (thousands of tonnes)
|
2,367
|
1,678
|
Open pit net mining cost per operating tonne mined
|
2.80
|
2.86
|
Processing costs per tonne processed
|
8.41
|
10.01
|
G&A cost per tonne processed
|
3.28
|
4.84
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
NEW AFTON COST PER TONNE
|
||
Operating expenses
|
40.0
|
32.9
|
Change in inventory, selling costs and royalties and other
|
(4.9)
|
(5.2)
|
Processing costs
|
35.1
|
27.7
|
Mining costs
|
17.0
|
13.2
|
Processing costs
|
14.4
|
10.9
|
G&A costs
|
3.6
|
3.6
|
Ore and operating waste tonnes mined (thousands of tonnes)
|
959
|
1,451
|
Ore processed (thousands of tonnes)
|
1,221
|
1,399
|
Underground net mining costs per operating tonne mined
|
17.75
|
9.11
|
Processing costs per tonne processed
|
11.84
|
7.79
|
G&A cost per tonne processed
|
2.99
|
2.54
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
TOTAL SUSTAINING CAPITAL EXPENDITURES
|
||
Mining interests per statement of cash flows
|
53.8
|
65.3
|
New Afton growth capital expenditures(8)
|
(17.2)
|
(10.8)
|
Rainy River growth capital expenditures(8)
|
(1.3)
|
(0.1)
|
Blackwater growth capital expenditures
|
—
|
(8.1)
|
Sustaining capital expenditures
|
35.3
|
46.3
|
• |
Inventory write downs
|
• |
Items included in “Other gains and losses” as per Note 3 of the Company’s consolidated financial statements; and
|
• |
Certain non-recurring items.
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
ADJUSTED NET EARNINGS (LOSS) RECONCILIATION
|
||
Earnings (loss) before taxes
|
19.0
|
(23.1)
|
Other (gains) losses(9)
|
(8.7)
|
3.9
|
Inventory write-down
|
—
|
3.0
|
Adjusted net earnings (loss) before taxes
|
10.3
|
(16.2)
|
Income tax (expense) recovery
|
(3.9)
|
(5.2)
|
Income tax adjustments
|
1.7
|
3.6
|
Adjusted income tax recovery (expense)
|
(2.2)
|
(1.6)
|
Adjusted net earnings (loss)
|
8.1
|
(17.8)
|
Adjusted earnings (loss) per share (basic and diluted)
|
0.01
|
(0.03)
|
Three months ended March 31
|
||
(in millions of U.S. dollars)
|
2021
|
2020
|
CASH RECONCILIATION
|
||
Cash generated from operations
|
53.3
|
51.3
|
Add back (deduct): Change in non-cash operating working capital
|
10.4
|
(4.2)
|
Cash generated from operations before changes in non-cash operating working capital
|
63.7
|
47.1
|
Three months ended March 31, 2021
|
||||
(in millions of U.S. dollars)
|
Rainy River
|
New Afton
|
Other
|
Total
|
FREE CASH FLOW RECONCILIATION
|
||||
Cash generated from operations
|
29.9
|
29.2
|
(5.8)
|
53.3
|
Less Mining interest capital expenditures
|
(28.1)
|
(25.6)
|
(0.1)
|
(53.8)
|
Add Proceeds of sale from other assets
|
—
|
0.1
|
—
|
0.1
|
Less Lease payments
|
(2.5)
|
(0.1)
|
(0.1)
|
(2.7)
|
Less Cash settlement of non-current derivative financial liabilities
|
(7.1)
|
(4.9)
|
—
|
(12.0)
|
Free Cash Flow
|
(7.8)
|
(1.3)
|
(6.0)
|
(15.1)
|
Three months ended March 31, 2020
|
||||
(in millions of U.S. dollars)
|
Rainy River
|
New Afton
|
Other
|
Total
|
FREE CASH FLOW RECONCILIATION
|
||||
Cash generated from operations
|
24.9
|
33.4
|
(7.0)
|
51.3
|
Less Mining interest capital expenditures
|
(33.5)
|
(23.7)
|
(8.1)
|
(65.3)
|
Less Lease payments
|
(2.3)
|
(0.4)
|
(0.2)
|
(2.9)
|
Less Cash settlement of non-current derivative financial liabilities
|
(4.7)
|
—
|
—
|
(4.7)
|
Free Cash Flow
|
(15.5)
|
9.3
|
(15.3)
|
(21.6)
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
TOTAL AVERAGE REALIZED PRICE
|
||
Revenue from gold sales
|
112.4
|
98.4
|
Treatment and refining charges on gold concentrate sales
|
1.2
|
1.8
|
Gross revenue from gold sales
|
113.6
|
100.2
|
Gold ounces sold
|
63,539
|
68,773
|
Total average realized price per gold ounce sold ($/ounce)
|
1,788
|
1,458
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
RAINY RIVER AVERAGE REALIZED PRICE
|
||
Revenue from gold sales
|
92.5
|
76.8
|
Gold ounces sold
|
51,796
|
52,782
|
Rainy River average realized price per gold ounce sold ($/ounce)
|
1,786
|
1,456
|
Three months ended March 31
|
||
(in millions of U.S. dollars, except where noted)
|
2021
|
2020
|
NEW AFTON AVERAGE REALIZED PRICE
|
||
Revenue from gold sales
|
19.9
|
21.8
|
Treatment and refining charges on gold concentrate sales
|
1.2
|
1.8
|
Gross revenue from gold sales
|
21.1
|
23.6
|
Gold ounces sold
|
11,744
|
15,991
|
New Afton average realized price per gold ounce sold ($/ounce)
|
1,799
|
1,464
|
1. |
Total gold eq. ounces include silver and copper produced/sold converted to a gold eq. based on a ratio of $1,800 per gold ounce, $25.00 per silver ounce and $3.50 per copper pound used for
2021 guidance estimates. All copper is produced/sold by the New Afton Mine. Gold eq. ounces for Rainy River in Q1 2021 includes production of 133,730 ounces of silver (128,260 ounces sold) converted to a gold eq. based on a ratio of
$1,800 per gold ounce and $25.00 per silver ounce used for 2021 guidance estimates. Gold eq. ounces for New Afton in Q1 2021 includes 13.8 million pounds of copper produced (13.3 million pounds sold) and produced 53,494 ounces of
silver (48,328 ounces of silver sold) converted to a gold eq. based on a ratio of $1,800 per gold ounce, 3.50 per copper pound and $25.00 per silver ounce used for 2021 guidance estimates.
|
2. |
"Total cash costs", "all-in sustaining costs", "adjusted net earnings/(loss)", "sustaining capital and sustaining leases”, “growth capital”, “cash generated from operations”, “average realized
gold/copper price per ounce/pound”, "mining, processing and G&A costs per tonne" and "free cash flow" are all non-GAAP financial performance measures that are used in this MD&A. These measures do not have any standardized
meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. For more information about these measures, why they are used by the Company, and a reconciliation to the most directly comparable
measure under IFRS, see the “Non- GAAP Financial Performance Measures" section of this MD&A.
|
3. |
Production is shown on a total contained basis while sales are shown on a net payable basis, including final product inventory and smelter payable adjustments, where applicable.
|
4. |
A detailed discussion of production is included in the “Review of Operating Mines” section of this MD&A.
|
5. |
See “Total Sustaining Capital Expenditures Reconciliation” to reconcile sustaining capital expenditures to mining interests per the statement of cash flows.
|
6. |
Includes the sum of corporate administration costs and share-based payment expense per the income statement, net of any non-cash depreciation within those figures.
|
7. |
Sustaining capital expenditures are net of proceeds from disposal of assets.
|
8. |
Growth capital expenditures at New Afton in the current period and prior-year period relate to project advancement for the C-Zone. Growth capital expenditures at Rainy River in the current
year relates to underground development.
|
9. |
Please refer to Note 3 of the Company’s unaudited condensed consolidated financial statements for a detailed breakdown of other gains and losses.
|
1.
|
Review: I have reviewed the interim financial
report and interim MD&A (together, the “interim filings”) of New Gold Inc. (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 Internal Control – Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.
|
5.2
|
ICFR – material weakness relating to design: None
|
5.3
|
Limitation on scope of design: None
|
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 4, 2021
|
|
/s/ Renaud Adams
|
||
Name:
|
Renaud Adams
|
|
Title:
|
Chief Executive Officer
|
1.
|
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of New
Gold Inc. (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 Internal
Control – Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.
|
5.2
|
ICFR – material weakness relating to
design: None
|
5.3
|
Limitation on scope of design: None
|
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 4, 2021
|
|
/s/ Robert Chausse
|
||
Name:
|
Robert Chausse
|
|
Title:
|
Chief Financial Officer
|
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