g) | Exploration and evaluation expenditures |
| | Six Months Ended | | | For the Year Ended | | | Cumulative Total as at | |
| | 30 June 2014 | | | 31 December 2013 | | | 30 June 2014 | |
Idaho – Maryland Property, California | | | | | | | | | |
Geological and geochemical | | $ | - | | | $ | - | | | $ | 4,977,460 | |
Land lease and taxes | | | - | | | | - | | | | 1,827,350 | |
Mine planning | | | - | | | | - | | | | 4,819,000 | |
Transportation | | | - | | | | - | | | | 137,580 | |
Community relations | | | - | | | | - | | | | 82,941 | |
Assay and analysis | | | - | | | | - | | | | 101,163 | |
Site activities | | | - | | | | - | | | | 1,673,217 | |
Drilling | | | - | | | | - | | | | 1,039,920 | |
Consulting | | | - | | | | - | | | | 209,713 | |
Stock-based compensation | | | - | | | | - | | | | 642,144 | |
Carrying costs | | | 6,086 | | | | - | | | | 6,086 | |
Incurred during the period | | $ | 6,086 | | | $ | - | | | $ | 15,516,574 | |
Buckskin Rawhide East Property, Nevada | | | | | | | | | | | | |
Geological and geochemical | | | - | | | | 64,404 | | | | 92,569 | |
Land lease and taxes | | | - | | | | 27,826 | | | | 27,826 | |
Transportation | | | - | | | | 2,028 | | | | 2,028 | |
Site activities | | | - | | | | | | | | 5,116 | |
Incurred during the period | | $ | - | | | $ | 94,258 | | | $ | 127,539 | |
Buckskin Rawhide West Property, Nevada | | | | | | | | | | | | |
Land lease and taxes | | | - | | | | 3,147 | | | | 3,147 | |
Incurred during the period | | $ | - | | | $ | 3,147 | | | $ | 3,147 | |
Koegel Property, Nevada | | | | | | | | | | | | |
Land lease and taxes | | | - | | | | 5,427 | | | | 5,427 | |
Incurred during the period | | $ | - | | | $ | 5,427 | | | $ | 5,427 | |
Total US Exploration Expenditures | | $ | 6,086 | | | $ | 102,832 | | | $ | 15,652,687 | |
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
| | Six Months Ended | | | For the Year Ended | | | Cumulative Total as at | |
| | 30 June 2014 | | | 31 December 2013 | | | 30 June 2014 | |
Rozan Property, BC | | | | | | | | | |
Drilling | | | - | | | | - | | | | 285,771 | |
Assays and analysis | | | 590 | | | | 149 | | | | 75,594 | |
Geological and geochemical | | | - | | | | - | | | | 156,470 | |
Site activities | | | - | | | | - | | | | 22,219 | |
Transportation | | | - | | | | - | | | | 12,418 | |
Stock-based compensation | | | - | | | | - | | | | 16,055 | |
Trenching | | | - | | | | - | | | | 4,666 | |
Assistance and recovery | | | - | | | | - | | | | (7,322 | ) |
Incurred during the period | | $ | 590 | | | $ | 149 | | | $ | 565,871 | |
Stewart Property, BC | | | | | | | | | | | | |
Drilling | | | - | | | | - | | | | 1,079,056 | |
Assays and analysis | | | - | | | | 148 | | | | 159,896 | |
Geological and geochemical | | | - | | | | - | | | | 376,399 | |
Claim fees | | | - | | | | - | | | | 2,332 | |
Transportation | | | - | | | | - | | | | 57,857 | |
Site activities | | | - | | | | - | | | | 32,013 | |
Stock-based compensation | | | - | | | | - | | | | 16,055 | |
Trenching | | | - | | | | - | | | | 19,318 | |
Assistance and recovery | | | - | | | | - | | | | (29,692 | ) |
Incurred during the period | | $ | - | | | $ | 148 | | | $ | 1,713,234 | |
Total Canadian Exploration Expenditures | | $ | 590 | | | $ | 297 | | | $ | 2,279,105 | |
Total Exploration Expenditures | | $ | 6,676 | | | $ | 103,129 | | | $ | 17,931,792 | |
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
7) | Related party transactions |
Related party transactions and balances not disclosed elsewhere in the consolidated financial statements are as follows:
Related Party Disclosure | | | | | | | | | |
Name and Principal Position | | Period (i) | | | Remuneration or fees(ii) | | | Share-based awards | |
CEO and President - management fees | | | 2014 2013 | | | $ | 46,250 92,500 | | | $ | - - | |
A company of which the CFO is a director (iii) – management fees | | | 2014 2013 | | | | 18,000 18,000 | | | | - - | |
A company of which the CFO is a director (iii) – accounting | | | 2014 2013 | | | | 9,000 13,000 | | | | - - | |
i) | For the six month periods ended 30 June 2014 and 2013. |
ii) | Amounts disclosed were paid or accrued to the related party. |
iii) | A company of which the CFO, Grant T. Smith, is a director. |
At 30 June 2014, fees of $569,740 (2013 – $509,017) payable to David Watkinson; fees of $54,590 (2013 – $28,225) payable to Clearline; fees of $27,286 (2013 – $27,286) payable to 759924 Ontario Ltd. All amounts were included in accounts payable or due to related parties.
During the prior year the Company recognized a bad debt expense due to the write-off of accounts receivable from a former director in the amount of $12,756.
Related party balances are non-interest bearing and are due on demand, with no fixed terms of repayment. These transactions occurred in the normal course of operations and are measured at their exchange amount, which is the amount of consideration established and agreed to by the related parties.
Unlimited - Number of common shares without par value.
Unlimited - Number of preference shares without par value.
b) | Common shares, issued and fully paid |
As at 30 June 2014, the Company issued 72,823,462 (30 June 2013 – 72,587,462) common shares. On 11 April 2014, the Company issued 236,000 common shares in connection with its previously signed mineral property agreements with a contract value of $20,000.
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
The Company has a rolling stock option plan for its directors and employees to acquire common shares of the Company at a price determined by the fair market value of the shares at the date of grant. The maximum aggregate number of common shares reserved for issuance pursuant to the plan is 10% of the issued and outstanding common shares.
Stock option activity during the period is summarized as follows:
Stock option activity | | 30 June 2014 | | | Weighted average exercise price | | | 31 December 2013 | | | Weighted average exercise price | |
Balance – beginning of period | | | 7,030,665 | | | $ | 0.16 | | | | 4,969,665 | | | $ | 0.19 | |
Granted | | | - | | | | - | | | | 3,000,000 | | | | 0.10 | |
Expired | | | - | | | | - | | | | (239,000 | ) | | | 0.175 | |
Cancelled and forfeited | | | - | | | | - | | | | (700,000 | ) | | | 0.15 | |
Balance – end of period | | | 7,030,665 | | | $ | 0.16 | | | | 7,030,665 | | | $ | 0.16 | |
Details of stock options outstanding as at 30 June 2014 are as follows:
Expiry Date | | Exercise Price (CDN$) | | | 30 June 2014 | | | 31 December 2013 | |
12 July 2014 | | $ | 0.175 | | | | 64,000 | | | | 64,000 | |
17 March 2015 | | $ | 0.25 | | | | 466,665 | | | | 466,665 | |
08 December 2015 | | $ | 0.25 | | | | 1,500,000 | | | | 1,500,000 | |
07 May 2017 | | $ | 0.15 | | | | 1,800,000 | | | | 1,800,000 | |
22 May 2017 | | $ | 0.15 | | | | 200,000 | | | | 200,000 | |
11 October 2018 | | $ | 0.10 | | | | 3,000,000 | | | | 3,000,000 | |
| | | | | | | 7,030,665 | | | | 7,030,665 | |
The outstanding options have a weighted-average exercise price of $0.16 (31 December 2013 - $0.16). The weighted-average remaining life of the options is 3.24 years (31 December 2013 – 3.49) years.
As at 30 June 2014, all 7,030,665 (31 December 2012 – 7,030,665) of these outstanding options had vested. As at 30 June 2014 and 31 December 2013, none of the outstanding options were in the money.
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
Warrant activity during the period is summarized as follows:
Warrant Activity | | 30 June 2014(i) | | | Weighted average exercise price | | | 31 December 2013(i) | | | Weighted average exercise price | |
Balance – beginning of period | | | 8,985,003 | | | $ | 0.19 | | | | 35,495,784 | | | $ | 0.25 | |
Issued | | | - | | | | - | | | | 2,850,000 | | | | 0.12 | |
Exercised | | | - | | | | - | | | | - | | | | - | |
Expired | | | - | | | | - | | | | (29,360,781 | ) | | | 0.16 | |
Balance – end of period | | | 8,985,003 | | | $ | 0.19 | | | | 8,985,003 | | | $ | 0.19 | |
(i) | The number of warrants is expressed in equivalent number of common shares, which may be issuable upon exercise of the warrants. |
Details of warrants outstanding as at 30 June 2014 are as follows:
Issued | Expiry | | Exercise Price | | | 30 June 2014 | | | 31 December 2013 | |
09 September 2010 | 09 September 2015 | | | 0.35 | | | | 2,813,575 | | | | 2,813,575 | |
28 December 2012 | 28 December 2014 | | | 0.15 | (i) | | | 3,321,428 | | | | 3,321,428 | |
01 February 2013 | 01 February 2015 | | | 0.12 | (i) | | | 2,850,000 | | | | 2,850,000 | |
| | | | | | | | 8,985,003 | | | | 8,985,003 | |
(i) | The exercise prices of these warrants are stated in Canadian funds. |
In accordance with IFRS, an obligation to issue shares for a price that is not fixed in the Company’s functional currency, and that does not qualify as a rights offering, must be classified as a derivative liability and measured at fair value with changes recognized in the condensed interim consolidated statement of comprehensive loss as they arise. In the period ended 30 June 2014, the Company recorded a warrant liability in the amount of $Nil (31 December 2013 - $Nil). The warrants were valued and subsequently re-valued on the Company’s reporting dates using the Black-Scholes option pricing model, with the following assumptions: weighted average risk free rate of 1.25%, volatility factors of 71% - 74% and an expected life of 12 months – 13 months.
e) | Stock-based compensation |
For the period ended 30 June 2014 and the year ended 31 December 2013, the Company issued stock options to its directors, officers, employees, and consultants and recognized stock-based compensation as follows:
| | 30 June 2014 | | | 31 December 2013 | |
Total options granted | | | - | | | | 3,000,000 | |
Average exercise price | | $ | - | | | $ | 0.10 | |
Estimated fair value of compensation | | $ | - | | | $ | 15,000 | |
Estimated fair value per option | | $ | - | | | $ | 0.005 | |
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
The fair value of the stock-based compensation of options to be recognized in the accounts has been estimated using the Black-Scholes Model with the following weighted-average assumptions:
| | 30 June 2014 | | | 31 December 2013 | |
Risk free interest rate | | | - | | | | 1.71 | % |
Expected dividend yield | | | - | | | | 0.00 | % |
Expected stock price volatility | | | - | | | | 61 | % |
Expected option life in years | | | - | | | | 3 | |
Expected maturity rate | | | - | | | | 60-100 | % |
Stock-based compensation for the options that vested during the period is as follows:
| | 30 June 2014 | | | 31 December 2013 | |
Number of options vested | | | - | | | | 3,000,000 | |
Compensation recognized | | $ | - | | | $ | 15,000 | |
The Black-Scholes Option Pricing Model was created for use in estimating the fair value of freely tradable, fully transferable options. The Company’s employee stock options have characteristics significantly different from those of traded options, and because changes in the highly subjective input assumptions can materially affect the calculated values, management believes that the accepted Black-Scholes model does not necessarily provide a reliable measure of the fair value of the Company’s stock option awards.
The Company manages its capital structure and makes adjustments to it, based on the funds available to the Company, in order to support the acquisition and exploration of mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain future development of the business. The Company defines capital that it manages as share capital.
Management reviews its capital management approach on an on-going basis and believes that this approach is reasonable and appropriate relative to the size of the Company.
The Company is in the business of mineral exploration and has no source of operating revenue. Operations are financed through the issuance of capital stock or liability instruments, or through the sale of property, plant, and equipment. Capital raised is held in cash in an interest bearing bank account until such time as it is required to pay operating expenses or resource property costs. The Company is not subject to any externally imposed capital restrictions. Its objectives in managing its capital are to safeguard its cash and its ability to continue as a going concern, and to utilize as much of its available capital as possible for exploration activities. The Company’s objectives have not changed during the period ended 30 June 2014.
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
The Company operates in one operating segment, which is the acquisition, exploration, and development of mineral property interests. The following table provides segmented disclosure on assets and liabilities as reviewed by management regularly:
Rounded to 000’s | | Canada | | | United States | | | Total | |
30 June 2014 | | | | | | | | | |
Current assets | | $ | 7,000 | | | $ | 11,000 | | | $ | 18,000 | |
Long-term Assets | | | | | | | | | | | | |
Plant and equipment | | $ | - | | | $ | 3,000 | | | $ | 3,000 | |
Resource properties acquisition costs | | | 757,000 | | | | 491,000 | | | | 1,248,000 | |
Other | | | 12,000 | | | | 3,000 | | | | 15,000 | |
Liabilities | | | | | | | | | | | | |
Current liabilities | | $ | (172,000 | ) | | $ | (643,000 | ) | | $ | (815,000 | ) |
31 December 2013 | | | | | | | | | | | | |
Current assets | | $ | 32,000 | | | $ | 13,000 | | | $ | 45,000 | |
Long-term Assets | | | | | | | | | | | | |
Plant and equipment | | $ | - | | | $ | 4,000 | | | $ | 4,000 | |
Resource properties acquisition costs | | | 737,000 | | | | 491,000 | | | | 1,228,000 | |
Other | | | 12,000 | | | | 3,000 | | | | 15,000 | |
Liabilities | | | | | | | | | | | | |
Current liabilities | | $ | (116,000 | ) | | $ | (555,000 | ) | | $ | (671,000 | ) |
During 2012 and prior periods, the Company received services from Quorum Management and Administrative Services Inc. (“Quorum”). Quorum is a private company held jointly by the Company and other public companies, created to provide services on a full cost recovery basis to the various public entities currently sharing certain personnel costs, office space, and overhead with the Company. In April 2012, the partners of Quorum made the decision to wind up its administrative operations effective 31 August 2012. Management is aware of the possibility that there may be a future cost associated with the conclusion of this agreement. At the period ended 30 June 2014 and at the date of this report, the Company is unable to make a reliable estimate of the cost or likelihood of any costs being incurred. Accordingly, no provision has been made in these consolidated financial statements.
On 11 July 2014, the Company announced that it intended to conduct a non-brokered private placement to raise gross proceeds of CDN $250,000. On 18 July 2014, the Company closed the private placement, which is the third and final tranche of a previously announced CDN $1,000,000 financing with Rawhide Mining LLC (“RMC”). The proceeds from this financing will be used to acquire the remaining 25% interest in the Buckskin Rawhide East Property in Nevada and for general working capital. Upon transfer of title, Emgold will obtain a 100% interest in the Property and subsequently lease the Property to RMC.
Emgold Mining Corporation |
US Dollars (Unaudited) Notes to the Condensed Consolidated Interim Financial Statements |
The private placement involves the issuance of 5,000,000 units (“Units”) to Rawhide Mining LLC at a price of CDN $0.05 per Unit. Each Unit consists of one common share of the Company and one half of one non-transferable share purchase warrant. Each warrant entitles RMC to purchase, for a period of 24 months, one additional share at a price of CDN$0.10. The Shares and any Shares issuable on the exercise of warrants, are subject to a minimum hold period of four months plus one day, expiring November 19, 2014. No finder’s fees were paid as part of this private placement.
The Company completed the acquisition of 100% of the Buckskin Rawhide East Property on 28 July 2014. Emgold originally optioned the Property in 2009 and subsequently acquired 75% ownership from Nevada Sunrise LLC in December, 2012 for US $400,000. Emgold has completed acquisition of the remaining 25% interest in the Property from the Estate of Maurice and Lorraine Castagne for US $110,000, and registered the deed. The Company completed a lease option to purchase agreement with RMC.