Source - LSE Regulatory
RNS Number : 7384A
Amaroq Minerals Ltd
26 May 2023
 

 

 

A picture containing symbol, logo, white, design Description automatically generated

("Amaroq" or the "Corporation" or the "Company")

 

1st Quarter Financial Results and Outline of 2023 Workplan

 

 

TORONTO, ONTARIO - [26] May 2023 - Amaroq Minerals Ltd. (AIM, TSXV, NASDAQ First North: AMRQ), an independent mine development company with a substantial land package of gold and strategic mineral assets covering an area of 7,866.85 km2 in Southern Greenland, is pleased to present its Q1 2023 Financial Results and outline its current workplan for 2023.

 

Q1 2023 Corporate Highlights:

 

·     Debt funding non-binding term sheets for a $66.8 million (US$49.5 million) senior secured financing package signed on March 28, 2023.

·     Gold business working capital of $46.7 million as of March 31, 2023 ($49.5 million as of December 31, 2022), which together with the debt funding would represent available liquidity of $113.5 million as the Company approaches the trial mining stage at Nalunaq.

·     ACAM JV completed. ACAM, through its affiliate company GCAM, LP, has invested an initial amount of $30.4 million (£18.0 million) under a subscription and shareholders' agreement in return for 490,000 ordinary shares in the subsidiary representing 49%. Transaction completed and funds released on April 13, 2023.

·     Strategic minerals has available liquidity of $30.4 million as we embark on the first year of the 3-year exploration program.

·     Announced intention to list on Iceland's Nasdaq Exchange main market, with listing preparation underway.

 

Q1 2023 Operational Highlights:

 

·     Nalunaq: Environmental Impact Assessment (EIA) for Nalunaq approved for translation into Greenlandic and Danish ahead of the public consultation meetings later this year. Execution of development progressing with letters of Intent (LOIs) signed with Halyard and Thyssen Schachtbau and acquisition of underground mining equipment underway.

·     Nanoq: Completion of 407.65 km2 high-resolution heli-borne geophysical survey across the Nanoq, Siku and Jokum's Shear gold projects with the aim of defining geological models to direct future drilling campaigns.

·     Vagar Ridge: 2022 results provide further evidence of Intrusion Related gold potential and the presence of Orogenic gold mineralisation with some geological similarities with the Nalunaq deposit, enabling the team to leverage previous experience.

·     Kobberminebugt: 2022 results confirm copper mineralisation to be skarn related with potential for significant tonnages at depth or along strike opening up the potential for numerous similar bodies across more than 40km of granite contact zone

·     North Sava: Completed a 5,100 line-km aerial survey, the results of which are being processed and will be published in H2 2023.

 

 

Eldur Olafsson, CEO of Amaroq, commented:

 

"We enter the second quarter of the year very well-funded, and with a busy programme of exploration to add incremental resource to the Company and to bring Nalunaq onstream on time and on budget such that we can meet trial mining in 2024.  At the same time, our plans for a main market listing in Iceland move forward.  I would like to thank the entire team for their dedication and hard work as we grow the Company at pace."

 

2023 Exploration and Development Workplan:

 

Gold Projects

·      Nalunaq

In preparation for the 2023 field season and enabled by the debt financing, Amaroq is finalizing mine design and schedule for the up-dip portion of the Mountain Block, thus laying the groundwork for a trial mining area. In order to realise this the Nalunaq project team is working on:

Site Preparation - June to August, the site will undergo logistical planning, detailed engineering design, procurement and mobilization of equipment and project teams in preparation for underground development as well as construction of associated infrastructure.

Mine Preparation - August to January, following the mobilization of equipment and personnel, the existing developments in the Mountain Block will be re-opened and rehabilitated with all required mining services installed.

 Trial Mine Operation - January 2024 onwards, Amaroq intends to commence a new operation within the Mountain Block with trial mining and ore production feeding an initial stage (gravity circuit) trial processing facility constructed on the valley floor.

In addition to this and to facilitate progressive resource growth in this trial mining area, the Company is conducting a programme of mountain drilling in the trial mining area and further up-dip

 

·      Nanoq

The 2022 season saw the completion of a 407.65 km2 high-resolution heli-borne geophysical survey across the Nanoq, Siku and Jokum's Shear gold projects with the aim of defining geological models to direct future drilling campaigns.

These results have highlight a number of additional targets which will be assessed during field investigations in 2023 as well as site preparation ahead of initial drilling in 2024.

 

·      Vagar Ridge

While Amaroq will focus its efforts on the development of the Nalunaq deposit during 2023, Amaroq will aim to construct a robust geological and mineralisation model to inform future exploration at Vagar. Ground preparation and drill readiness preparations will also occur ahead of the 2024 season.

 

Strategic Minerals Projects (Amaroq 51%)

 

·      Sava

The 2022 field season saw the completion of a two drillhole scout drilling programme across two target areas along with associated mapping and sampling across the licence.

Amaroq has proposed a 2023 season incorporating further scout drilling on at least two separate IOCG targets along with further ground exploration in the form of geological and alteration mapping guided by external IOCG specialists.

 

·      North Sava

An airborne geophysical survey of approximately 5,100 line-km was completed across the North Sava sub area targeting the continuation of the mineralisation and mineral potential already identified at Sava.

Results are currently being interpreted by the Amaroq geology team and external consultants with conclusions are expected to be announced in H2-23.

 

·      Kobberminebugt Licence

Samples of the main Josva vein returned up to 11.6 % Cu over 0.5 m. Minor gold and silver grades were also reported.

The 2023 fieldwork plan revolves around a detailed airborne geophysical survey across the whole licence area aimed at signaturing the mineralisation at Josva and Lilian and using this as a proxy for further discoveries.


·      Saqqaa Dyke

Amaroq is planning on conducting a targeted surface core drilling programme into the potential strike extension of Saqqaa Dyke below the Nalunaq Valley floor and previously signatured from ground geophysical surveys.

Saqqaa peridotite dyke is known to host semi-massive and disseminated magmatic sulphide mineralisation, with elevated concentrations of Nickel (up to >1%), Copper (up to 6% in float samples), and Platinum Group Elements (up to 10 g/t Pd in channel samples).

 

·      Stendalen Licence

A Detailed geophysical survey will be conducted across the Stendalen layered intrusion in order to assess its potential to host Ni sulphides at depth and on its flanks.

The Titanium/Vanadium hosting intrusion will also undergo ground reconnaissance and initial stratigraphic drilling to signature this mineralisation as well as assess the Ni sulphide hosting potential.

The Paatusoq syenite intrusion will be visited and sampled in 2023, with the main objectives being to follow up on historic radiometric anomalies and identify areas of mineralisation. Drone surveys may be carried out to improve geological maps of the intrusion.

A virtually unexplored layered gabbro intrusion in contact with the Paatusoq syenites may also be visited and assessed for its similarities to the Stendalen gabbro intrusion.

 

Amaroq Financial Results

 

The following selected financial data is extracted from the Financial Statements for the three months ended March 31, 2023.

 

Financial Results


Three months ended March 31


2023

$

2022

$

Exploration and evaluation expenses

1,181,653

1,010,330

General and administrative

2,577,035

2,988,769

Net loss and comprehensive loss

3,376,893

4,135,498

Basic and diluted loss per common share

(0.01)

(0.02)

 

Financial Position


As at March 31

As at December 31


2023

$

2022

$

Cash on hand

46,784,407

50,137,569

Total assets

62,010,593

65,096,061

Total current liabilities

1,729,851

1,868,198

Shareholders' equity

60,280,742

63,227,863

Working capital

46,738,567

49,472,991

 

 

Iceland Investor Event

 

Amaroq will be holding a Capital Markets Day for the Icelandic market at the new headquarters of Landsbankinn at Reykjastræti 6, 101 Reykjavík, from 9.00am to 11.00am Iceland time, GMT on Friday June 2, 2023.

 

Amaroq's Board and senior management will provide an overview of the Company's strategy and growth plans, in addition to an update on plans for the Company's Main Market listing in Iceland. Attendees will have the opportunity to address questions to the management team.

 

To attend the event in person, please click on the following link for registration: https://www.landsbankinn.is/amaroq-minerals

 

The event will be broadcast live to enable remote access to the meeting. Please register for the webcast at the following link: https://www.landsbankinn.is/amaroq-minerals

 

Ends

 

 

Enquiries:  

Amaroq Minerals Ltd.  

Eldur Olafsson, Executive Director and CEO  

+354 665 2003  

eo@amaroqminerals.com  

  

 Eddie Wyvill, Investor Relations  

+44 (0)7713 126727  

ew@amaroqminerals.com  

  

Stifel Nicolaus Europe Limited (Nominated Adviser and Broker)  

Callum Stewart  

Varun Talwar  

Simon Mensley  

Ashton Clanfield  

+44 (0) 20 7710 7600  

  

Panmure Gordon (UK) Limited (Joint Broker)  

John Prior  

Hugh Rich  

Dougie Mcleod  

+44 (0) 20 7886 2500  

  

Landsbankinn hf. (Listing Agent)  

Ellert Arnarson  

Ellert.Arnarson@landsbankinn.is 

 

Camarco (Financial PR)  

Billy Clegg  

Elfie Kent  

Charlie Dingwall  

+44 (0) 20 3757 4980  

 

For Company updates:  

Follow @Amaroq_minerals on Twitter  

Follow Amaroq Minerals Inc. on LinkedIn  

 

Further Information:  

 

About Amaroq Minerals  

Amaroq Minerals' principal business objectives are the identification, acquisition, exploration, and development of gold and strategic metal properties in Greenland. The Company's principal asset is a 100% interest in the Nalunaq Project, an advanced exploration stage property with an exploitation license including the previously operating Nalunaq gold mine. The Corporation has a portfolio of gold and strategic metal assets covering 7,866.85km2, the largest mineral portfolio in Southern Greenland covering the two known gold belts in the region. Amaroq Minerals is incorporated under the Canada Business Corporations Act and wholly owns Nalunaq A/S, incorporated under the Greenland Public Companies Act.

 

 

 

Glossary

Ag

silver

Au

gold

Bt

Billion tonnes

Cu

copper

g

grams

g/t

grams per tonne

km

kilometers

Koz

thousand ounces

m

meters

Mo

molybdenum

MRE

Mineral Resource Estimate

Nb

niobium

Ni

nickel

oz

ounces

REE

Rare Earth Elements

t

tonnes

Ti

Titanium

t/m3

tonne per cubic meter

U

uranium

USD/ozAu

US Dollar per ounce of gold

V

Vanadium

Zn

zinc

 

 

 

Inside Information

This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No. 596/2014 on Market Abuse ("UK MAR"), as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, and Regulation (EU) No. 596/2014 on Market Abuse ("EU MAR").

 

Qualified Person Statement

The technical information presented in this press release has been approved by James Gilbertson CGeol, VP Exploration for Amaroq Minerals and a Chartered Geologist with the Geological Society of London, and as such a Qualified Person as defined by NI 43-101.

 

 



 

 

 

 

Alopex Logo.pdf

 

 

 

 

 

Amaroq Minerals Ltd.

UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended March 31, 2023

 

 

 

 


 

 

The attached financial statements have been prepared by Management of Amaroq Minerals Ltd. and have not been reviewed by the auditor








As at March 31,

As at December 31,


Notes

2023

2022



$

$

ASSETS




Current assets




Cash


46,784,407

50,137,569

Sales tax receivable


79,813

95,890

Prepaid expenses and others


965,534

450,290

Total current assets


47,829,754

50,683,749

Non-current assets




Deposit


27,944

27,944

Escrow account for environmental monitoring


433,223

427,120

Mineral properties

3

85,579

85,579

Capital assets

4

13,634,093

13,871,669

Total non-current assets


14,180,839

14,412,312

TOTAL ASSETS


62,010,593

65,096,061

 

LIABILITIES AND EQUITY




Current liabilities




Trade and other payables


1,018,351

1,138,961

Lease liabilities - current portion

5

72,836

71,797

Total current liabilities


1,091,187

1,210,758

Non-current liabilities




Lease liabilities

5

638,664

657,440

Total non-current liabilities


638,664

657,440

Total liabilities


1,729,851

1,868,198

 

Equity




Capital stock


131,837,145

131,708,387

Contributed surplus


5,551,879

5,250,865

Accumulated other comprehensive loss


(36,772)

(36,772)

Deficit


(77,071,510)

(73,694,617)

Total equity


60,280,742

63,227,863

TOTAL LIABILITIES AND EQUITY


62,010,593

65,096,061

 

Subsequent events

 

9


 

 

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



Three months ended March 31,


Notes

2023

2022



$

$

Expenses




Exploration and evaluation expenses

7

1,181,653

1,010,330

General and administrative

8

2,577,035

2,988,769

Loss on disposal of capital assets


37,791

-

Foreign exchange loss (gain)


(197,004)

147,188

Operating loss


3,599,475

4,146,287

Other expenses (income)




Interest income


(231,319)

(20,325)

Finance costs


8,737

9,536

Net loss and comprehensive loss


(3,376,893)

(4,135,498)

 

 

 

Weighted average number of common shares outstanding - basic and diluted


 

 

 

 

263,203,347

 

 

 

 

177,098,737

Basic and diluted loss per common share


(0.01)

(0.02)

 

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


Amaroq Minerals Ltd.

Consolidated Statements of Changes in Equity

(Unaudited, in Canadian Dollars)

 

 

Number of common

shares outstanding

 

Capital Stock

 

Contributed surplus

Accumulated other comprehensive

loss

 

 

Deficit

 

Total Equity




$

$

$

$

$

Balance at January 1, 2022

177,098,737

88,500,205

3,300,723

(36,772)

(51,795,654)

39,968,502

Net loss and comprehensive loss


-

-

-

-

(4,135,498)

(4,135,498)

Stock-based compensation


-

-

1,443,862

-

-

1,443,862

Balance at March 31, 2022

177,098,737

88,500,205

4,744,585

(36,772)

(55,931,152)

37,276,866

 

Balance at January 1, 2023

 

263,073,022

 

131,708,387

 

5,250,865

 

(36,772)

 

(73,694,617)

 

63,227,863

Net loss and comprehensive loss


-

-

-

-

(3,376,893)

(3,376,893)

Options exercised


208,275

128,758

(150,000)

-

-

(21,242)

Stock-based compensation

6

-

-

451,014

-

-

451,014

Balance at March 31, 2023

263,281,297

131,837,145

5,551,879

(36,772)

(77,071,510)

60,280,742

 

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






 

Notes

Three months ended March 31,



2023

2022



$

$

Operating activities




Net loss for the period


(3,376,893)

(4,135,498)

Adjustments for:




Depreciation

4

199,785

203,970

Stock-based compensation

6

451,014

1,443,862

Loss on disposal of capital assets


37,791

-

Other expenses


8,737

9,048

Foreign exchange


(216,560)

145,361


(2,896,126)

(2,333,257)

Changes in non-cash working capital items:




Sales tax receivable


16,076

15,196

Prepaid expenses and others


(515,244)

106,984

Trade and other payables


(127,977)

(905,619)



(627,145)

(783,439)

Cash flow used in operating activities


(3,523,271)

(3,116,696)

 

Investing activities




Acquisition of capital assets

4

-

(247,834)

Cash flow used in investing activities


-

(247,834)

 

Financing activities




Principal repayment - lease liabilities

5

(26,474)

(5,550)

Cash flow from financing activities


(26,474)

(5,550)

 

Net change in cash before effects of exchange rate changes on cash during the period


 

 

(3,549,745)

 

 

(3,370,080)

Effects of exchange rate changes on cash


196,583

(130,938)

Net change in cash during the period

(3,353,162)

(3,501,018)

Cash, beginning of period


50,137,569

27,324,459

Cash, end of period


46,784,407

23,823,441

 

Supplemental cash flow information




Interest received


231,319

20,325

Additions in capital assets included in trade and other payables


-

48,290

 

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


 

1.     NATURE OF OPERATIONS, BASIS OF PRESENTATION

 

Amaroq Minerals Ltd. (the "Corporation") was incorporated on February 22, 2017 under the Canada Business Corporations Act. The Corporation's head office is situated at 3400, One First Canadian Place, P.O. Box 130, Toronto, Ontario, M5X 1A4, Canada. The Corporation operates in one industry segment, being the acquisition, exploration and development of mineral properties. It owns interests in properties located in Greenland. The Corporation's financial year ends on December 31. Since July 2017, the Corporation's shares are listed on the TSX Venture Exchange (the "TSX-V"), since July 2020, the Corporation's shares are also listed on the AIM market of the London Stock Exchange ("AIM") and from November 1, 2022, on Nasdaq First North Growth Market Iceland ("Nasdaq") under the AMRQ ticker.

 

These unaudited condensed interim consolidated financial statements for the three months ended March 31, 2023 ("Financial Statements") were approved by the Board of Directors on May 25, 2023.

 

1.1    Basis of presentation and consolidation

 

The Financial Statements include the accounts of the Corporation and those of its subsidiaries Nalunaq A/S and Gardaq A/S, corporations incorporated under the Greenland Public Companies Act, owned at 100%.

 

The Financial Statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") including International Accounting Standard ("IAS") 34, Interim Financial Reporting. The Financial Statements have been prepared under the historical cost convention.

 

The Financial Statements should be read in conjunction with the annual financial statements for the year ended December 31, 2022 which have been prepared in accordance with IFRS as issued by the IASB. The accounting policies, methods of computation and presentation applied in these Financial Statements are consistent with those of the previous financial year ended December 31, 2022.

 

 

2.     CRITICAL ACCOUNTING JUDGMENTS AND ASSUMPTIONS

 

The preparation of the Financial Statements requires Management to make judgments and form assumptions that affect the reported amounts of assets and liabilities at the date of the Financial Statements and reported amounts of expenses during the reporting period. On an ongoing basis, Management evaluates its judgments in relation to assets, liabilities and expenses. Management uses past experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments. Actual outcomes may differ from these estimates under different assumptions and conditions.

 

In preparing the Financial Statements, the significant judgements made by Management in applying the Corporation accounting policies and the key sources of estimation uncertainty were the same as those that applied to the Corporation's audited annual financial statements for the year ended December 31, 2022. Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.


 

3.     MINERAL PROPERTIES

 


As at December 31,

2022

 

 

Additions

As at March 31,

2023


$

$

$

Nalunaq - Au

1

-

1

Tartoq - Au

18,431

-

18,431

Vagar - Au

11,103

-

11,103

Nuna Nutaaq - Au

6,076

-

6,076

Anoritooq - Au

6,389

-

6,389

Siku - Au

6,821

-

6,821

Naalagaaffiup Portornga - Strategic Minerals

6,334

-

6,334

Saarloq - Strategic Minerals

7,348

-

7,348

Sava - Strategic Minerals

6,562

-

6,562

Kobberminebugt - Strategic Minerals

6,840

-

6,840

Stendalen - Strategic Minerals

4,837

-

4,837

North Sava - Strategic Minerals

4,837

-

4,837

Total mineral properties

85,579

-

85,579

 


As at December 31,

2021

 

 

Additions

As at December 31,

2022


$

$

$

Nalunaq - Au

1

-

1

Tartoq - Au

18,431

-

18,431

Vagar - Au

11,103

-

11,103

Nuna Nutaaq - Au

6,076

-

6,076

Anoritooq - Au

6,389

-

6,389

Siku - Au

-

6,821

6,821

Naalagaaffiup Portornga - Strategic Minerals

6,334

-

6,334

Saarloq - Strategic Minerals

7,348

-

7,348

Sava - Strategic Minerals

6,562

-

6,562

Kobberminebugt - Strategic Minerals

-

6,840

6,840

Stendalen - Strategic Minerals

-

4,837

4,837

North Sava - Strategic Minerals

-

4,837

4,837

Total mineral properties

62,244

23,335

85,579

 

4.     CAPITAL ASSETS

 


Field equipment and

infrastruc- ture

 

Vehicles and rolling stock

 

Equipment (including software)

 

Construc- tion In Progress

 

 

Right-of- use assets

 

 

 

Total


$

$

$

$

$

$

 

Three months ended March 31, 2023







Opening net book value

1,735,752

3,742,384

216,385

7,522,085

655,063

13,871,669

Disposals

-

-

(37,791)

-

-

(37,791)

Depreciation

(49,594)

(107,571)

(22,843)

-

(19,777)

(199,785)

Closing net book value

 

1,686,158

 

3,634,813

 

155,751

 

7,522,085

 

635,286

 

13,634,093


 

4.     CAPITAL ASSETS (CONT'D)

 


Field equipment and

infrastruc- ture

 

Vehicles and rolling stock

 

Equipment (including software)

 

Construc- tion In Progress

 

 

Right-of- use assets

 

 

 

Total


$

$

$

$

$

$

 

As at March 31, 2023







Cost

2,351,041

4,466,971

232,231

7,522,085

735,270

15,307,598

Accumulated depreciation

 

(664,883)

 

(832,158)

 

(76,480)

 

-

 

(99,984)

 

(1,673,505)

Closing net book value

 

1,686,158

 

3,634,813

 

155,751

 

7,522,085

 

13,634,093

 

Depreciation of capital assets related to exploration and evaluation properties is being recorded in exploration and evaluation expenses in the consolidated statement of comprehensive loss, under depreciation. Depreciation of $164,011 ($181,833 for the three months ended March 31, 2022) was expensed as exploration and evaluation expenses during the three months ended March 31, 2023.

 

As of March 31, 2023, the amount of $7,522,085 of construction in progress is related to equipment and infrastructure received or in storage and which will be installed at the appropriate time. Equipment and infrastructure include process plant components that are not yet available for use.

 

 

5.     LEASE LIABILITIES

 


As at March 31

2023


$

Balance beginning

729,237

Principal repayment

(17,737)

Balance ending

711,500

Non-current portion - lease liabilities

(638,664)

Current portion - lease liabilities

72,836

 

The Corporation has one lease for its office. In October 2020, the Corporation started the lease for five years and five months including five free rent months during this period. The monthly rent is $8,825 until March 2024 and $9,070 for the balance of the lease. The Corporation has the option to renew the lease for an additional five-year period at $9,070 monthly rent indexed annually to the increase of the consumer price index of the previous year for the Montreal area.


 

6.     STOCK-BASED COMPENSATION

 

6.1    Stock options

 

An incentive stock option plan (the "Plan") was approved initially in 2017 and renewed by shareholders on June 16, 2022. The Plan is a "rolling" plan whereby a maximum of 10% of the issued shares at the time of the grant are reserved for issue under the Plan to executive officers, directors, employees and consultants. The Board of directors grants the stock options and the exercise price of the options shall not be less than the closing price on the last trading day, preceding the grant date. The options have a maximum term of ten years. Options granted pursuant to the Plan shall vest and become exercisable at such time or times as may be determined by the Board, except options granted to consultants providing investor relations activities shall vest in stages over a 12-month period with a maximum of one-quarter of the options vesting in any three-month period. The Corporation has no legal or constructive obligation to repurchase or settle the options in cash.

 

Changes in stock options are as follows:

 

Three months ended March 31, 2023


 

Number of options

Weighted average exercise price



$

Balance, beginning

10,717,395

0.57

Exercised

(600,000)

0.43

Balance, end

10,117,395

0.58

Balance, end exercisable

10,084,062

0.58

 

Stock options outstanding and exercisable as at March 31, 2023 are as follows:

 

Number of options outstanding

Number of options exercisable

Exercise price

 

Expiry date



$


910,000

910,000

0.45

August 22, 2023

1,670,000

1,670,000

0.38

December 31, 2025

100,000

66,667

0.50

September 13, 2026

1,495,000

1,495,000

0.70

December 31, 2026

3,600,000

3,600,000

0.60

January 17, 2027

73,333

73,333

0.75

April 20, 2027

39,062

39,062

0.64

July 14, 2027

1,330,000

1,330,000

0.70

December 30, 2027

900,000

900,000

0.59

December 31, 2027

10,117,395

10,084,062



 

6.2    Restricted Share Unit

 

Conditional awards under the RSU

 

6.2.1  Description

 

Conditional awards were made in 2022 that give participants the opportunity to earn restricted share unit awards under the Corporation's Restricted Share Unit Plan ("RSU Plan") subject to the generation of shareholder value over a four year performance period.


 

6.     STOCK-BASED COMPENSATION (CONT'D)

 

The awards are designed to align the interests of the Corporation's employees and shareholders, by incentivizing the delivery of exceptional shareholder returns over the long-term. Participants receive a 10% share of a pool which is defined by the total shareholder value created above a 10% per annum compound hurdle.

 

The awards comprise three tranches, based on performance measured from January 1, 2022, to the following three measurement dates:

·      First Measurement Date: December 31, 2023;

·      Second Measurement Date: December 31, 2024; and

·      Third Measurement Date: December 31, 2025.

 

Restricted share unit awards granted under the RSU Plan as a result of achievement of the total shareholder return performance conditions are subject to continued service, with vesting as follows:

·      Awards granted after the First Measurement Date - 50% vest after one year, 50% vest after three years.

·      Awards granted after the Second Measurement Date - 50% vest after one year, 50% vest after two years.

·      RSUs granted after the Third Measurement Date - 100% vest after one year.

 

The maximum term of the awards is therefore four years from grant.

 

The Corporation's starting market capitalization is based on a fixed share price of $0.552. Value created by share price growth and dividends paid at each measurement date will be calculated with reference to the average closing share price over the three months ending on that date.

·      After December 31, 2023, 100% of the pool value at the First Measurement Date is delivered as restricted share units under the RSU Plan, subject to the maximum number of shares that can be allotted not being exceeded.

·      After December 31, 2024, the pool value at the Second Measurement Date is reduced by the pool value from the First Measurement Date (increased in line with share price movements between the First and Second Measurement Dates). 100% of the remaining pool value, if any, is delivered as restricted share units under the RSU Plan.

·      After December 31, 2025, the pool value at the Third Measurement Date is reduced by the pool value from the Second Measurement Date (increased in line with share price movements between the Second and Third Measurement Dates), and then further reduced by the pool value from the First Measurement Date (increased in line with share price movements between the First Measurement Date and the Third Measurement Date). 100% of the remaining pool value, if any, is delivered as restricted share units under the RSU Plan.

 

6.2.2  Valuation

 

The fair value of the award granted in December 2022 is $5,408,800 based on 80% of the available pool being awarded. A charge of $449,000 was recorded during the three months ended March 31, 2023.


 

7.     EXPLORATION AND EVALUATION EXPENSES

 

Three months ended March 31,


2023

2022


$

$

Geology

113,105

154,421

Drilling

-

40,462

Analysis

-

141,382

Transport

304,200

89,139

Helicopter charter

79,868

-

Logistic support

-

11,752

Insurance

-

13,200

Maintenance infrastructure

294,119

370,247

Supplies and equipment

170,558

-

Project Engineering

55,792

-

Government fees

-

7,894

Exploration and evaluation expenses before depreciation

1,017,642

828,497

Depreciation

164,011

181,833

Exploration and evaluation expenses

1,181,653

1,010,330

 

 

8.     GENERAL AND ADMINISTRATION

 

Three months ended March 31,


2023

2022


$

$

Salaries and benefits

617,589

639,999

Director's fees

157,000

157,000

Professional fees

611,878

275,708

Marketing and investor relations

141,968

168,867

Insurance

67,602

101,019

Travel and other expenses

301,269

145,913

Regulatory fees

192,941

34,264

General and administration before following elements

2,090,247

1,522,770

Stock-based compensation

451,014

1,443,862

Depreciation

35,774

22,137

General and administration

2,577,035

2,988,769

 

 

9.     SUBSEQUENT EVENTS

 

9.1    ACAM LP Joint Venture

 

On June 10, 2022, the Corporation announced that it had signed a non-binding head of terms with ACAM to establish a special purpose vehicle (the "SPV") and created a joint venture (the "JV") for the exploration and development of its Strategic Mineral assets for a combined contribution of $62.0 million (GBP 36.7 million). Subject to negotiation of the final terms of the JV, ACAM invests $30.4 million (GBP 18 million) in exchange for a 49% shareholding in the SPV, with Amaroq holding 51%. Amaroq is expected to contribute its strategic non- precious mineral (i.e. non-gold) licences as well as a contribution in kind, valued, in aggregate, at $31.6 million (GBP 18.7 million) in the form of site support, logistics and overhead costs associated with utilizing its existing infrastructure in Southern Greenland to support the JV's activities. The transfer of these licenses has been approved by the Greenland Government on April 13, 2023. An option for further future funding of $16.0 million (GBP 10.0 million) is also potentially available on the achievement of agreed milestones.


 

9.    SUBSEQUENT EVENTS (CONT'D)

 

The final documentation of the deal was executed on October 19, 2022. Written approval by the Government of Greenland pursuant to section 88(1) of the Mineral Resources Act for the transfer of the Initial JV Company Licences by Nalunaq A/S to the Gardaq A/S has been received and the resolution of the final administrative matters, to satisfy the remaining conditions needed to complete the ACAM Transaction have been completed on April 13, 2023.

 

9.2   US$49.5M Debt Financing (the "Financing") and Potential Main Market Listing in Iceland

 

On March 28, 2023, the Corporation has signed non-binding term sheets for a US$49.5 million senior secured financing package consisting of:

·      US$18.5 million Senior Debt Revolving Credit Facility ("RCF") with Icelandic banks Landsbanki and Fossar Investment Bank, with a two-year term and interest at the Secured Overnight Financing Rate (SOFR) plus 950bps. The RCF has a 2% arrangement fee and a 0.4% commitment fee on unutilized amounts.

·      Up to US$21 million Syndicated Convertible Notes ("Convertible Note") with an affiliate of ACAM LP, JLE Property Ltd, Livermore Partners and First Pecos with a four-year term, payment-in-kind interest of 5% per annum and a conversion price of 42 pence/share.

·      ACAM LP's main investors are the majority ultimate beneficial owners of GCAM LP.

·      US$10 million, two-year Cost Overrun loan by JLE Property Limited on the same terms as the Convertible Note, plus a 2.5% commitment fee on unutilized amounts, to insure against any potential unexpected cost increases.

The Financing, together with existing capital, is expected to enable the transition from bulk sample stage to trial mining, processing and production of gold doré on site at Nalunaq in a staged approach, ahead of full-scale production. The Corporation will finalize the Financing's legally binding documentation and expects to be in a position to sign binding documents within the next three months.

 

Alongside the Financing, the Corporation intends to explore the possibility of a main market listing on Iceland's Nasdaq Exchange and will update on progress and timing in due course.

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