Azarga Uranium Corp.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
June 30, 2020
(Unaudited - Expressed in U.S. Dollars)
Notice to Reader
These condensed consolidated interim financial statements of Azarga Uranium Corp. have been prepared by management and approved by the Audit Committee of the Board of Directors of the Company. In accordance with National Instrument 51-102 released by the Canadian Securities Administrators, the Company discloses that its external auditors have not reviewed these condensed consolidated interim financial statements, notes to the financial statements or the related quarterly Management's Discussion and Analysis.
TABLE OF CONTENTS
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Condensed Consolidated Interim Statements of Financial Position
Condensed Consolidated Interim Statements of ChangesLoss andinOtherEquityComprehensive Loss Condensed Consolidated Interim Statements of Cash Flows
Page4 5 6 7
1. | Corporate information and going concern | 8 |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS | 9 | |
2. | Basis of presentation | |
3. | Summary of significant accounting policies | 10 |
4. | Segmented information | 10 |
5. | Exploration and evaluation assets | 11 |
6. | Loans payable | 11 |
7. | Equity | 12 |
8. | Share option reserve | 14 |
9. | Administrative expenses | 16 |
10. | Related party transactions and balances | 16 |
11. | Financial instruments and risk management | 17 |
12. | Commitments | 19 |
13. | Supplemental cash flow information | 20 |
14. | Subsequent events | 20 |
AZARGA URANIUM CORP.
Condensed Consolidated Interim Statements of Financial Position
(Unaudited - Expressed in U.S. Dollars)
As at | |||||||
June 30, | December 31, | ||||||
Notes | 2020 | 2019 | |||||
ASSETS | $ | 620,374 | $ | 184,447 | |||
Cash | |||||||
urrent assets | 37,993 | 23,913 | |||||
Other assets | |||||||
Total current assets | 658,367 | 208,360 | |||||
Restricted cash | 22,716 | 22,716 | |||||
Non-current assets | 5 | 41,776,271 | 41,440,616 | ||||
Exploration and evaluation assets | |||||||
Property, plant and equipment | 66,419 | 67,577 | |||||
Right-of-use assets | 89,712 | 111,357 | |||||
Total assets | $ | 41,955,118 | $ | 41,642,266 | |||
Total non-current assets | |||||||
LIABILITIES AND EQUITY | $ | 565,041 | $ | 793,864 | |||
Trade and other payables | |||||||
Current liabilities | 6 | 350,670 | - | ||||
Loans payable | |||||||
Operating lease obligations | 30,757 | 45,014 | |||||
Total current liabilities | 946,468 | 838,878 | |||||
Trade and other payables | 60,000 | 70,000 | |||||
Non-current liabilities | 3,112,193 | 3,112,193 | |||||
Deferred income tax liabilities | |||||||
Decommissioning liabilities | 259,268 | 251,550 | |||||
Operating lease obligations | 63,548 | 70,445 | |||||
Warrant liabilities | 453,160 | 265,029 | |||||
Total liabilities | 3,948,169 | 3,769,217 | |||||
Total non-current liabilities | 4,894,637 | 4,608,095 | |||||
Common shares | 7 | 61,240,518 | 60,303,924 | ||||
Equity | 7 | 1,168,722 | 1,117,679 | ||||
Contributed surplus | |||||||
Share option reserve | 8 | 2,965,765 | 2,809,429 | ||||
Accumulated deficit | (27,656,157) | (26,988,501) | |||||
Total liabilities nd equity | 1 | $ | 37,718,848 | $ | 37,242,531 | ||
Corporate information and going concern | 42,613,485 | 41,850,626 | |||||
Total equity | |||||||
Subsequent events | 14 | ||||||
Approved by the Audit Committee of the Board of Directors of the Company: | |||||||
"Joseph L. Havlin", Director | "Matthew O'Kane", Director |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page | 4
AZARGA URANIUM CORP.
Condensed Consolidated Interim Statements of Loss and Other Comprehensive Loss
(Unaudited - Expressed in U.S. Dollars)
Three months ended June 30, | Six months ended June 30, | ||||||||||||
Notes | 2020 | 2019 | 2020 | 2019 | |||||||||
Administrative expenses | 9 | $ | (453,714) | $ | (380,143) | $ | (808,862) | $ | (795,455) | ||||
Foreign exchange gain (loss) | (1,288) | 20,999 | 14,263 | 13,981 | |||||||||
Finance costs | (455,002) | (359,144) | (794,599) | (781,474) | |||||||||
(9,273) | (2,549) | (15,876) | (4,938) | ||||||||||
Loss from operations | 3,537 | (10,839) | 142,819 | 239,064 | |||||||||
Unrealized gain (loss) on warrant liabilities | |||||||||||||
Net | loss from | operations | (460,738) | (372,532) | (667,656) | (547,348) | |||||||
discontinued | - | (4,119,832) | - | (4,137,120) | |||||||||
t s | continuing | (460,738) | (4,492,364) | (667,656) | (4,684,468) | ||||||||
Net loss | |||||||||||||
Equity holders of the Company | (460,738) | (4,199,110) | (667,656) | (4,386,028) | |||||||||
Net loss attributable to: | - | (293,254) | - | (298,440) | |||||||||
Non-controlling interest | |||||||||||||
Net loss | $ | (460,738) | $ | (4,492,364) | $ | (667,656) | $ | (4,684,468) | |||||
Basicanddilutedloss per share from continuing operations | $ | (0.00) | $ | (0.00) | $ | (0.00) | $ | (0.00) | |||||
operations | loss per share | $ | - | $ | (0.03) | $ | - | $ | (0.03) | ||||
Basic and diluted loss per share from discontinued | |||||||||||||
Basic and diluted loss per share | $ | (0.00) | $ | (0.03) | $ | (0.00) | $ | (0.03) | |||||
Weighted average number of common shares | 195,313,925 | 183,616,851 | 190,683,534 | 177,715,106 | |||||||||
outstanding | |||||||||||||
Other comprehensive income (loss) | $ | (460,738) | $ | (4,492,364) | $ | (667,656) | $ | (4,684,468) | |||||
Net loss | |||||||||||||
Item that may be reclassified subsequently as | - | 42,323 | - | (47,175) | |||||||||
Foreign currency translation adjustment | |||||||||||||
profit or loss | $ | (460,738) | $ | (4,450,041) | $ | (667,656) | $ | (4,731,643) | |||||
Total other comprehensive loss | |||||||||||||
Other comprehensive income (loss) | - | 29,627 | - | (33,022) | |||||||||
Equity holders of the Company | |||||||||||||
attr butable to: | - | 12,696 | - | (14,153) | |||||||||
Non-controlling interest | $ | $ | $ | $ | |||||||||
- | 42,323 | - | (47,175) | ||||||||||
Other comprehensive income (loss) |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page | 5
AZARGA URANIUM CORP.
Condensed Consolidated Interim Statements of Changes in Equity
(Unaudited - Expressed in U.S. Dollars)
Attributable to equity holders of the Company | |||||||||||||||||||
Foreign currency | |||||||||||||||||||
Number of | Common | Contributed | Share option | translation | Accumulated | Non-controlling | |||||||||||||
shares | shares | surplus | reserve | reserve | deficit | Total equity | interest | Total equity | |||||||||||
Balan | s, December 31, 2019 | 185,543,926 | $ | 60,303,924 | $ | 1,117,679 | $ | 2,809,429 | $ | - | $ (26,988,501) | $ | 37,242,531 | $ | - | $ | 37,242,531 | ||
Issuance of shares for private placement | 10,933,333 | 816,383 | - | - | - | - | 816,383 | - | 816,383 | ||||||||||
Issuance of shares to settle ESPP | 719,186 | 92,711 | (92,711) | - | - | - | - | - | - | ||||||||||
Compensation to be settled by equity | - | - | 171,254 | - | - | - | 171,254 | - | 171,254 | ||||||||||
Issuance of shares to | DSA | 260,170 | 27,500 | (27,500) | 156,336 | - | - | - | - | - | |||||||||
Share-based compensation | - | - | - | 156,336 | 156,336 | ||||||||||||||
Net loss for the period | - | - | - | - | - | (667,656) | (667,656) | - | (667,656) | ||||||||||
Balances, June 30, 2020 | 197,456,615 | $ | 61,240,518 | $ | 1,168,722 | $ | 2,965,765 | $ | - | $ (27,656,157) | $ | 37,718,848 | $ | - | $ | 37,718,848 | |||
Attributable to equity holders of the Company | |||||||||||||||||||
Share option | Foreign currency | ||||||||||||||||||
Number of | Common | Contributed | translation | Accumulated | Non-controlling | ||||||||||||||
shares | shares | surplus | reserve | reserve | deficit | Total equity | interest | Total equity | |||||||||||
Balan | s, December 31, 2018 | 169,833,806 | $ | 57,976,321 | $ | 1,001,818 | $ | 2,500,078 | $ | (863,092) | $ (18,973,266) | $ | 41,641,859 | $ | (494,477) | $ | 41,147,382 | ||
Issuance of shares for private placement | 13,106,046 | 1,871,110 | - | - | - | - | 1,871,110 | - | 1,871,110 | ||||||||||
Issuance of shares to settle ESPP | 620,656 | 107,586 | (107,586) | - | - | - | - | - | - | ||||||||||
Compensation to be settled by equity | - | - | 133,255 | - | - | - | 133,255 | - | 133,255 | ||||||||||
Issuance of shares to | DSA | 158,639 | 27,500 | (27,500) | 200,648 | - | - | - | - | - | |||||||||
Share-based compensation | - | - | - | 200,648 | 200,648 | ||||||||||||||
NCI adjustment on acquisition of 23.1% of UrAsia | - | - | - | - | (202,249) | (551,162) | (753,411) | 753,411 | - | ||||||||||
Net loss for the period | - | $ | - | $ | - | $ | - | $ | - | (4,386,028) | $ | (4,386,028) | $ | (298,440) | $ | (4,684,468) | |||
Other comprehensive loss for the period | 183,719,147 | 59,982,517 | 999,987 | 2,700,726 | (1,098,363) | $ (23,910,456) | 38,674,411 | (53,659) | 38,620,752 | ||||||||||
- | - | - | - | (33,022) | - | (33,022) | (14,153) | (47,175) |
Balances, June 30, 2019
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Page | 6
AZARGA URANIUM CORP.
Condensed Consolidated Interim Statements of Cash Flows
(Unaudited - Expressed in U.S. Dollars)
Six months ended June 30, | ||||||
Notes | 2020 | 2019 | ||||
Net loss from continuing operations | $ | (667,656) | $ | (547,348) | ||
OPERATING ACTIVITIES | ||||||
Adjustments for: | 9 | 22,803 | 20,543 | |||
Depreciation | ||||||
Share-based compensation | 8 | 156,336 | 157,214 | |||
Unrealized gain on warrant liabilities | (142,819) | (239,064) | ||||
Equity compensation expense | 171,254 | 133,255 | ||||
Finance costs | 15,876 | 4,938 | ||||
Unrealized foreign exchange gain | (4,011) | (20,916) | ||||
Operating cash flows before changes in non-cash working capital items | (448,217) | (491,378) | ||||
Change in other assets | (14,080) | (2,348) | ||||
Change in trade and other payables | (264,292) | (521,112) | ||||
Net cash used in operating activities of discontinued operations | (726,589) | (1,014,838) | ||||
Net cash used in operating activities of continuing operations | - | (47,900) | ||||
Expenditures on exploration and evaluation assets | 5 | (327,937) | (453,763) | |||
INVESTING ACTIVITIES | - | 1,057 | ||||
Sale of property, plant and equipment | ||||||
Reclamation bonds | - | 99,000 | ||||
Net cash generated by investing activities of discontinued | (327,937) | (353,706) | ||||
Net cash used in investing activities of continuing operations | ||||||
operations | - | 70,029 | ||||
Proceeds from issuance of common shares | 7 | 1,165,998 | 2,266,169 | |||
FINANCING ACTIVITIES | 7 | (24,380) | (16,553) | |||
Share issue costs | ||||||
Loan proceeds | 6 | 345,714 | - | |||
Effect of foreign exchange rate changes on cash | 1,487,332 | 2,249,616 | ||||
3,121 | 24,677 | |||||
Net ash generated by fin ncing activities of continuing operations | ||||||
Increase in cash from discontinued operations | 435,927 | 905,749 | ||||
Cash, beginning of period | - | 22,129 | ||||
Increase in cash from continuing operations | 184,447 | 352,001 | ||||
Cash, end of period | ||||||
Supplemental cash flow information, see Note 13 | $ | 620,374 | $ | 1,279,879 | ||
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
1. CORPORATE INFORMATION AND GOING CONCERN
Azarga Uranium Corp. ("Azarga Uranium") was incorporated on February 10, 1984 under the laws of the Province of British Columbia, Canada. Azarga Uranium's common shares are publicly traded on the Toronto Stock Exchange ("TSX") (Symbol: AZZ), the Frankfurt Stock Exchange (Symbol: P8AA), and the OTCQB Venture Market (Symbol: AZZUF). Azarga Uranium, together with its subsidiaries (collectively referred to as the "Company"), is an integrated uranium exploration and development company.
The Company controls uranium properties located in the United States of America ("USA") with a primary focus of developing in-situ recovery uranium projects. The Company's Dewey Burdock Project, located in South Dakota, USA, is the Company's initial development priority. The Company also owns uranium projects in Wyoming, Colorado, and Utah.
The Company's corporate and registered and records office address is Unit 1 - 15782 Marine Drive, White Rock, BC, V4B 1E6.
These condensed consolidated interim financial statements have been prepared on a going concern basis, which contemplates that the Company will continue operations for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business as they fall due. To date, the Company has not generated revenues from operations and is currently in the exploration and development stage. As at June 30, 2020, the Company had a working capital deficit of $288,101 and an accumulated deficit of $27,656,157 and will continue incurring losses for the foreseeable future. Additional funding will be required by the Company to complete its strategic objectives and continue as a going concern. There is no certainty that additional financing, at terms that are acceptable to the Company, will be available. The Company has successfully raised financing in the past and will continue to assess available alternatives; however, there is no assurance that the Company will be able to raise additional funds in the future. These material uncertainties cast significant doubt on the Company's ability to continue as a going concern.
In March 2020, the World Health Organization declared COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, has adversely affected workforces, economies, and financial markets globally. It is not possible for the Company to predict the duration or magnitude of the adverse impacts of the outbreak and its effects on the Company's business or ability to raise funds.
These condensed consolidated interim financial statements do not reflect adjustments that would be necessary if the going concern assumption were not appropriate.
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
2. BASIS OF PRESENTATION
-
Statement of compliance
These condensed consolidated interim financial statements, including comparatives, have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" using accounting policies in compliance with International Financial Reporting Standards ("IFRS") and interpretations issued by the International Accounting Standards Board and interpretations of the IFRS Interpretations Committee.
These condensed consolidated interim financial statements for the six months ended June 30, 2020 were approved and authorized for issue by the Company's Audit Committee on August 12, 2020. - Basis of presentation
These condensed consolidated interim financial statements do not include all of the disclosures required for annual financial statements, and therefore should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2019.
These condensed consolidated interim financial statements have been prepared on a historical cost basis, except for financial instruments, which are measured at fair value. The Company's financial instruments are further disclosed in Note 11. - Presentation and functional currency
The condensed consolidated interim financial statements are presented in United States Dollars, unless otherwise indicated. All references to $ refer to the United States Dollar and all references to C$ refer to the Canadian Dollar.
The functional currency of each entity is determined by the currency of the primary economic environment in which the entity operates. The functional currency of each entity is the United States Dollar.
2.4 | Significant accounting judgments and estimates | accounting policies that have the |
Information about judgments and estimates in applying | ||
most significant effect on the amounts recognized in the | Company's consolidated financial | |
statements are included in Note 2.4 to the Company's | December 31, 2019 consolidated | |
annual financial statements. There were no material changes to the significant accounting | ||
judgments and estimates from December 31, 2019. |
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3.1 Signifiaccountingant accounting policies
Thepolicies applied by the Company in these condensed consolidated interim financial statements are the same as those applied by the Company as at and for the year ended December 31, 2019.
3.2 | omparative figures | |
Certain comparative figures may have been reclassified to conform with current year's | ||
presentation. | ||
3.3 | Standards issu d but not yet effective | standards and interpretations are not yet |
A number of new standards, amendments to | ||
effective as of June 30, 2020 and have not been | applied in preparing these condensed | |
consolidated interim financial statements. These standards are not expected to materially | ||
impact the Company's financial position or results of operations. |
4. SEGMENTED INFORMATION
The Company operates in one business and geographical segment being the exploration and development of uranium properties in the USA. The total assets attributable to the geographical location relate primarily to exploration and evaluation assets and have been disclosed in Note 5.
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
5. EXPLORATION AND EVALUATION ASSETS
Projects | Balance, | Salaries and | License fees | Decommissioning | Balance, | |||||
December 31, | June 30, | |||||||||
consulting | liabilities | |||||||||
2019 | 2020 | |||||||||
Dewey Burdock $ | 27,750,988 | $ | 147,599 | $ | 78,689 | $ | - | $ | 27,977,276 | |
South Dakota | 8,832,441 | 42,294 | 960 | 4,905 | 8,880,600 | |||||
Gas Hills | ||||||||||
Wyoming | 2,822,377 | 5,780 | 1,920 | - | 2,830,077 | |||||
Juniper Ridge | ||||||||||
Other | 1,098,011 | 20,169 | 3,801 | - | 1,121,981 | |||||
JB | 446,594 | 7,000 | - | - | 453,594 | |||||
Colorado | 490,205 | 19,725 | - | 2,813 | 512,743 | |||||
Ticaboo | ||||||||||
Utah | $ | 41,440,616 | $ | 242,567 | $ | 85,370 | $ | 7,718 | $ | 41,776,271 |
Total | ||||||||||
Details on the Company's exploration and evaluation assets are found in Note 6 of the December 31, 2019 consolidated financial statements and only material differences are disclosed.
6. LOANS PAYABLE
In February 2020, the Company received third party loans of $245,089 (C$325,000) that bear interest at 12% per annum, are unsecured, and mature November 4, 2020, as amended.
In May 2020, the Company received a loan under the USA Payroll Protection Plan ("PPP") of $100,650 that bears interest at 1% per annum and matures May 3, 2022. In accordance with the terms of the PPP, the Company can apply for the loan to be forgiven.
During the three and six months ended June 30, 2020, the Company recorded interest expense of $7,174 and $11,561, respectively.
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
7. EQUITY
7.1 Authorized share capital
The Company has authorized the issuance of an unlimited number of common and preferred shares with no par value. As at June 30, 2020 and December 31, 2019, the Company had 197,456,615 and 185,543,926 common shares outstanding, respectively, and no preferred shares were outstanding.
7.2 | Issued share capital | |
During the six months ended June 30, 2020, the Company completed the following equity | ||
transactions: | ||
In April 2020, the Company closed a non-brokered private placement for gross proceeds | ||
• | of $1,165,998 (C$1,640,000) through the issuance of 10,933,333 units at a price of C$0.15 | |
per unit. Each unit consists of one common share and one-half of one share purchase | ||
warrant. Each whole warrant entitles the holder thereof to purchase one common share | ||
at a price of C$0.20 per share until April 17, 2023. | ||
The warrants were valued on a relative fair value basis at $325,235 using the Black- | ||
Scholes option pricing model with the following assumptions: a risk-free interest rate of | ||
0.36%; an expected volatility of 72.4%; an expected life of 3 years; a forfeiture rate of | ||
zero; an expected dividend of zero; and an exchange rate of $/C$ 1.4037. | ||
• | The Company paid cash finder's fees of $24,380. | |
During the six months ended June 30, 2020, the Company issued 719,186 common shares | ||
to settle $92,711 owing pursuant to the Company's employee share purchase plan | ||
("ESPP") and 260,170 common shares to settle $27,500 owing pursuant to the Company's | ||
director services agreements ("DSA"). |
Page | 12
AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
7. EQUITY (Continued)
7.3 | Share purchase warrants | |||||||||||||
The continuity of share purchase warrants for the six months ended June 30, 2020 is as | ||||||||||||||
follows: | Exercise | Balance, | Balance, | |||||||||||
price | December 31, | June 30, | ||||||||||||
Expiry date | C$ | 2019 | Issued | Exercised | Expired | 2020 | ||||||||
July 27, 2020 | $ | 0.36 | 2,333,968 | - | - | - | 2,333,968 | |||||||
December 22, 2020 | $ | 0.35 | 1,567,500 | - | - | - | 1,567,500 | |||||||
March 20, 2022 | $ | 0.31 | 6,553,022 | - | - | - | 6,553,022 | |||||||
April 17, 2023 | $ | 0.20 | - | 5,466,665 | - | - | 5,466,665 | |||||||
10,454,490 | 5,466,665 | - | - | 15,921,155 | ||||||||||
Weighted average exercise price (C$) | $ | 0.33 | $ | 0.20 | $ | - | $ | - | $ | 0.28 | ||||
The weighted average remaining contractual life is 1.73 years. |
7.4 Equity settled compensation arrangements
ESPP
In 2015, the Company adopted an ESPP, as amended. The Company is authorized to issue up to 9,000,000 common shares pursuant to the terms and conditions of the ESPP. Employees, who elect to participate in the ESPP, can contribute up to 50% of their salary (the "Employee Contribution"). The Company will then match 66.67% of the Employee's Contribution (the "Matching Contribution"). The purchase price of the common shares is calculated based on the five-day volume weighted average trading price of the common shares on the TSX immediately preceding the end of each calendar quarter. The Employee Contribution and the Matching Contribution are expensed in the period in which they are incurred with the offsetting amount being recorded in contributed surplus until the common shares are issued. For the three and six months ended June 30, 2020, Employee Contributions totaled $43,125 and $86,250, respectively, and Matching Contributions totaled $28,752 and $57,504, respectively. For the three and six months ended June 30, 2019, Employee Contributions totaled $31,175 and $63,450, respectively, and Matching Contributions totaled $20,787 and $42,305, respectively. As at June 30, 2020, a cumulative total of 5,781,876 common shares have been issued pursuant to the ESPP. Subsequent to June 30, 2020, the Company issued additional common shares pursuant to the ESPP, see Note 14.
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
7. EQUITY (Continued)
7.4 Equity settled compensation arrangements (Continued)
DSA
In 2015, the Company adopted the DSA, as amended. The Company is authorized to issue up to 3,500,000 common shares pursuant to the terms and conditions of the DSA. Directors who elect to participate in the DSA contribute 50% of their director fee/salary to the ESPP and the remaining 50% of their director fee/salary is settled through the issuance of common shares in accordance with the DSA. The purchase price of the common shares is calculated based on the five-day volume weighted average trading price of the common shares on the TSX immediately preceding the end of each calendar quarter. Amounts settled in accordance with the DSA are expensed in the period in which they are incurred with the offsetting amount being recorded in contributed surplus until the common shares are issued.
For the three and six months ended June 30, 2020, $13,750 and $27,500, respectively, were expensed under the DSA. For the three and six months ended June 30, 2019, $13,750 and $27,500, respectively, were expensed under the DSA. As at June 30, 2020, a cumulative total of 1,816,764 common shares had been issued pursuant to the DSA. Subsequent to June 30, 2020, the Company issued additional common shares pursuant to the DSA, see Note 14.
8. SHARE OPTION RESERVE
8.1 Stock option plan
The Company has a rolling stock option plan, which permits the Board of Directors of the Company to grant stock options for up to 10% of the outstanding common shares of the Company. The exercise price of an option shall not be less than the discounted market price at the time of granting as prescribed by the policies of the TSX. The maximum term of the stock options is ten years from the grant date. Vesting terms are at the discretion of the Board of Directors.
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AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
8. SHARE OPTION RESERVE (Continued)
8.2 | Stock option c | ntinuity | |||||||||||||||
The continuity of stock options for the six months ended June 30, 2020 is as follows: | |||||||||||||||||
Exercise | Balance, | Expired/ | Balance, | ||||||||||||||
Expiry date | price | December 31, | Issued | Exercised | June 30, | ||||||||||||
C$ | 2019 | Forfeited | 2020 | ||||||||||||||
May 19, 2020 | $ | 0.335 | 930,000 | - | - | (930,000) | - | ||||||||||
May 19, 2021 | $ | 0.36 | 1,130,000 | - | - | (20,000) | 1,110,000 | ||||||||||
May 16, 2022 | $ | 0.32 | 1,995,000 | - | - | (20,000) | 1,975,000 | ||||||||||
August 22, 2023 | $ | 0.24 | 3,692,500 | - | - | (30,000) | 3,662,500 | ||||||||||
May 23, 2024 | $ | 0.23 | 2,395,000 | - | - | - | 2,395,000 | ||||||||||
May 19, 2025 | $ | 0.175 | - | 2,787,000 | - | - | 2,787,000 | ||||||||||
March 14, 2027 | $ | 0.075 | 4,480,000 | - | - | - | 4,480,000 | ||||||||||
14,622,500 | 2,787,000 | - | (1,000,000) | 16,409,500 | |||||||||||||
Weighted average exercise price (C$) | $ | 0.21 | $ | 0.18 | $ | - | $ | 0.33 | $ | 0.20 | |||||||
As at June 30, 2020, 12,532,333 stock options were exercisable. | |||||||||||||||||
The weighted average remaining contractual life is 4.22 years. |
8.3 Share-based compensation
During the three and six months ended June 30, 2020, the Company recognized share-based compensation expense of $112,299 and $156,336, respectively, all of which has been allocated to administrative expenses.
During the three and six months ended June 30, 2019, the Company recognized share-based compensation expense of $140,072 and $200,648, respectively, of which $110,110 and $157,214, respectively has been allocated to administrative expenses and $29,962 and $43,434, respectively has been allocated to exploration and evaluation assets.
In May 2020, the Company granted 2,787,000 stock options to officers, employees, directors and other eligible persons at an exercise price of C$0.175 with an expiry date of May 19, 2025. The weighted average fair value of the stock options granted was estimated at C$0.10 per stock option at the grant date using the Black-Scholes option pricing model with the following assumptions: a risk-free interest rate of 0.37%; an expected volatility of 67.3%; an expected life of 5 years; a forfeiture rate of zero; an expected dividend of zero; and an exchange rate of $/C$ 1.389.
Page | 15
AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
9. ADMINISTRATIVE EXPENSES
Three months ended June 30, | Six months ended June 30, | ||
2020 | 2019 | 2020 | 2019 |
Salaries and benefits Consulting and professional fees Corporate administration Depreciationequipment of property, plant and Depreciation of right-of-use assets Share-based compensation
$ | 164,485 | $ | 131,608 | $ | 327,206 | $ | 295,714 |
75,315 | 70,394 | 131,768 | 179,991 | ||||
90,214 | 56,529 | 170,749 | 141,993 | ||||
579 | 11,502 | 1,158 | 20,543 | ||||
$ | 10,822 | $ | - | $ | 21,645 | $ | - |
453,714 | 380,143 | 808,862 | 795,455 | ||||
112,299 | 110,110 | 156,336 | 157,214 |
10. RELATED PARTY TRANSACTIONS AND BALANCES
10.1 Key management personnel compensation
The remuneration of the Company's directors and other key management personnel, who have the authority and responsibility for planning, directing and controlling the activities of the Company, consisted of the following:
Three months ended June 30, | Six months ended June 30, | |||||||
2020 | 2019 | 2020 | 2019 | |||||
Salaries and benefits * | $ | 164,780 | $ | 173,544 | $ | 338,319 | $ | 347,083 |
Consulting and professional fees | 33,101 | 33,150 | 66,219 | 65,782 | ||||
Share-based compensation | 84,617 | 96,604 | 114,636 | 135,347 | ||||
$ | 282,498 | $ | 303,298 | $ | 519,174 | $ | 548,212 |
* Salaries and benefits are included in administrative expenses (Note 9) and exploration andevaluation assets (Note 5).
10.2 Related party liabilities
As at | ||||
Trade and other payables - current | June 30, | December 31, | ||
2020 | 2019 | |||
$ | 193,684 | $ | 276,042 | |
Trade and other payables - non-current | $ | 253,684 | $ | 346,042 |
60,000 | 70,000 | |||
Page | 16
AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
11. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
11.1 Categories of financial instruments
Financial instruments are classified into one of the following categories: fair value through profit or loss; fair value through other comprehensive income (loss); or, at amortized cost. The carrying values of the Company's financial instruments are classified into the following categories:
As at | December 31, | |||
June 30, | ||||
Financial assets | 2020 | 2019 | ||
Cash | $ | 620,374 | $ | 184,447 |
Amortized cost | 22,716 | 22,716 | ||
Restricted cash | ||||
$ | 643,090 | $ | 207,163 |
As at | ||||
Financial liabilities | June 30, | December 31, | ||
2020 | 2019 | |||
Trade andother payables | $ | 625,041 | $ | 863,864 |
Amortized cost | 350,670 | - | ||
Loans payable | ||||
Decommissioning liabilities | 259,268 | 251,550 | ||
Operating lease obligations | 94,305 | 115,459 | ||
Warrant liabilities | 453,160 | 265,029 | ||
Fair v lue through profit or loss | $ | 1,782,444 | $ | 1,495,902 |
Page | 17
AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
11. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Continued)
11.2 Fair value | |
The fair value of financial assets and financial liabilities measured at amortized cost is | |
determined in accordance with generally accepted pricing models based on discounted cash | |
flow analysis or using prices from observable current market transactions. The Company | |
considers that the carrying amount of all its financial assets and financial liabilities measured | |
at amortized cost approximates their fair value. | |
The Company's financial instruments recorded at fair value require disclosure about how the | |
fair value was determined based on significant levels of inputs described in the following | |
• | |
hierarchy: | |
• | Level 1 fair value measurements are those derived from quoted prices in active |
markets for identical assets or liabilities. | |
• | Level 2 fair value measurements are those derived from inputs other than quoted |
prices included within Level 1, that are observable either directly or indirectly. |
Level 3 fair value measurements are those derived from valuation techniques that include inputs that are not based on observable market data.
The fair value of the Company's warrant liabilities is recorded at fair value using Level 3 of the fair value hierarchy. The carrying value of the warrant liabilities is determined using the Black-Scholes option pricing model.
The carrying values of cash, trade and other payables and loans payable approximate their fair values because of the short-term nature of these financial instruments and are classified as financial assets and liabilities at amortized cost and are reported at amortized cost.
The carrying values of restricted cash, decommissioning liabilities, and operating lease obligations approximate their fair values and are classified as financial assets and liabilities at amortized cost and are reported at amortized cost.
11.3 Financial risk management objectives and policies
The Company's risk management objectives and policies are consistent with those disclosed by the Company for the year ended December 31, 2019.
Page | 18
AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
12. COMMITMENTS
Within 1 year | 2-4 years | Over 4 years | Total | |||||
Annual license payments * | $ | 552,011 | $ | 466,595 | $ | 1,734,863 | $ | 2,753,469 |
Dewey Burdock option | - | - | 3,165,000 | 3,165,000 | ||||
Centennial option | ||||||||
agreement ** | 62,500 | 322,500 | 1,540,000 | 1,925,000 | ||||
agreements | ||||||||
$ | 614,511 | $ | 789,095 | $ | 6,439,863 | $ | 7,843,469 | |
* annual license payments include lease and mineral claim payments | ||||||||
** the contingent payments are payable upon receipt of regulatory permits and licenses | ||||||||
allowing uranium production on the area of the Centennial Project pertaining to these | ||||||||
uranium interests. Further, since the required licenses and permits were not received by | ||||||||
September 27, 2019, the uranium rights, at the option of the seller, can be transferred back | ||||||||
to the seller. The Company is attempting to renegotiate the Centennial Project option | ||||||||
agreement. | ||||||||
Certain of the Company's commitments may provide the Company with the ability to avoid | ||||||||
funding those commitments; however, the Company discloses the contractual maturities of | ||||||||
the Company's commitments based on management's intent. |
13. SUPPLEMENTAL CASH FLOW INFORMATION | |
During the six months ended June 30, 2020, the Company completed the following non-cash | |
investing and financing activities: | |
• | Issued 719,186 common shares to settle $92,711 owing pursuant to the Company's |
• | ESPP; |
• | Issued 260,170 common shares to settle $27,500 owing pursuant to the Company's |
DSA; | |
• | Issued 5,466,665 share purchase warrants valued at $325,235 as part of the April |
2020 financing; and | |
No cash interest or income taxes were paid. |
Page | 19
AZARGA URANIUM CORP.
ForNotesthe sixto themonthsCondensedended JuneConsolidated30, 2020 Interim Financial Statements (Unaudited - Expressed in U.S. Dollars)
13. SUPPLEMENTAL CASH FLOW INFORMATION (Continued)
During the six months ended June 30, 2019, the Company completed the following non-cash investing and financing activities:
Issued 620,656 common shares to settle $107,586 owing pursuant to the Company's
• ESPP;
Issued 158,639 common shares to settle $27,500 owing pursuant to the Company's
• DSA;
Issued 6,553,022 share purchase warrants valued at $378,506 as part of a financing;
• and
• No cash interest or income taxes were paid.
14. | SUBSEQUENT EVENTS | |
• | ||
Subsequent to June 30, 2020, the Company completed the following transactions: | ||
In July 2020, the Company issued 1,750,000 common shares to settle $267,845 of | ||
• | outstanding employee remuneration; | |
• | In July 2020, the Company issued 200,000 common shares to settle debt of C$35,000. | |
• | In July 2020, 2,333,968 warrants expired unexercised. | |
In August 2020, the Company issued 1,227,389 common shares to settle $199,920 owing | ||
pursuant to the Company's ESPP and 112,205 common shares to settle $13,750 owing | ||
• | pursuant to the Company's DSA. | |
In August 2020, the Company received third party loans of $1,000,000 that bear interest | ||
at 12% per annum, are unsecured, and mature February 5, 2021. The loan proceeds will |
be used to fund financial assurance bonds related to Environmental Protection Agency permits for the Dewey Burdock project.
Page | 20
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Azarga Uranium Corp. published this content on 13 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 August 2020 00:42:09 UTC