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6-K 1 f6k_110824.htm FORM 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

 

For: November 12, 2024

 

MAG Silver Corp.

(SEC File Number: 001-33574)

 

#770 – 800 West Pender Street, Vancouver BC, V6C 2V6, CANADA
(Address of principal executive office)

 

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

 

Form 20-F ☐      Form 40-F ☒

 

 

 

 


 

Exhibits  
   
99.1 Unaudited Condensed Interim Consolidated Financial Statements for the three months ended September 30, 2024
99.2 Management Discussion and Analysis for the three months ended September 30, 2024
99.3 Form 52-109F2 CEO Certification of Interim Filings
99.4 Form 52-109F2 CFO Certification of Interim Filings

 

 

 

 

 

 

 

 

 

 

 

 


 

     
Date: November 12, 2024 MAG Silver Corp.  
     
 

"George Paspalas"

 
 

George Paspalas

 
 

President & CEO

 

 

 

 

 

 

 

 

 

 

EX-99.1 2 exh_991.htm EXHIBIT 99.1

Exhibit 99.1

 

 

 

 

 

MAG SILVER CORP.

 

Unaudited Condensed Interim Consolidated Financial Statements

(expressed in thousands of US dollars)

 

For the three and nine months ended September 30, 2024

 

Dated: November 8, 2024

 

 

 

 

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

VANCOUVER OFFICE

Suite 770

800 W. Pender Street

Vancouver, BC V6C 2V6

 

604 630 1399 phone

866 630 1399 toll free

604 681 0894 fax

     

TSX: MAG

NYSE American : MAG

info@magsilver.com

 

 

 

 

 


 

MAG SILVER CORP.
Condensed Interim Consolidated Statements of Income and Comprehensive Income
For the three and nine months ended September 30, 2024 and 2023
(In thousands of US dollars, except for shares and per share amounts - Unaudited)
        For the three months ended     For the nine months ended  
        September 30,     September 30,     September 30,     September 30,  
        2024     2023     2024     2023  
    Note   $     $     $     $  
                             
Income from equity accounted investment in Juanicipio   5     25,552       13,692       69,919       44,030  
General and administrative expenses   3     (3,529 )     (4,094 )     (11,052 )     (10,599 )
General exploration and business development         (138 )     (468 )     (590 )     (610 )
Operating income         21,885       9,130       58,277       32,821  
                                     
Interest income         1,336       663       3,091       1,868  
Other income   8     533       269       1,720       629  
Financing costs         (211 )     -       (553 )     -  
Foreign exchange loss         (41 )     (192 )     (144 )     (204 )
Income before income tax         23,502       9,870       62,391       35,114  
                                     
Deferred income tax expense         (1,210 )     (1,008 )     (3,590 )     (2,149 )
Net income         22,292       8,862       58,801       32,965  
                                     
Other comprehensive income                                    
Items that will not be reclassified subsequently to profit or loss:                                    
Unrealized gain (loss) on equity securities         1       (2 )     1       (4 )
Total comprehensive income         22,293       8,860       58,802       32,961  
                                     
                                     
Basic earnings per share         0.22       0.09       0.57       0.32  
Diluted earnings per share         0.22       0.09       0.57       0.32  
                                     
Weighted average number of shares outstanding   7                                
Basic         103,184,518       102,945,350       103,104,001       102,329,945  
Diluted         104,158,011       103,501,006       104,067,728       102,934,823  

 

See accompanying notes to the condensed interim consolidated financial statements

 

 

 

 

 

 

 

  2

 

MAG SILVER CORP.
Condensed Interim Consolidated Statements of Financial Position
As at September 30, 2024 and December 31, 2023
(In thousands of US dollars, unless otherwise stated - Unaudited)
    Note     September 30, 2024     December 31, 2023  
          $     $  
Assets                        
Current assets                        
Cash             113,491       68,707  
Accounts receivable     4       1,675       1,559  
Prepaid expenses             2,094       1,787  
              117,260       72,053  
Non-current assets                        
Investment in Juanicipio     5       394,928       394,622  
Exploration and evaluation assets     6       74,519       52,637  
Deferred financing fees             653       909  
Property and equipment             236       301  
Investments             8       8  
              470,344       448,477  
Total assets             587,604       520,530  
Liabilities                        
Current liabilities                        
Trade and other payables             3,314       2,668  
Lease obligation             40       154  
Flow-through share premium liability     8       249       1,969  
              3,603       4,791  
Non-current liabilities                        
Deferred income taxes             12,088       8,498  
Provision for reclamation             484       484  
Total liabilities             16,175       13,773  
                         
Equity                        
Share capital             618,649       614,364  
Equity reserve             22,349       20,764  
Accumulated other comprehensive income             782       781  
Deficit             (70,351 )     (129,152 )
Total equity             571,429       506,757  
Total liabilities and equity             587,604       520,530  

 

 

See accompanying notes to the condensed interim consolidated financial statements

 

 

 

  3

 

MAG SILVER CORP.
Condensed Interim Consolidated Statements of Cash Flows
For the three and nine months ended September 30, 2024 and 2023
(In thousands of US dollars, unless otherwise stated - Unaudited)
          For the three months ended     For the nine months ended  
          September 30,     September 30,     September 30,     September 30,  
          2024     2023     2024     2023  
    Note     $     $     $     $  
                               
OPERATING ACTIVITIES                              
Net income             22,292       8,862       58,801       32,965  
Items not involving cash:                                        
Amortization of flow-through premium liability     8       (533 )     (269 )     (1,720 )     (629 )
Depreciation and amortization     3       100       133       394       201  
Deferred income tax expense             1,210       1,008       3,590       2,149  
Amortization of deferred financing fees             86       -       256       -  
Income from equity accounted investment in Juanicipio     5       (25,552 )     (13,692 )     (69,919 )     (44,030 )
Share-based compensation expense     3,7       991       822       3,010       2,597  
Unrealized foreign exchange gain             146       129       (44 )     102  
                                         
Movements in non-cash working capital                                        
Accounts receivable             (584 )     281       (824 )     229  
Prepaid expenses             (401 )     642       (307 )     (104 )
Trade and other payables             364       783       (31 )     288  
Net cash used in operating activities             (1,881 )     (1,301 )     (6,794 )     (6,232 )
                                         
INVESTING ACTIVITIES                                        
Exploration and evaluation expenditures     6       (5,392 )     (3,811 )     (17,025 )     (10,053 )
Acquisition of exploration property     6       -       -       (3,802 )     -  
Investment in Juanicipio     5       -       (53 )     -       (25,376 )
Receipt of principal on loans to Juanicipio     5       21,934       8,800       65,235       8,800  
Receipt of interest on loans to Juanicipio     5       715       2,495       4,692       5,789  
Purchase of equipment             -       (19 )     -       (19 )
Net cash from / (used in) investing activities             17,257       7,412       49,100       (20,859 )
                                         
FINANCING ACTIVITIES                                        
Issuance of common shares upon exercise of stock options     7       961       -       2,548       225  
Issuance of common shares, net of share issue costs     7       -       136       -       39,541  
Issuance of flow-through shares, net of share issue costs     7       -       -       -       16,208  
Payment of lease obligation principal             (37 )     (33 )     (114 )     (94 )
Net cash from financing activities             924       103       2,434       55,880  
                                         
Effect of exchange rate changes on cash             (146 )     (359 )     44       (225 )
                                         
Increase in cash during the period             16,154       5,855       44,784       28,564  
Cash, beginning of period             97,337       52,664       68,707       29,955  
Cash, end of period             113,491       58,519       113,491       58,519  

 

See accompanying notes to the condensed interim consolidated financial statements

 

  4

 

MAG SILVER CORP.
Condensed Interim Consolidated Statements of Changes in Equity
For the nine months ended September 30, 2024 and 2023
(In thousands of US dollars, except shares - Unaudited)
         

Common shares without

par value

                       
    Notes     Number of Shares     Amount     Equity reserve     Accumulated other comprehensive income (loss)     Deficit     Total equity  
          #     $     $     $     $     $  
Balance, January 1, 2023             98,956,808       559,933       18,790       784       (177,811 )     401,696  
Stock options exercised             28,787       397       (90 )     -       -       307  
Restricted and performance share units converted             112,605       1,215       (1,215 )     -       -       -  
Shares issued for cash, net of flow-through share premium liability             3,874,450       56,761       -       -       -       56,761  
Share issue costs             -       (3,942 )     -       -       -       (3,942 )
Share-based compensation             -       -       3,279       -       -       3,279  
                                                         
Other comprehensive loss             -       -       -       (3 )     -       (3 )
Net income             -       -       -       -       48,659       48,659  
Balance, December 31, 2023             102,972,650       614,364       20,764       781       (129,152 )     506,757  
Stock options exercised     7       255,403       3,379       (831 )     -       -       2,548  
Restricted and performance share units converted     7       28,902       410       (410 )     -       -       -  
Deferred share units converted     7       50,000       496       (496 )                     -  
Share-based compensation     7       -       -       3,322       -       -       3,322  
                                                         
Other comprehensive income             -       -       -       1       -       1  
Net income             -       -       -       -       58,801       58,801  
Balance, September 30, 2024             103,306,955       618,649       22,349       782       (70,351 )     571,429  
                                                         
                                                         
Balance, January 1, 2023             98,956,808       559,933       18,790       784       (177,811 )     401,696  
Stock options exercised             21,346       292       (67 )     -       -       225  
Restricted and performance share units converted             96,009       994       (994 )     -       -       -  
Shares issued for cash, net of flow-through share premium liability             3,874,450       56,761       -       -       -       56,761  
Share issue costs             -       (3,942 )     -       -       -       (3,942 )
Share-based compensation             -       -       2,869       -       -       2,869  
                                                         
Other comprehensive loss             -       -       -       (4 )     -       (4 )
Net income             -       -       -       -       32,965       32,965  
Balance, September 30, 2023             102,948,613       614,038       20,598       780       (144,846 )     490,570  

 

See accompanying notes to the condensed interim consolidated financial statements

 

  5

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

1. NATURE OF OPERATIONS

 

MAG Silver Corp. (the “Company” or “MAG”) is a growth-oriented Canadian mining and exploration company focused on advancing high-grade, district scale precious metals projects in the Americas. MAG is the ultimate parent company of its consolidated group, was incorporated on April 21, 1999, and is governed by the Business Corporations Act of the Province of British Columbia (“BCABC"). MAG’s shares are listed on both the Toronto Stock Exchange in Canada and the NYSE American, LLC in the United States of America.

 

The Company’s principal asset is a 44% interest in the Juanicipio Mine (Note 5 “Investment in Juanicipio”) located in Zacatecas, Mexico, which achieved commercial production at its 4,000 tonnes per day (“tpd”) processing facility on June 1, 2023.

 

 

Address of registered office of the Company:

3500 – 1133 Melville Street

Vancouver, British Columbia,

Canada V6E 4E5

 

Head office and principal place of business:

770 – 800 West Pender Street

Vancouver, British Columbia,

Canada V6C 2V6

 

 

2. MATERIAL ACCOUNTING POLICY INFORMATION

 

(a) Statement of compliance

 

These condensed unaudited interim consolidated financial statements (“Interim Financial Statements”) are prepared under IAS 34 Interim Financial Reporting (“IAS 34”) in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). They do not include all of the information required for full annual IFRS financial statements and therefore should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2023.

 

The accounting policies applied in the preparation of the Interim Financial Statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2023.

 

These Interim Financial Statements have been prepared on a historical cost basis except for the revaluation of certain financial instruments, which are stated at their fair value.

 

These Interim Financial Statements were authorized for issuance by the Board of Directors of the Company on November 8, 2024.

 

  6

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

(b) Significant accounting judgments and estimates

 

The Company makes certain significant judgments and estimates in the process of applying the Company’s accounting policies. Management believes the judgments and estimates used in these Interim Financial Statements are reasonable; however, actual results could differ from those estimates and could impact future results of operations and cash flows. The areas involving significant judgments and estimates have been set out in Note 5 of the Company’s audited consolidated financial statements for the year ended December 31, 2023.

 

 

3. GENERAL AND ADMINISTRATIVE EXPENSES

 

    For the three months ended     For the nine months ended  
    September 30,     September 30,     September 30,     September 30,  
    2024     2023     2024     2023  
    $     $     $     $  
Accounting and audit     182       277       670       606  
Compensation and consulting fees     1,268       1,727       3,406       3,949  
Depreciation and amortization     100       133       394       201  
Filing and transfer agent fees     28       62       256       342  
General office expenses     255       171       622       561  
Insurance     302       334       974       1,162  
Juanicipio oversight costs     214       332       741       332  
Legal     46       110       397       344  
Share-based compensation expense (see Note 7)     991       822       3,010       2,597  
Shareholder relations     98       87       350       276  
Travel     45       39       232       229  
      3,529       4,094       11,052       10,599  

 

 

4. ACCOUNTS RECEIVABLE

 

    September 30,     December 31,  
    2024     2023  
    $     $  
Receivable from Minera Juanicipio (Notes 5 & 13)     114       855  
Value added tax (“IVA” and “GST”)     1,084       700  
Other receivables     477       4  
      1,675       1,559  

 

 

 

  7

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

5. INVESTMENT IN JUANICIPIO

 

Minera Juanicipio, S.A. de C.V. (“Minera Juanicipio”) was created for the purpose of holding the Juanicipio property, and is held 56% by Fresnillo plc (“Fresnillo”) and 44% by the Company. On December 27, 2021, the Company and Fresnillo created Equipos Chaparral, S.A. de C.V. (“Equipos Chaparral”) in the same ownership proportions. Equipos Chaparral owns the processing facility and mining equipment which is leased to Minera Juanicipio. Minera Juanicipio and Equipos Chaparral are collectively referred to herein as “Juanicipio,” or, the “Juanicipio Mine”.

 

Juanicipio is governed by a shareholders’ agreement and by corporate by-laws. All costs relating to Juanicipio are required to be shared by the Company and Fresnillo pro-rata based on their ownership interests in Juanicipio, and if either party does not fund pro-rata, their ownership interest will be diluted in accordance with the shareholders’ agreement and by-laws.

 

Fresnillo is the operator of Juanicipio, and with its affiliates, beneficially owns 9,314,877 common shares of the Company as at September 30, 2024, as publicly reported by Fresnillo.

 

The Company has recorded its Investment in Juanicipio using the equity method of accounting. The recorded value of the investment includes the carrying value of the deferred exploration, mineral and surface rights, Juanicipio costs incurred by the Company, the required net cash investments to establish and maintain its 44% interest in Juanicipio, and the Company’s 44% share of income (loss) from Juanicipio.

 

Changes during the period of the Company’s investment relating to its interest in Juanicipio are detailed as follows:

 

    Nine months ended     Year ended  
    September 30,     December 31,  
    2024     2023  
    $     $  
Balance, beginning of period     394,622       338,316  
Juanicipio oversight expenditures incurred 100% by MAG     -       384  
Amortization of Juanicipio's oversight expenditures incurred 100% by MAG     (394 )     (305 )
Cash contributions and advances to Juanicipio (3)     -       24,992  
Loan repayments from Juanicipio (2)     (65,235 )     (25,714 )
Total for the period     (65,628 )     (642 )
Income from equity accounted Investment in Juanicipio     69,919       65,099  
Interest earned, reclassified to accounts receivable (1)     (3,985 )     (8,150 )
Balance, end of period     394,928       394,622  

 

(1) A portion of the Investment in Juanicipio is in the form of interest bearing shareholder loans. For the nine months ended September 30, 2024, the Company earned interest amounting to $3,985 (year ended December 31, 2023: $8,150) while $4,692 of interest payments were received from Juanicipio (year ended December 31, 2023: $7,639).

 

  8

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

(2) During the nine months ended September 30, 2024, no loans to Juanicipio were converted into equity (year ended December 31, 2023: $7,251). As at September 30, 2024, the Company has advanced, net of aggregate repayments, $29,179 as shareholder loans to Juanicipio (December 31, 2023: $94,414).

(3) During the nine months ended September 30, 2024, no cash contributions and advances were made to Juanicipio (year ended December 31, 2023: $24,992 cash contributions and advances, with $22,726 in the form of loans and $2,276 in the form of equity).

 

A summary of financial information of Juanicipio (on a 100% basis reflecting adjustments made by the Company, including adjustments for differences in accounting policies) is as follows:

 

Juanicipio Statements of Income

 

    For the three months ended     For the nine months ended  
    September 30,     September 30,     September 30,     September 30,  
    2024     2023     2024     2023  
    $     $     $     $  
                         
Sales     176,393       125,046       467,161       311,303  
Cost of sales:                                
Production cost     (38,596 )     (43,782 )     (115,248 )     (125,731 )
Depreciation and amortization     (23,440 )     (21,646 )     (67,934 )     (47,001 )
      (62,036 )     (65,428 )     (183,183 )     (172,732 )
Gross profit     114,357       59,618       283,978       138,571  
                                 
Consulting and administrative expenses     (2,497 )     (3,458 )     (10,969 )     (9,115 )
Extraordinary mining and other duties     (2,810 )     (1,635 )     (6,975 )     (3,532 )
      109,050       54,525       266,034       125,924  
                                 
Exchange gains (losses) and other     1,961       420       1,360       (2,414 )
Interest expense     (1,839 )     (5,214 )     (9,058 )     (13,915 )
Income tax expense     (52,937 )     (23,824 )     (108,485 )     (23,441 )
                                 
Net income     56,235       25,907       149,850       86,154  
                                 
MAG's 44% portion of net income     24,743       11,399       65,934       37,908  
Interest on Juanicipio loans - MAG's 44%     809       2,293       3,985       6,122  
MAG's 44% equity income     25,552       13,692       69,919       44,030  

 

 

 

 

 

 

 

 

 

 

  9

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

Juanicipio Statements of Financial Position

 

    September 30,     December 31,  
    2024     2023  
    $     $  
Assets                
                 
Current assets                
Cash and cash equivalents     96,782       42,913  
Value added tax and other receivables     1,159       3,162  
Income tax receivable     1,529       3,758  
Concentrate sales receivable     98,068       56,532  
Inventories                
Stockpiles     3,553       2,417  
Metal concentrates     3,224       2,361  
Materials and supplies     18,566       18,414  
Prepaids and other assets     3,405       5,501  
      226,286       135,058  
Non-current assets                
Right-of-use assets     996       1,590  
Mineral interests, plant and equipment     759,590       794,512  
Deferred tax assets     8,600       24,336  
      769,186       820,438  
Total assets     995,473       955,496  
                 
Liabilities                
                 
Current liabilities                
Payables     13,574       22,167  
Interest and other payables to shareholders     4,774       12,160  
Taxes payable     20,705       14,395  
      39,052       48,722  
Non-current liabilities                
Lease obligation     1,012       1,597  
Provisions                
Reserves for retirement and pension     107       112  
Reclamation and closure     3,601       3,605  
Deferred tax liabilities     58,100       9,439  
      62,820       14,753  
Total liabilities     101,872       63,475  
                 
Equity                
                 
Shareholders' equity including shareholder advances     893,601       892,021  
Total equity     893,601       892,021  
Total liabilities and equity     995,473       955,496  

 

  10

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

Juanicipio Statements of Cash Flows

 

      For the three months ended       For the nine months ended  
      September 30,       September 30,       September 30,       September 30,  
      2024       2023       2024       2023  
      $       $       $       $  
Operating activities                                
Net income     56,235       25,907       149,850       86,154  
Items not involving cash                                
Depreciation and amortization     23,440       21,646       67,934       47,001  
Income tax expense     52,937       23,824       108,485       23,441  
Interest incurred on loans     1,839       5,214       9,058       13,915  
Other     (600 )     942       (775 )     2,553  
Income tax payments     (7,348 )     (21,257 )     (36,806 )     (77,053 )
Change in other operating working capital     (16,667 )     996       (52,624 )     (35,094 )
Net cash from operating activities     109,836       57,271       245,123       60,918  
                                 
Investing activities                                
Capital expenditures including plant, mine development and exploration     (13,631 )     (16,954 )     (33,694 )     (62,368 )
Other     975       430       2,765       716  
Net cash used in investing activities     (12,656 )     (16,524 )     (30,929 )     (61,653 )
                                 
Financing activities                                
Loans and other capital provided by shareholders     -       -       -       56,800  
Repayments of loans to shareholders     (49,853 )     (20,000 )     (148,270 )     (20,000 )
Interest paid to shareholders     (1,627 )     (5,670 )     (10,665 )     (13,157 )
Payment of lease obligations     (232 )     (174 )     (789 )     (552 )
Net cash (used in) from financing activities     (51,712 )     (25,843 )     (159,724 )     23,091  
                                 
Effect of exchange rate changes on cash and cash equivalents     (108 )     (9 )     (601 )     (25 )
                                 
Increase in cash and cash equivalents during the period     45,360       14,895       53,869       22,331  
                                 
Cash and cash equivalents, beginning of period     51,422       8,539       42,913       1,102  
                                 
Cash and cash equivalents, end of period     96,782       23,434       96,782       23,433  

 

  11

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

6. EXPLORATION AND EVALUATION ASSETS

 

(a) In 2018, the Company entered into an option agreement with a private group, whereby the Company has the right to earn 100% ownership interest in a company which owns the Deer Trail Project in Utah. The Company paid $150 upon signing the agreement, $150 in each of 2020 and 2021, and $200 in each of 2022 and 2023. To earn 100% interest in the property, the Company must make remaining cash payments totaling $1,150 over the next 5 years (with option to accelerate if desired) and fund a cumulative of $30,000 of eligible exploration expenditures by 2028 (criteria met: as of September 30, 2024, the Company has incurred $34,147 of eligible exploration expenditures on the property). As at September 30, 2024, the Company has also bonded and recorded a $484 reclamation liability for the project. Other than the reclamation liability, the balance of cash payments are optional at the Company’s discretion. Upon the Company’s 100% earn-in, the vendors will retain a 2% net smelter returns (“NSR”) royalty.

 

(b) In 2022, through the acquisition of Gatling Exploration Inc. (“Gatling”) the Company acquired 100% of the Larder Project in Ontario. During the nine months ended September 30, 2024, the Company incurred a total of $14,048 in exploration and evaluation expenditures, which includes $3,802 in acquisition of exploration property mainly relating to the purchase of 100% ownership of the Goldstake property (“Goldstake”), contiguous to Gatling’s existing land holdings.

 

 

 

 

 

 

 

 

 

 

 

  12

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

During the three and nine months ended September 30, 2024 and year ended December 31, 2023, the Company has incurred the following exploration and evaluation expenditures on these projects:

 

      Three months ended       Nine months ended       Year ended  
      September 30,       September 30,       December 31,  
      2024       2024       2023  
      $       $       $  
Deer Trail Project                        
Option and other payments     -       -       275  
Total acquisition costs     -       -       275  
Drilling and geotechnical     2,149       6,838       5,854  
Camp and site costs     67       367       875  
Land taxes and government fees     214       218       213  
Legal, community and other consultation costs     115       272       343  
Travel     49       139       190  
Total for the period     2,594       7,834       7,750  
Balance, beginning of period     32,555       27,315       19,565  
Total Deer Trail Project cost     35,149       35,149       27,315  
Larder Project                        
Acquisition of exploration property     -       3,802       -  
Total acquisition costs     -       3,802       -  
Drilling and geotechnical     2,672       8,237       6,357  
Camp and site costs     323       1,456       772  
Land taxes and government fees     19       39       43  
Legal, community and other consultation costs     131       386       347  
Travel     58       128       109  
Total for the period     3,203       14,048       7,628  
Balance, beginning of period     36,167       25,322       17,694  
Total Larder Project cost     39,370       39,370       25,322  
Total Exploration and Evaluation Assets     74,519       74,519       52,637  

 

  13

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

7. SHARE CAPITAL

 

(a) Public offerings

 

On February 7, 2023, the Company closed a $42,558 bought deal public offering and issued 2,905,000 common shares, at a price of $14.65 per common share.

 

On February 16, 2023, the Company closed a $17,133 (C$23,024) bought deal private placement and issued 969,450 common shares on a “flow-through” basis” (as defined in the Income Tax Act (Canada)) (the Flow-Through Shares”), at a price of $17.67 (C$23.75) per Flow-Through Share. The premium paid by investors on the flow-through shares was calculated as $3.08 per share. Accordingly, $2,986 was recorded as flow-through share premium liability (Note 8).

 

The aggregate gross proceeds from the combined bought deal public offering and bought deal private placement amounted to $59,691. The Company paid commissions to underwriters of $3,010 and legal and filing fees totalling $932 yielding net proceeds of $55,749.

 

(b) Notice of Intention to Make a Normal Course Issuer Bid (“NCIB”)

 

On May 15, 2024, MAG announced that the Toronto Stock Exchange (“TSX”) had accepted the Company’s Notice of Intention to make a NCIB. Under the NCIB, the Company may purchase for cancellation up to an aggregate of 8,643,374 common shares of the Company, representing approximately 10% of the public float (as defined in the rules and policies of the TSX) of the common shares as of May 8, 2024. The Company’s purchases in the United States will be subject to a limit of 5,148,977 common shares, being 5% of the public float of the common shares as of May 8, 2024. The NCIB commenced on May 17, 2024 and will terminate on May 16, 2025, or earlier if the maximum number of common shares under the NCIB have been purchased or if the NCIB has been terminated by the Company. As at September 30, 2024 the Company has not repurchased any common shares. In addition, the Company entered into an automatic share purchase plan with its designated broker to allow for the purchase of common shares at times which the Company ordinarily would not be active in the market due to trading blackout periods, insider trading rules or otherwise.

 

(c) Stock options

 

The Company may enter into Incentive Stock Option Agreements in accordance with the Company’s Stock Option Plan (the “Plan”). On June 26, 2023, the Shareholders re-approved the Plan. The maximum number of common shares that may be issuable under the Plan is set at 5% of the number of issued and outstanding common shares on a non-diluted basis at any time, provided that the number of common shares issued or issuable under the combined Plan and Share Unit Plan (Note 7(d)) shall not exceed 5% of the issued and outstanding common shares of the Company on a non-diluted basis. Options granted under the Plan have a maximum term of 5 years.

 

  14

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The following table summarizes the Company’s stock options activity, excluding the Gatling replacement options, for the period:

 

      Stock options activity       Weighted average
exercise price
(C$/option)
 
         
Outstanding, January 1, 2023     1,012,794       17.56  
Granted     236,928       16.42  
Expired     (20,000 )     19.41  
Forfeited     (13,564 )     18.35  
Exercised for cash     (28,787 )     14.34  
                 
Outstanding, December 31, 2023     1,187,371       17.37  
Granted     273,507       14.64  
Expired     (7,791 )     21.36  
Exercised for cash     (255,403 )     14.24  
Exercised cashless     (86,747 )     13.64  
                 
Outstanding, September 30, 2024     1,110,937       17.68  

 

During the three months ended September 30, 2024, the Company recorded a share-based compensation expense of $242 (September 30, 2023: $225) and capitalized $41 (September 30, 2023: $37) to exploration and evaluation assets relating to stock options to employees and consultants.

 

During the nine months ended September 30, 2024, the Company recorded a share-based compensation expense of $770 (September 30, 2023: $963) and capitalized $126 (September 30, 2023: $115) to exploration and evaluation assets relating to stock options to employees and consultants.

 

  15

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The following table summarizes the Company’s stock options outstanding and exercisable as at September 30, 2024.

 

Exercise price   Number   Number   Weighted avg. remaining
(C$/option)   Outstanding   Exercisable   contractual life (years)
14.64     273,507     -     4.51  
14.98     115,813     115,813     0.41  
16.09     6,021     2,007     3.50  
16.43     213,841     65,139     3.50  
17.02     100,000     66,666     2.63  
20.20     109,799     73,194     2.52  
21.26     50,000     33,333     2.17  
21.29     9,191     6,127     2.52  
21.57     182,765     182,765     1.19  
23.53     50,000     50,000     1.30  
14.64 - 23.53     1,110,937     595,044     2.70  

 

The Company determined the fair value of the options using the Black-Scholes option pricing model with the following weighted average assumptions:

 

      Nine month ended       Year ended  
      September 30,       December 31,  
      2024       2023  
Risk-free interest rate     3.91 %     3.53 %
Expected volatility     48 %     57 %
Expected dividend yield     nil       nil  
Expected life (years)     3       3  

 

In 2022, the Company issued 43,675 replacement stock options pursuant to the Gatling acquisition, of which all replacement stock options expired unexercised by August 12, 2024.

 

(d) Restricted and performance share units

 

On June 26, 2023, the Shareholders re-approved a share unit plan (the “Share Unit Plan”) for the benefit of the Company’s officers, employees and consultants. The Share Unit Plan provides for the issuance of common shares from treasury, in the form of restricted share units (“RSUs”) and performance share units (“PSUs”). The maximum number of common shares that may be issuable under the Share Unit Plan is set at 1.5% of the number of issued and outstanding common shares on a non-diluted basis, provided that the number of common shares issued or issuable under the combined Share Unit Plan and Stock Option Plan (Note 7(b)) shall not exceed 5% of the issued and outstanding common shares on a non-diluted basis. RSUs and PSUs granted under the Share Unit Plan have a term of 5 years unless otherwise specified by the Board, and each unit entitles the participant to receive one common share of the Company subject to vesting criteria, and in the case of PSUs, performance criteria which may also impact the number of PSUs to vest between 0-200%. PSUs for which the performance targets are not achieved during the performance period are automatically forfeited and cancelled.

 

  16

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The following table summarizes the Company’s RSUs activity for the period:

 

      RSU activity       Weighted average fair
value (C$/RSU)
 
         
Outstanding, January 1, 2023     101,059       18.47  
Granted      56,425       16.42  
Forfeited     (4,244 )     17.07  
Exercised     (54,985 )     17.19  
                 
Outstanding, December 31, 2023     98,255       17.82  
Granted      94,842       14.64  
Exercised     (17,741 )     15.26  
                 
Outstanding, September 30, 2024     175,356       16.17  

 

During the three months ended September 30, 2024, the Company recorded share-based compensation expense of $182 (September 30, 2023: $83) and capitalized $37 (September 30, 2023: $20) to exploration and evaluation assets relating to RSUs to employees and consultants.

 

During the nine months ended September 30, 2024, the Company recorded share-based compensation expense of $487 (September 30, 2023: $570) and capitalized $104 (September 30, 2023: $61) to exploration and evaluation assets relating to RSUs to employees and consultants.

 

 

 

 

  17

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The following table summarizes the Company’s PSUs activity for the period:

 

      PSU activity       Weighted average fair
value (C$/PSU)
         
Outstanding, January 1, 2023     231,255       17.91  
Granted      156,861       16.42  
Forfeited     (43,047 )     19.71  
Exercised     (57,620 )     13.17  
                 
Outstanding, December 31, 2023     287,449       17.78  
Granted      137,191       14.64  
Exercised     (11,161 )     20.75  
                 
Outstanding, September 30, 2024     413,479       16.66  

 

During the three months ended September 30, 2024, the Company recorded share-based compensation expense of $358 (September 30, 2023: $299) and capitalized $30 (September 30, 2023: $35) to exploration and evaluation assets relating to PSUs to employees and consultants.

 

During the nine months ended September 30, 2024, the Company recorded share-based compensation expense of $968 (September 30, 2023: $415) and capitalized $82 (September 30, 2023: $97) to exploration and evaluation assets relating to PSUs to employees and consultants.

 

(e) Deferred share units

 

On June 26, 2023, the Shareholders re-approved a Deferred Share Unit Plan (the “DSU Plan”) for the benefit of the Company’s non-executive directors. The DSU Plan provides for the issuance of common shares from treasury, on conversion of Deferred Share Units (“DSUs”) granted. Directors may also elect to receive all or a portion of their annual retainer in the form of DSUs. DSUs may be settled in cash or in common shares issued from treasury, as determined by the Board at the time of the grant. The maximum number of common shares that may be issuable under the DSU Plan is set at 1.0% of the number of issued and outstanding common shares on a non-diluted basis.

 

 

 

 

  18

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The following table summarizes the Company’s DSUs activity for the period:

 

      DSU activity       Weighted average fair
value (C$/DSU)
 
         
Outstanding, January 1, 2023     420,115       14.80  
Granted      78,474       14.81  
                 
Outstanding, December 31, 2023     498,589       14.80  
Granted      66,368       16.00  
Exercised     (50,000 )     12.26  
                 
Outstanding, September 30, 2024     514,957       15.20  

 

During the three months ended September 30, 2024, the Company recorded share-based compensation expense of $210 (September 30, 2023: $215) relating to DSUs to directors. Furthermore, 13,286 DSUs were granted under the plan and 1,044 DSUs were granted to directors who elected to receive a portion of their annual retainer in DSUs rather than in cash (September 30, 2023: 18,690 and 2,002 respectively).

 

During the nine months ended September 30, 2024, the Company recorded share-based compensation expense of $785 (September 30, 2023: $649) relating to DSUs to directors. Furthermore, 63,083 DSUs were granted under the plan and 3,285 DSUs were granted to directors who elected to receive a portion of their annual retainer in DSUs rather than in cash (September 30, 2023: 51,849 and 5,554 respectively).

 

(f) Diluted earnings per share

 

              Three months ended                Nine months ended   
      September 30,       September 30,       September 30,       September 30,  
      2024       2023       2024       2023  
Net income     22,292       8,862       58,801       32,965  
Basic weighted average number of shares outstanding     103,184,518       102,945,350       103,104,001       102,329,945  
Effect of dilutive common share equivalents:                                
Stock options     102,349       23,723       111,766       64,957  
Restricted and performance share units     356,187       54,415       337,004       62,403  
Deferred share units     514,957       477,518       514,957       477,518  
Diluted weighted average number of shares outstanding     104,158,011       103,501,006       104,067,728       102,934,823  
                                 
Diluted earnings per share   $ 0.21     $ 0.09     $ 0.57     $ 0.32  

 

For the three months ended September 30, 2024, there are 1,008,588 anti-dilutive stock options (September 30, 2023: 752,170) and 232,648 anti-dilutive restricted and performance share units (September 30, 2023: 383,673).

 

For the nine months ended September 30, 2024, there are 999,171 anti-dilutive stock options (September 30, 2023: 515,242) and 251,831 anti-dilutive restricted and performance share units (September 30, 2023: 375,684).

 

 

  19

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

8. FLOW-THROUGH PREMIUM LIABILITY

 

As at September 30, 2024, the Company has a flow-through share premium liability of $249 (December 31, 2023: $1,969) in relation to the flow-through share financing completed on February 16, 2023 (see Note 7(a) for full details of the financing). Flow-through shares are issued at a premium, and in the Company’s case, considering the separate offerings for flow-through shares and standard public offering for common shares both made on January 25, 2023, this premium has been calculated as the difference between the pricing of a flow-through share and that of a common share from the public offering made on the same date. Tax deductions generated by the eligible expenditures are passed through to the shareholders of the flow-through shares once the eligible expenditures are incurred and renounced. Below is a summary of the flow-through financing and the related flow-through share premium liability generated.

 

    Shares issued   Flow-through
share price
  Premium per flow
through share price
  Flow-through
premium liability
        $   $   $
February 2023 Financing     969,450       17.67       3.08       2,986  

 

The following table is a continuity of the flow-through share funding and expenditures along with the corresponding impact on the flow-through share premium liability:

 

      Flow-through funding
and expenditures
      Flow-through
premium liability
 
      $        $  
Balance at January 1, 2023     -       -  
Flow-through funds raised     17,133       2,986  
Flow-through eligible expenditures     (5,835 )     (1,017 )
                 
Balance at December 31, 2023     11,298       1,969  
                 
Flow-through eligible expenditures     (9,869 )     (1,720 )
                 
Balance at September 30, 2024     1,428       249  

 

The Company renounced the entirety of tax deductions from incurred and not yet incurred eligible spend to its shareholders of flow-through shares as at December 31, 2023.

 

 

  20

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

9. DEBT FACILITY

 

In October 2023 the Company entered into a $40,000 senior secured revolving credit facility with the Bank of Montreal (the “Credit Facility”). The Credit Facility bears interest on a sliding scale of SOFR or the Lender’s Base Rate on US Dollar commercial loans plus an applicable margin on a sliding scale of between 200 and 400 basis points based on the Company’s leverage ratio. Interest incurred on drawn amounts is to be paid quarterly. Commitment fees on the undrawn portion of the facility are calculated on a similar sliding scale of between 50 and 75 basis points, and are also to be paid on a quarterly basis. The term of the facility is 34 months, maturing on August 4, 2026, at which date any drawn amount is required to be paid back in full. All debts, liabilities and obligations under the facility are guaranteed by the Company's material subsidiaries and secured by assets of the Company. The facility includes a number of customary covenants (liquidity, leverage, tangible net worth) and conditions including limitations on acquisitions and investments (excluding exploration and capital expenditures) funded using cash with no limitations when equity is used as a funding source. As at September 30, 2024, the Company is in compliance with all applicable covenants.

 

As of September 30, 2024, the Company has not drawn down any funds from its Credit Facility, and as a result expensed $50 and $149 of commitment fees for the three and nine months ended September 30, 2024, respectively.

 

 

10. CAPITAL RISK MANAGEMENT

 

The Company’s objectives in managing its liquidity and capital are to safeguard the Company’s ability to continue as a going concern and to provide financial capacity to meet its strategic objectives. The capital structure of the Company consists of its equity (comprised of share capital, equity reserve, accumulated other comprehensive income and deficit), its undrawn Credit Facility (see Note 9) and lease obligation, net of cash and investments in equity securities as follows:

 

        September 30,       December 31,  
        2024       2023  
        $       $  
Equity       571,429       506,757  
Lease obligation       40       154  
Cash       (113,491 )     (68,707 )
Investments       (8 )     (8 )
Total       457,970       438,196  

 

The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may attempt to issue new shares, issue debt and/or acquire or dispose of assets.

 

  21

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

As at September 30, 2024, the Company does not have any long-term debt outstanding, is in compliance with all applicable Credit Facility covenants, and is not subject to any other externally imposed capital requirements.

 

 

11. FINANCIAL RISK MANAGEMENT

 

The Company’s operations consist of the acquisition, exploration and advancement of mineral projects in the Americas. The Company examines the various financial risks to which it is exposed and assesses the impact and likelihood of occurrence. These risks may include credit risk, liquidity risk, currency risk, interest rate risk and other price risks. Where material, these risks are reviewed and monitored by the Board of Directors.

 

(a) Market risk

 

The Company conducts the majority of its business through its equity interest in its associates, Juanicipio (Note 5). Juanicipio is exposed to commodity price risk, specifically to the prices of silver, gold, and to a lesser extent, lead and zinc. Currently, Juanicipio produces and sells concentrates containing these metals which are each subject to market price fluctuations which will affect its profitability and its ability to generate cash flow. Juanicipio does not hedge any of the commodities produced and does not have any such positions outstanding at September 30, 2024.

 

(b) Credit risk

 

Counterparty credit risk is the risk that the financial benefits of contracts with a specific counterparty will be lost if a counterparty defaults on its obligations under the contract. This includes any cash amounts owed to the Company by those counterparties, less any amounts owed to the counterparty by the Company where a legal right of set-off exists and also includes the fair values of contracts with individual counterparties which are recorded in the financial statements.

 

(i) Trade credit risk

Juanicipio, in which the Company has a 44% interest, has revenue from its operations as described in Note 5. Juanicipio sells and receives payment for its concentrates at market terms, under an offtake agreement with Met-Mex Peñoles, S.A. de C.V. (“Met-Mex”), a related party to Fresnillo. The Company believes Juanicipio is not exposed to significant trade credit risk.

 

(ii) Cash

In order to manage credit and liquidity risk, the Company’s practice is to invest only in highly rated investment grade instruments backed by Canadian commercial banks, and in the case of its Mexican and US operations, the Company maintains minimal cash in its US and Mexican subsidiaries.

 

  22

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The Company’s maximum exposure to credit risk is the carrying value of its cash, accounts receivable and loans receivable from Juanicipio which is classified as an Investment in Juanicipio in the consolidated statements of financial position, as follows:

 

      September 30,       December 31,  
      2024       2023  
      $       $  
Cash     113,491       68,707  
Accounts receivable (Note 4)     1,675       1,559  
Juanicipio loans (Notes 5 & 14)     29,179       94,414  
      144,345       164,680  

 

(c) Liquidity risk

 

The Company has a planning and budgeting process in place to help determine the funds required to support the Company's normal operating requirements, its exploration and mineral projects advancement plans, and its various optional property and other commitments (Notes 5, 6, 8 and 15). The annual budget is approved by the Board of Directors. The Company ensures that there are sufficient cash balances to meet its short-term business requirements.

 

To increase its flexibility with regards to access to capital, in October 2023 the Company entered into a $40,000 Credit Facility (see Note 9 for full details of the debt facility).

 

The Company estimates it has the ability to fund the next 12 months of corporate and exploration expenses with its liquidity position, and the Company 's overall liquidity risk has not changed significantly from December 31, 2023. Future liquidity may therefore depend upon the Company’s ability to repatriate capital from Juanicipio, arrange additional debt or additional equity financing.

 

(d) Currency risk

 

The Company is exposed to the financial risks related to the fluctuation of foreign exchange rates, both in the Mexican peso and C$, relative to the US$. The Company does not use any derivative instruments to reduce its exposure to fluctuations in foreign exchange rates.

 

  23

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

Exposure to currency risk

 

As at September 30, 2024, the Company is exposed to currency risk through the following assets and liabilities denominated in currencies other than the functional currency of the applicable entity:

 

      Mexican peso       Canadian dollar  
(in US$ equivalent)     $       $  
Cash     8       5,047  
Accounts receivable     385       33  
Prepaid expenses     6       1,680  
Investments     -       8  
Accounts payable     (28 )     (2,821 )
Lease obligations     -       (40 )
Net (liabilities) assets exposure     371       3,908  

 

Mexican peso relative to the US$

 

Although the majority of operating expenses in Mexico are both determined and denominated in US$, an appreciation in the Mexican peso relative to the US$ will increase the Company’s cost of operations in Mexico (reported in US$) related to those operating costs denominated and determined in Mexican pesos. Alternatively, a depreciation in the Mexican peso relative to the US$ will decrease the Company’s cost of operations in Mexico (reported in US$) related to those operating costs denominated and determined in Mexican pesos.

 

An appreciation/depreciation in the Mexican peso against the US$ will also result in a gain/loss before tax and deferred tax to the extent that the Company holds net monetary assets (liabilities) in pesos. Specifically, the Company's foreign currency exposure is comprised of peso denominated cash, prepaids and value added taxes receivable, net of trade and other payables. The carrying amount of the Company’s peso denominated net monetary assets at September 30, 2024 is 7.3 million pesos (December 31, 2023: 564 thousand pesos net monetary assets). A 10% appreciation or depreciation in the peso against the US$ would have an immaterial effect on the Company’s income (loss) before tax.

 

Mexican peso relative to the US$ - Investment in Juanicipio

 

The Company conducts the majority of its business through its equity interest in its associates (Note 5). The Company accounts for this investment using the equity method and recognizes the Company's 44% share of earnings and losses of Juanicipio. Juanicipio also has a US$ functional currency and is exposed to the same currency risks noted above for the Company.

 

  24

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

An appreciation/depreciation in the Mexican peso against the US$ will also result in a gain/loss after tax and deferred taxes (Note 5) in Juanicipio to the extent that it holds net monetary assets (liabilities) in pesos, comprised of peso denominated cash, value added taxes receivable, net of trade and other payables. The carrying amount of Juanicipio’s net peso denominated monetary liabilities at September 30, 2024 is 686 million pesos (December 31, 2023: 545 million pesos net monetary liabilities). A 10% appreciation in the peso against the US$ would result in a loss before tax at September 30, 2024 of $3,881 (December 31, 2023: $3,584 loss) in Juanicipio, of which the Company would record its 44% share being $1,708 loss from equity investment in Juanicipio (December 31, 2023: $1,577 loss), while a 10% depreciation in the peso relative to the US$ would result in an equivalent gain.

 

C$ relative to the US$

 

The Company is exposed to gains and losses from fluctuations in the C$ relative to the US$.

 

As general and administrative overheads in Canada are predominantly denominated in C$, an appreciation in the C$ relative to the US$ will increase the Company’s overhead costs as reported in US$. Alternatively, a depreciation in the C$ relative to the US$ will decrease the Company’s overhead costs as reported in US$.

 

An appreciation/depreciation in the C$ against the US$ will result in a gain/loss to the extent that MAG, the parent entity, and the Larder Project holds net monetary assets (liabilities) in C$. The carrying amount of the Company’s net Canadian dollar denominated monetary assets at September 30, 2024 is C$5.3 million (December 31, 2023: C$1.4 million net monetary assets). A 10% appreciation or depreciation in the C$ against the US$ would have a $528 (December 31, 2023: $160) effect on the Company’s income (loss) before tax.

 

(e) Interest rate risk

 

The Company’s interest income earned on cash is exposed to interest rate risk. A decrease in interest rates would result in lower relative interest income and an increase in interest rates would result in higher relative interest income.

 

The Company’s Credit Facility is based on variable interest rate, where it will bear interest on a sliding scale of SOFR or the Lender’s Base Rate on US Dollar commercial loans plus an applicable margin on a sliding scale of between 200 and 400 basis points based on the Company’s leverage ratio. As of September 30, 2024, the Company has not drawn down any funds from its Credit Facility.

 

  25

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

12. FINANCIAL INSTRUMENTS AND FAIR VALUE DISCLOSURES

 

The Company’s financial instruments include cash, accounts receivable, investments, and trade and other payables. The carrying values of cash, accounts receivable, and trade and other payables reported in the consolidated statement of financial position approximate their respective fair values due to the relatively short-term nature of these instruments.

 

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value as described below:

 

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities.

Level 2: Observable inputs other than quoted prices in Level 1 such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3: Unobservable inputs which are supported by little or no market activity.

 

The Company’s financial assets or liabilities as measured in accordance with the fair value hierarchy described above are:

 

As at September 30, 2024       Level 1       Level 2       Level 3       Total  
        $       $       $       $  
Investments       8       -       -       8  
                                   
As at December 31, 2023       Level 1       Level 2       Level 3       Total  
        $       $       $       $  
Investments       8       -       -       8  

 

There were no transfers between levels 1, 2 and 3 during the nine months ended September 30, 2024 or during the year ended December 31, 2023.

 

13. SEGMENTED INFORMATION

 

The Company operates in one operating segment, being the exploration and advancement of mineral projects in North America. The Company’s principal asset, its 44% ownership in the Juanicipio Mine, is located in Mexico, and the Company also has other exploration properties in North America. The Company’s executive and head office is located in Canada.

 

  26

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

14. RELATED PARTY TRANSACTIONS

 

The Company does not have offices or direct personnel in Mexico, but rather is party to a Field Services Agreement, whereby it has contracted administrative and exploration services in Mexico with Minera Cascabel, S.A. de C.V. (“Cascabel”) and IMDEX Inc. (“IMDEX”). Dr. Peter Megaw, the Company’s former Chief Exploration Officer (“CXO”), is a principal of both IMDEX and Cascabel, and was remunerated by the Company through fees to IMDEX.

 

On May 21, 2024, Dr. Megaw stepped down as CXO and will continue to provide technical advice in a consulting role and as such will no longer be providing key management personnel services as defined under IAS 24. Accordingly, Dr. Megaw is no longer considered a related party. Related party transactions incurred by the Company with Cascabel and IMDEX will only be included up until the date of his retirement from executive duties.

 

During the three and nine months ended September 30, 2024 (expenses incurred up to May 21, 2024) and 2023, the Company incurred expenses with Cascabel and IMDEX as follows:

 

              Three months ended               Nine months ended  
      September 30,       September 30,       September 30,       September 30,  
      2024       2023       2024       2023  
      $       $       $       $  
                                 
Fees related to Dr. Megaw:                                
Exploration and marketing services     -       53       69       190  
Travel and expenses     -       5       11       34  
Other fees to Cascabel and IMDEX:                                
Administration for Mexican subsidiaries     -       11       22       38  
Field exploration services     -       40       66       118  
Share-based payments (Note 7)     -       121       129       356  
      -       230       297       736  

 

All transactions are incurred in the normal course of business and are negotiated on arm’s length terms between the parties for all services rendered. A portion of the expenditures are incurred on the Company’s behalf and are charged to the Company on a “cost + 10%” basis. The services provided do not include drilling and assay work which are contracted out independently from Cascabel and IMDEX.

 

Any amounts due to related parties arising from the above transactions are unsecured, non-interest bearing and are due upon receipt of invoices.

 

  27

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

The details of the Company’s significant subsidiary and controlling ownership interests are as follows:

 

Name   Country of   Principal   MAG's effective interest
    Incorporation   Project   2024 (%)   2023(%)
Minera Los Lagartos, S.A. de C.V.     Mexico       Juanicipio
(44%)
      100%     100%

 

Balances and transactions between the Company and its subsidiaries have been eliminated on consolidation and are not disclosed in this note.

 

As at September 30, 2024, Fresnillo and the Company have advanced, net of aggregate repayments, $66,316 as shareholder loans (MAG’s 44% share $29,179) to Juanicipio, bearing interest at 1 and 6 months SOFR + 2%. Interest recorded by the Company for the nine months ended September 30, 2024 totalling $3,985 (nine months ended September 30, 2023: $6,122) has been included in MAG’s income from equity accounted investment in Juanicipio.

 

During the three and nine months ended September 30, 2024 and 2023, compensation of key management personnel (including directors) was as follows:

 

              Three months ended               Nine months ended  
      September 30,       September 30,       September 30,       September 30,  
      2024       2023       2024       2023  
      $       $       $       $  
Salaries and other short term employee benefits     442       376       2,297       1,581  
Share-based compensation (non-cash) (Note 7)     730       605       2,254       1,963  
      1,172       981       4,551       3,544  

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, and consists of its directors, the Chief Executive Officer, the Chief Financial Officer, the Chief Sustainability Officer, and effective January 1, 2024 onwards, the Chief Development Officer.

 

  28

MAG SILVER CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2024

(Expressed in thousands of US dollars unless otherwise stated - Unaudited)

 

 

15. COMMITMENTS AND CONTINGENCIES

 

The following table discloses the contractual obligations of the Company and its subsidiaries as at September 30, 2024 for committed exploration work and committed other obligations.

 

        Less than 1           More than 5
    Total   year   1-3 Years   3-5 Years   years
    $   $   $   $   $
Minera Juanicipio (1)     -       -       -       -       -  
Financing and consulting contractual commitments     546       302       244       -       -  
Office lease commitments     2,156       157       393       417       1,189  
Total Obligations and Commitments     2,702       459       637       417       1,189  

 

(1) According to the operator, Fresnillo, contractual commitments including project development and for continuing operations and purchase orders issued for project capital, sustaining capital, and continuing operations total $22,982 (December 31, 2023: $13,779), with respect to Juanicipio on a 100% basis as at September 30, 2024.

 

The concessions associated with the Larder Project are all in good standing with various underlying obligations or royalties ranging from nil-2% NSRs associated with various mineral claims, and various payments upon a production announcement.

 

The Company is obligated to a 2.5% NSR royalty on the Cinco de Mayo property.

 

The Company could be subject to various investigations, claims and legal and tax proceedings covering matters that arise in the ordinary course of business activities. Each of these matters would be subject to various uncertainties and it is possible that some matters may be resolved unfavourably to the Company. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company is not aware of any such claims or investigations, and as such has not recorded any related provisions and does not expect such matters to result in a material impact on the results of operations, cash flows and financial position.

 

 

 

 

 

 

 

 

 

 

29

 

EX-99.2 3 exh_992.htm EXHIBIT 99.2

Exhibit 99.2

 

 

 

 

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

 

Dated: November 8, 2024

 

 

 

 

 

 

 

 

 

 

VANCOUVER OFFICE

Suite 770

800 W. Pender Street

Vancouver, BC V6C 2V6

 

604 630 1399 phone

866 630 1399 toll free

604 681 0894 fax

   

TSX: MAG

NYSE American: MAG

info@magsilver.com

 

 

 

 

 

 


 

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Table of Contents

 

1. INTRODUCTION 3
2. DESCRIPTION OF BUSINESS 4
3. HIGHLIGHTS – SEPTEMBER 30, 2024 & SUBSEQUENT TO THE QUARTER END 4
4. RESULTS OF JUANICIPIO 7
5. DEER TRAIL PROJECT 15
6. LARDER PROJECT 16
7. OUTLOOK 24
8. SUMMARY OF QUARTERLY INFORMATION 25
9. REVIEW OF FINANCIAL RESULTS 26
10. FINANCIAL POSITION 29
11. CASH FLOWS 31
12. NON-IFRS MEASURES 32
13. LIQUIDITY AND CAPITAL RESOURCES 38
14. CONTRACTUAL OBLIGATIONS 41
15. SHARE CAPITAL INFORMATION 42
16. OTHER ITEMS 42
17. TREND INFORMATION 43
18. RISKS AND UNCERTAINTIES 44
19. OFF-BALANCE SHEET ARRANGEMENTS 45
20. RELATED PARTY TRANSACTIONS 45
21. CRITICAL ACCOUNTING JUDGMENTS, SIGNIFICANT ESTIMATES AND ASSUMPTIONS 47
22. CHANGES IN ACCOUNTING STANDARDS 47
23. CONTROLS AND PROCEDURES 48
24. ADDITIONAL INFORMATION 49
25. CAUTIONARY STATEMENTS 49

 

 

 

 

 

 

 

 

 

  2

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

1. INTRODUCTION

 

The following Management’s Discussion and Analysis (“MD&A”) focuses on the financial condition and results of operations of MAG Silver Corp. (“MAG”, “MAG Silver” or the “Company”) for the three and nine months ended September 30, 2024 (“Q3 2024”). It is prepared as of November 8, 2024 and should be read in conjunction with the unaudited condensed interim consolidated financial statements of the Company for the three and nine months ended September 30, 2024 (“Q3 2024 Financial Statements”) together with the notes thereto which are available on the Canadian Securities Administrator’s System for Electronic Data Analysis and Retrieval + (“SEDAR+”) at www.sedarplus.ca and on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.

 

All dollar amounts referred to in this MD&A are expressed in thousands of United States dollars (“US$”) unless otherwise stated; references to C$ refer to thousands of Canadian dollars. The functional currency of the parent, its subsidiaries and its investment in Juanicipio (as defined herein), is the US$.

 

The common shares of the Company (“Common Shares”) trade on the Toronto Stock Exchange (the “TSX”) and on the NYSE American, LLC both under the ticker symbol MAG. MAG Silver is a reporting issuer in each of the provinces and territories of Canada and is a reporting “foreign issuer” in the United States of America.

 

Cautionary Statements and Risk Factors

 

This MD&A contains forward-looking statements (as defined herein) which should be read in conjunction with the risk factors described in section “Risks and Uncertainties” and the cautionary statements provided in section “Cautionary Statements – Cautionary Note Regarding Forward-Looking Statements” at the end of this MD&A.

 

Unless otherwise indicated, technical disclosure regarding the Company’s properties included or incorporated by reference herein, including use of the capitalized terms “Mineral Resources” and “Mineral Reserves”, has been prepared in accordance with the requirements of, and imports the meaning of such terms as defined in, National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum (the “CIM”) – CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the “CIM Definition Standards”), as applicable, and should be read in conjunction with the cautionary statements provided in section “Cautionary Statements – Cautionary Note for United States Investors” and “Cautionary Statements – Cautionary Note to Investors Concerning Estimates of Mineral Resources” at the end of this MD&A.

 

Qualified Persons

 

Unless otherwise specifically noted herein, all scientific or technical information in this MD&A, including assay results, Mineral Reserve and Mineral Resource estimates, and mineralization, if applicable, is based upon information prepared by or under the supervision of, or has been approved by Gary Methven, P.Eng., Vice President, Technical Services and Lyle Hansen, P.Geo., Geotechnical Director; both are “Qualified Persons” for the purposes of NI 43-101.

 

  3

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

2. DESCRIPTION OF BUSINESS

 

MAG Silver Corp. is a growth-oriented Canadian mining and exploration company focused on advancing high-grade, district scale precious metals projects in the Americas. MAG is a top-tier primary silver mining company through its (44%) investment in the 4,000 tonnes per day (“tpd”) Juanicipio mine (the “Juanicipio Mine” or “Juanicipio”), operated by Fresnillo plc (“Fresnillo”) (56%). The Juanicipio Mine is located in the Fresnillo Silver Trend in Mexico, the world’s premier silver mining camp, where in addition to mining and processing operations, an expanded exploration program is in place targeting multiple highly prospective targets. MAG is also executing multi-phase exploration programs at the 100% earn-in Deer Trail Project (as defined herein) in Utah and the 100% owned Larder Project (as defined herein), located in the historically prolific Abitibi region of Canada.

 

 

3. HIGHLIGHTS – SEPTEMBER 30, 2024 & SUBSEQUENT TO THE QUARTER END (ON A 100% BASIS UNLESS OTHERWISE NOTED)

 

Q3 2024

 

ü MAG reported net income of $22,292 ($0.22 per share) driven by income from Juanicipio (equity accounted) of $25,552, and adjusted EBITDA1 (as defined herein) of $55,720.

 

ü A total of 332,290 tonnes of ore at a silver head grade of 481 grams per tonne (“g/t”) (equivalent silver head grade2 735 g/t) was processed at Juanicipio.

 

ü Juanicipio achieved silver production and equivalent silver production2 of 4.9 and 7.1 million ounces, respectively.

 

ü Juanicipio generated strong operating cash flow of $109,836 and free cash flow1 of $96,948.

 

ü Building on the robust cost performance of the first half of 2024, Juanicipio continued to improve delivering negative cash cost1 of $0.12 per silver ounce sold ($8.38 per equivalent silver ounce sold3) and all-in sustaining cost1 of $3.28 per silver ounce sold ($10.83 per equivalent silver ounce sold3).

 

 

 

 

 

 

__________________________

1 Adjusted EBITDA, cash cost per ounce, all-in sustaining cost per ounce and free cash flow are non-IFRS measures, please refer to “Non-IFRS Measures” section of this MD&A for a detailed reconciliation of these measures to the Q3 2024 Financial Statements.

2 Equivalent silver head grade and equivalent silver production have been calculated using the following price assumptions to translate gold, lead and zinc to “equivalent” silver head grade and “equivalent” silver production: $23/oz silver, $1,950/oz gold, $0.95/lb lead and $1.15/lb zinc.

3 Equivalent silver ounces sold have been calculated using realized prices to translate gold, lead and zinc to “equivalent” silver ounces sold (metal quantity, multiplied by metal price, divided by silver price). Three and nine months ended September 30, 2024 realized prices: $30.16/oz silver, $2,587.65/oz gold, $0.91/lb lead, $1.29/lb zinc and $28.15/oz silver, $2,360.51/oz gold, $0.94/lb lead, $1.25/lb zinc, respectively.

 

  4

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

ü With continued operational outperformance, as reported by Fresnillo, silver grades are expected to be at the top end of the revised grade guidance range (420g/t to 460g/t) for 2024.

 

ü Juanicipio returned a total of $22,649 in interest and loan principal repayments to MAG further augmenting MAG’s cash position to $113,491 at the end of the quarter.

 

Nine Months Ended September 30, 2024

 

ü MAG reported net income of $58,801 ($0.57 per share) driven by income from Juanicipio (equity accounted) of $69,919, and adjusted EBITDA1 of $138,688.

 

ü A total of 994,566 tonnes of ore at a silver head grade of 485g/t (equivalent silver head grade2 of 731 g/t) was processed at Juanicipio.

 

ü Juanicipio achieved silver production and equivalent silver production2 of 14.3 and 20.6 million ounces, respectively.

 

ü Juanicipio generated strong operating cash flow and free cash flow1 of $245,123 and $213,405, respectively.

 

ü Juanicipio continued to improve on its cost performance with cash cost1 of $1.13 per silver ounce sold ($8.64 per equivalent silver ounce sold3) and all-in sustaining cost1 of $4.57 per silver ounce sold ($11.12 per equivalent silver ounce sold3).

 

ü Juanicipio returned a total of $69,927 in interest and loan principal repayments to MAG.

 

ü MAG published its updated technical report on Juanicipio, titled “Juanicipio Mineral Resource and Mineral Reserves NI 43-101 Technical Report”, on March 27, 2024 (the “Technical Report”) outlining robust economics over an initial 13-year life of mine, generating annual average free cash flow exceeding $130 million (at a $22/oz silver price). Mineral Resources increased by 33% from the 2017 Preliminary Economic Assessment, with substantial growth in Measured and Indicated categories. Inferred resources also expanded, highlighting significant near-term, high-grade upside potential. An inaugural 15.4 million tonnes Mineral Reserve estimate at 628 g/t equivalent silver grade was declared enhancing economic confidence. Extensive exploration upside remains, with only 5% of the property explored, indicating high potential for further discoveries.

 

CORPORATE

 

ü On May 15, 2024, MAG announced that the TSX had accepted the Company’s Notice of Intention to Make a Normal Course Issuer Bid (“NCIB”). Under the NCIB, the Company may purchase for cancellation up to an aggregate of 8,643,374 Common Shares, representing approximately 10% of the public float (as defined in the rules and policies of the TSX) of the Common Shares as of May 8, 2024. As of November 8, 2024 no shares have been repurchased by the Company.

 

  5

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

ü On May 31, 2024, MAG filed a Final Shelf Prospectus (as defined herein) and Registration Statement (as defined herein) allowing the Company to offer up to $250,000 of Common Shares, preferred shares, debt securities, subscription receipts, units and warrants or any combination thereof during the 25-month period that the Final Shelf Prospectus remains effective. In order to maintain financial flexibility, and consistent with past practice, the Company has historically maintained a base shelf prospectus and has no present intention to offer securities pursuant to this Final Shelf Prospectus.

 

ü The Company published its 2023 sustainability report on July 18, 2024, underscoring its continued commitment to transparency with its stakeholders while providing a comprehensive overview of the Company’s environmental, social and governance (“ESG”) performance for 2023. A copy of MAG’s 2023 sustainability report and 2023 ESG Data Table are available on the Company’s website at https://magsilver.com/esg/reports4.

 

ü On September 20, 2024, MAG and Apollo Silver Corp. (“Apollo”) entered into an exploration, earn-in and option agreement (the “Option”) pursuant to which Apollo has the option to acquire the Cinco de Mayo Project (“Cinco”). In order for Apollo to exercise the Option, Apollo is required to obtain the necessary licensing to access and conduct exploration activities on Cinco, and subsequently complete no less than 20,000 metres of drilling, all within a five-year period, and then finally issue consideration shares equivalent to 19.9% of the then issued and outstanding common shares of Apollo to MAG.

 

EXPLORATION

 

ü Juanicipio:

 

· Underground infill drilling at Juanicipio continued in Q3 2024, primarily focused on upgrading mineralization in areas expected to be mined in the near to mid-term. During Q3 2024, 8,248 metres (nine months ended September 30, 2024: 30,218 metres) were drilled from underground. Results to date (mainly first half of 2024) focus on infill and confirm vein continuity including grade and thicknesses.
· Surface drilling started in April 2024 and is currently focused on the Cañada-Honda structure with three rigs turning. Since the beginning of the program, nine holes have been completed, with three in progress. During Q3 2024, 9,768 metres (nine months ended September 30, 2024: 14,314 metres) were drilled from surface.
· Results from three holes are showing thin mineralized epithermal veins with vein textures and negligible base metals consistent with being at high level and possibly above a productive boiling zone. Some holes were drilled deep enough to intercept the Juanicipio vein previous deepest holes including a 0.7 metre, base metal rich intercept extending the Juanicipio vein by 450 metres downdip.

 

 

__________________________

4 Information contained in or otherwise accessible through the Company’s website, including the 2023 sustainability report and 2023 ESG Data Table, do not form part of this MD&A and are not incorporated into this MD&A by reference.

 

  6

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

ü Deer Trail Project, Utah:

 

· During Q3 2024, 1,745 metres have been drilled from surface (nine months ended September 30, 2024: 4,782 metres). During the first nine months of the year, three holes have been completed, two at Carrisa and one in the Deer Trail Mine Corridor. One hole is currently in progress at Carissa.

 

ü Larder Project, Ontario:

 

· Surface drilling at Twist, Swansea, Long Conglomerate and Kir Vit, totalled 12,661 metres in Q3 2024 (nine months ended September 30, 2024: 29,811 metres). Targets tested include:
· the central and western portions of the Twist zone;
· a large induced polarization (“IP”) target at Swansea that coincides with the recent drill program results and historic green carbonate altered komatiite horizons believed to be a second order splay off the Cadillac-Larder Break (“CLB”) at the Swansea zone;
· an approximately 4km long conglomerate zone (which runs through the central portion of the property), that is a second order structure coincident with a parallel unconformity; and
· the southeast extensions of the Kir Vit zone with four high priority geophysical targets to test in 2024.
· Regional and field programs at the recently acquired Goldstake Property (as defined herein) led to outcrop stripping programs that discovered high grade gold values in both channel and grab samples at the T Trench, including 32.1 g/t gold, 16.7 g/t gold, and 14.8 g/t gold.

 

 

4. RESULTS OF JUANICIPIO

 

MAG owns 44% of Minera Juanicipio, S.A. de C.V. (“Minera Juanicipio”), a company incorporated under the laws of Mexico, which owns Juanicipio. Fresnillo is the project operator and holds the remaining 56%. On December 27, 2021, for various business reasons, the Company and Fresnillo incorporated Equipos Chaparral, S.A. de C.V. (“Equipos Chaparral”) in the same ownership proportions as Minera Juanicipio for the purpose of holding the Juanicipio plant and mining equipment to be leased to Minera Juanicipio. Minera Juanicipio and Equipos Chaparral, are collectively referred to herein as “Juanicipio” or the “Juanicipio Mine”.

 

All results of Juanicipio in this section are on a 100% basis, unless otherwise noted. The Company’s attributable equity interest in Juanicipio is 44%. As the third quarter of 2023 was the first quarter of full commercial production, comparative information presented below together with associated per unit values, where applicable, are not directly comparable.

 

  7

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Operating Performance

 

The following table and subsequent discussion provide a summary of the operating performance of Juanicipio for the three and nine months ended September 30, 2024 and 2023, unless otherwise noted.

 

  Three months ended Nine months ended
      September 30,     September 30,     September 30,     September 30,  
Key mine performance data of Juanicipio (100% basis)     2024     2023     2024     2023  
           
Metres developed (m)     3,278     4,105     10,936     10,989  
                           
Material mined (t)     331,194     297,575     1,005,735     780,645  
Material processed (t)     332,290     322,249     994,565     921,990  
                           
Silver head grade (g/t)     481     523     485     474  
Gold head grade (g/t)     1.32     1.32     1.28     1.23  
Lead head grade (%)     1.58 %   1.33 %   1.50 %   1.07 %
Zinc head grade (%)     2.83 %   2.25 %   2.78 %   1.92 %
                           
Equivalent silver head grade (g/t) (1)     735     760     731     684  
                           
Silver ounces sold (koz)     4,462     4,289     12,728     11,167  
Gold ounces sold (koz)     9.12     7.76     25.22     22.59  
Lead pounds sold (klb)     9,984     7,603     26,955     17,187  
Zinc pounds sold (klb)     15,426     9,596     42,509     23,348  
                           
Equivalent silver ounces sold (koz) (2)     6,204     5,710     17,627     14,893  

 

(1) Equivalent silver head grades have been calculated using the following price assumptions to translate gold, lead and zinc to “equivalent” silver head grade in 2024: $23/oz silver, $1,950/oz gold, $0.95/lb lead and $1.15/lb zinc (2023: $21.85/oz silver, $1,775/oz gold, $0.915/lb lead and $1.30/lb zinc).
(2) Equivalent silver ounces sold have been calculated using realized prices to translate gold, lead and zinc to “equivalent” silver ounces sold (metal quantity, multiplied by metal price, divided by silver price). Three and nine months ended September 30, 2024 realized prices: $30.16/oz silver, $2,587.65/oz gold, $0.91/lb lead, $1.29/lb zinc and $28.15/oz silver, $2,360.51/oz gold, $0.94/lb lead, $1.25/lb zinc, respectively (three and nine months ended September 30, 2023 realized prices: $23.51/oz silver, $1,911.99/oz gold, $1.00/lb lead, $1.15/lb zinc and $23.49/oz silver, $1,942.32/oz gold, $0.97/lb lead, $1.16/lb zinc, respectively).

 

a) Health and Safety

 

During the three and nine months ended September 30, 2024, the Total Reportable Injury Frequency Rate (which includes Lost Time Injury and medical treatment or first aid cases reported per 1,000,000 hours worked) was 8.2 and 10.0, respectively (three and nine months ended September 30, 2023: 17.3 and 17.8, respectively) and the Total Lost Time Injury Frequency Rate was 4.5 and 5.7, respectively (three and nine months ended September 30, 2023: 9.9 and 11.4, respectively).

 

  8

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

On September 30, 2024 there were 1,813 employees and contractors working at Juanicipio (523 employees and 1,290 contractors), for a total of 1,102,000 and 3,495,200 hours worked during the three and nine months ended September 30, 2024, respectively.

 

b) Underground Development

 

Total underground development to the end of Q3 2024 was approximately 85.73 km (53.3 miles), including 3.28 km (2.0 miles) and 10.94 km (6.8 miles) completed during the three and nine months ended September 30, 2024, respectively. Underground mine infrastructure is well advanced and development continues to focus on:

· advancing the three internal spiral footwall ramps to be used to further access the Mineral Reserves over the full strike length of the Valdecañas Vein System;
· making additional cross-cuts through the vein system and establishing new mining stopes; and
· integrating additional ventilation and other associated underground infrastructure.

 

c) Mining

 

During the three and nine months ended September 30, 2024, a total of 331,194 and 1,005,735 tonnes of ore were mined, respectively. This represents an increase of 11% over Q3 2023 and an increase of 29% over the nine months ended September 30, 2023. Increases in mined tonnages at Juanicipio have been driven by the operational ramp-up of the mine towards steady state mining and milling targets.

 

The majority of production is currently coming from longhole stopes throughout all three zones of the mine, and this is the preferred mining method for the remainder of the Valdecañas Vein.

 

d) Processing

 

During the three and nine months ended September 30, 2024, a total of 332,290 and 994,565 tonnes of ore were processed through the Juanicipio plant, respectively. The 3% and 8% increase over the three and nine months ended September 30, 2023 was mainly attributable to the Juanicipio plant operating at nameplate per operating day during 2024.

 

The silver head grade and equivalent silver head grade for the ore processed in the three and nine months ended September 30, 2024 was 481 g/t and 735 g/t, and 485 g/t and 731 g/t, respectively (three and nine months ended September 30, 2023: 523 g/t and 760 g/t, and 474 g/t and 684 g/t, respectively). The higher silver head grade and lower lead and zinc head grades in Q3 2023 were the result of processing ore from the upper levels of the mine, characterized by higher silver grade, compared to deeper areas in Q3 2024. Head grades for the nine months ended September 30, 2023 were lower as low-grade commissioning stockpiles were processed through the Juanicipio plant as it was ramped up. Silver metallurgical recovery during the three and nine months ended September 30, 2024 was 95% and 92%, respectively (three and nine months ended September 30, 2023: 88% and 88%, respectively) reflecting the commencement of commercial pyrite and gravimetric concentrate production during Q2 2024 delivering incremental silver and gold recovery paired with ongoing optimizations in the processing plant.

 

  9

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

e) Total cash costs and all-in sustaining costs

 

The following table provides a summary of the total cash costs and all-in sustaining costs of Juanicipio for the three and nine months ended September 30, 2024, and 2023.

 

Key mine performance data of Juanicipio (100% basis)   Three months ended   Nine months ended  
    September 30,   September 30,   September 30,   September 30,  
    2024   2023   2024   2023  
                   
Total cash costs (1)     (555 )   20,067     14,330     77,432  
Cash cost per silver ounce sold ($/oz) (1)     (0.12 )   4.68     1.13     6.93  
Cash cost per equivalent silver ounce sold ($/oz) (1)     8.38     9.37     8.64     11.07  
                           
All-in sustaining costs (1)     14,631     39,411     58,185     120,111  
All-in sustaining cost per silver ounce sold ($/oz) (1)     3.28     9.19     4.57     10.76  
All-in sustaining cost per equivalent silver ounce sold ($/oz) (1)     10.83     12.75     11.12     13.94  

(1) Total cash costs, cash cost per ounce, cash cost per equivalent ounce, all-in sustaining costs, all-in sustaining cost per ounce, and all-in sustaining cost per equivalent ounce are non-IFRS measures, please refer to “Non-IFRS Measures” section of this MD&A for a detailed reconciliation of these measures to the Q3 2024 Financial Statements. Equivalent silver ounces sold have been calculated using realized prices to translate gold, lead and zinc to “equivalent” silver ounces sold (metal quantity, multiplied by metal price, divided by silver price). Three and nine months ended September 30, 2024 realized prices: $30.16/oz silver, $2,587.65/oz gold, $0.91/lb lead, $1.29/lb zinc and $28.15/oz silver, $2,360.51/oz gold, $0.94/lb lead, $1.25/lb zinc, respectively (three and nine months ended September 30, 2023 realized prices: $23.51/oz silver, $1,911.99/oz gold, $1.00/lb lead, $1.15/lb zinc and $23.49/oz silver, $1,942.32/oz gold, $0.97/lb lead, $1.16/lb zinc, respectively).

 

f) Exploration Update

 

The Juanicipio exploration program expenditures for the three and nine months ended September 30, 2024 totalled $2,728 and $6,331, respectively (three and nine months ended September 30, 2023: $2,059 and $6,121, respectively).

 

During Q3 2024, 8,248 metres (nine months ended September 30, 2024: 30,218 metres) were drilled from underground and focused on infilling the upper parts of the Valdecañas Vein System including the Valdecañas, Ramal 1, Anticipada and Venadas veins. Results to date (mainly first half of 2024) focus on infill and confirm vein continuity including grade and thicknesses. Drilling continues with assays pending for the balance of the program.

 

Surface drilling started in April 2024 and is currently focused on the Cañada-Honda Structure with three rigs turning. Since the beginning of the program, 9 holes have been completed, with 3 in progress. During Q3 2024, 9,768 metres (nine months ended September 30, 2024: 14,314 metres) were drilled from surface. Initial results show thin mineralized vein intercepts with textures and chemistry consistent with being at high level and possibly above a productive boiling zone. Some holes are being extended to intercept the Juanicipio vein below the inferred resource with an initial base metal rich intercept extending it 450 metres downdip. Assays are pending for the balance of the program.

 

  10

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Drilling from both underground and surface are planned to continue throughout the rest of the year, totalling approximately 50,000 metres for 2024.

 

Financial Results

 

The following table presents excerpts of the financial results of Juanicipio for the three and nine months ended September 30, 2024 and 2023. 

 

    Three months ended   Nine months ended  
    September 30,   September 30,   September 30,   September 30,  
    2024   2023   2024   2023  
      $     $     $     $  
Sales     176,393     125,046     467,161     311,303  
Cost of sales:                          
Production cost     (38,596 )   (43,782 )   (115,248 )   (125,731 )
Depreciation and amortization     (23,440 )   (21,646 )   (67,934 )   (47,001 )
Gross profit     114,357     59,618     283,978     138,571  
Consulting and administrative expenses     (2,497 )   (3,458 )   (10,969 )   (9,115 )
Extraordinary mining and other duties     (2,810 )   (1,635 )   (6,975 )   (3,532 )
Interest expense     (1,839 )   (5,214 )   (9,058 )   (13,915 )
Exchange gains (losses) and other     1,961     420     1,360     (2,414 )
Net income before tax     109,172     49,731     258,335     109,595  
Income tax expense     (52,937 )   (23,824 )   (108,485 )   (23,441 )
Net income (100% basis)     56,235     25,907     149,850     86,154  
MAG’s 44% portion of net income       24,743     11,399     65,934     37,908  
Interest on Juanicipio loans - MAG's 44%     809     2,293     3,985     6,122  
MAG’s 44% equity income     25,552     13,692     69,919     44,030  

 

Three months ended September 30, 2024

 

Sales increased by $51,348 during the three months ended September 30, 2024, mainly due to 26% higher realized metal prices and 13% higher metal volumes.

 

Production costs decreased by $5,186 due to Juanicipio depleting higher-cost stockpiles in Q3 2023 ($2,085), resulting from the operational ramp-up and processing facility commissioning in the first half of 2023, and lower mining, milling and general and administrative expenses (“G&A expenses”) ($3,101).

 

Depreciation increased by $1,794 impacted by an increased depreciable asset cost base as the Juanicipio mill achieved commercial production and commenced depreciating the processing facility and associated equipment in June 2023. In addition, Juanicipio processed 3% more tonnes during Q3 2024, impacting units of production depreciation.

 

  11

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Cash operating margin increased from 65% to 78%, mainly due to positive commodity price movements, reduced operating costs, as well as operational leverage.

 

Other expenses decreased by $4,701 mainly as a result of lower consulting and administrative expenses ($960), higher exchange gains ($1,542) and lower interest expense ($3,375) as Juanicipio reduced its outstanding shareholder loans balance by $223,192 ($206,712 loan repayments and $16,480 converted to equity) over the course of September 2023 to September 2024, offset by higher selling costs and other duties ($1,176) which were impacted by the commencement of commercial pyrite and gravimetric concentrate production during Q2 2024.

 

Taxes increased by $29,113 mainly due to higher taxable profits generated during Q3 2024, as well as non-cash deferred tax charges on fixed assets driven by a weakening in the Mexican peso versus the US dollar.

 

Gross Profit from Ore Processed at Juanicipio Plant (100% basis)

 

Three Months Ended September 30, 2024 (332,290 tonnes processed)

Three Months Ended

September 30, 2023

Amount

$

Metals Sold Quantity

Average Price

$

Amount

$

Silver 4,461,644 ounces 30.16 per oz      134,580 100,841
Gold 9,118 ounces 2,588 per oz 23,594       14,839
Lead 4,529 tonnes 0.91 per lb.  9,067 7,571
Zinc 6,997 tonnes 1.29 per lb.  19,885   11,005
Treatment, refining, and other processing costs (1)  (10,733) (9,211)
Sales 176,393  125,046
Production cost  (38,596)      (43,782)
Depreciation and amortization  (23,440) (24,646)  
Gross Profit         114,357 59,618

 

(1) Q3 2023 includes toll milling costs from processing mineralized material at the Saucito plant.

 

Sales and treatment charges are recorded on a provisional basis and are adjusted based on final assay and pricing adjustments in accordance with the offtake contracts.

 

Nine months ended September 30, 2024

 

Sales increased by $155,858 during the nine months ended September 30, 2024, mainly due to 22% higher metal volumes, 18% higher realized metal prices, and $9,459 lower treatment, refining and toll milling costs driven mainly by no toll milling at the Saucito and Fresnillo processing facilities during the first nine months of 2024.

 

Production costs decreased by $10,482 mainly due to Juanicipio depleting higher-cost, lower-grade commissioning stockpiles during operational ramp-up and processing facility commissioning in the first nine months of 2023 ($18,788), offset by higher mining, milling and G&A costs ($8,306, predominantly volume related) as Juanicipio shifted to nameplate production levels post September 2023.

 

  12

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Depreciation increased by $20,933, impacted by an increased depreciable asset cost base as the Juanicipio mill achieved commercial production and commenced depreciating the processing facility and associated equipment in June 2023. In addition, Juanicipio processed 8% more tonnes in the first nine months of 2024, impacting units of production depreciation.

 

Cash operating margin increased from 60% to 75%, mainly due to reduced operating costs as well as positive commodity prices augmented by operational leverage and no processing at the nearby Fresnillo and Saucito processing facilities.

 

Other expenses decreased by $3,332 mainly as a result of higher exchange gains and other costs ($3,773) and lower interest expense ($4,857) as Juanicipio reduced its outstanding shareholder loans balance by $223,192 ($206,712 loan repayments and $16,480 converted to equity) over the course of September 2023 to September 2024, offset by higher selling and other duties ($3,444) driven by the commencement of commercial pyrite and gravimetric concentrate production in Q2 2024 and higher consulting and administrative expenses ($1,854) as an operator services agreement became effective upon initiation of commercial production (the “Operator Services Agreement”).

 

Taxes increased by $85,044 mainly due to higher taxable profits generated during the first nine months of 2024, as well as non-cash deferred tax charges on fixed assets driven by a weakening in the Mexican peso versus the US dollar.

 

Gross Profit from Ore Processed at Juanicipio Plant (100% basis)

Nine Months Ended September 30, 2024 (994,565 tonnes processed)

Nine Months Ended

September 30, 2023

Amount

$

Metals Sold Quantity

Average Price

$

Amount

$

Silver 12,728,250 ounces 28.15 per oz 358,267 262,271
Gold 25,217 ounces 2,361 per oz 59,525       43,874
Lead 12,226 tonnes 0.94 per lb.  25,318 16,599
Zinc 19,282 tonnes 1.25 per lb.  53,054   27,020
Treatment, refining, and other processing costs (2)  (29,002) (38,461)
Sales 467,161  311,303
Production cost  (115,248)      (125,731)
Depreciation and amortization (1)  (67,934) (47,001)  
Gross Profit 283,978 138,571

 

(1) The underground mine was considered readied for its intended use on January 1, 2022, whereas the Juanicipio processing facility started commissioning and ramp-up activities in January 2023, achieving commercial production status on June 1, 2023.

(2) Includes toll milling costs from processing mineralized material at the Saucito and Fresnillo plants for the nine months ended September 30, 2023.

 

Sales and treatment charges are recorded on a provisional basis and are adjusted based on final assay and pricing adjustments in accordance with the offtake contracts.

 

  13

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Cash Flow Results

 

The following table provides a summary of cash flows for Juanicipio for the three and nine months ended September 30, 2024 and 2023: 

 

    Three months ended   Nine months ended  
    September 30,   September 30,   September 30,   September 30,  
    2024   2023   2024   2023  
      $     $     $     $  
Cash provided by (used in):                          
Operating activities     109,836     57,271     245,123     60,918  
Investing activities     (12,656 )   (16,524 )   (30,929 )   (61,653 )
Financing activities     (51,712 )   (25,843 )   (159,724 )   23,091  
Impact of foreign exchange on cash and cash equivalents     (108 )   (9 )   (601 )   (25 )
Increase in cash and cash equivalents during the period     45,360     14,895     53,869     22,331  
Cash and cash equivalents, beginning of period     51,422     8,539     42,913     1,102  
Cash and cash equivalents, end of period     96,782     23,434     96,782     23,433  

 

a) Cash flows from operating activities

 

During the three months ended September 30, 2024, cash flow from operating activities increased by $52,565 mainly as a result of higher operating margins driven by 26% higher realized metal prices and 13% higher metal volumes, and lower tax payments of $13,909.

 

During the nine months ended September 30, 2024, cash flow from operating activities increased by $184,205 mainly as a result of higher operating margins driven by 22% higher metal volumes and 18% higher realized metal prices, as well as lower tax payments of $40,247.

 

b) Cash used in investing activities

 

During the three months ended September 30, 2024, the net cash used in investing activities decreased by $3,868. This decrease was mainly driven by lower initial capital development expenditures of $4,990, as the project progressed from the commissioning and operational ramp-up phase in 2023 to the steady operations phase in 2024.

 

During the nine months ended September 30, 2024, the net cash used in investing activities decreased by $30,724. This decrease was mainly driven by lower initial capital development expenditures of $28,053 as the project progressed from the commissioning and operational ramp-up phase in 2023, characterized by intensive initial capital development expenditures, to the steady operations phase in 2024.

 

c) Cash from (used in) financing activities

 

During the three months ended September 30, 2024, net cash used in financing activities increased by $25,868 due to $51,480 (three months ended September 30, 2023: $25,670, net of $16,480 converted to equity) of loan and interest repayments to shareholders.

 

  14

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

During the nine months ended September 30, 2024, net cash used in financing activities increased by $182,815 due to $158,935 (nine months ended September 30, 2023: $33,157, net of $16,480 converted to equity) of loan and interest repayments to shareholders, offset by a nil (nine months ended September 30, 2023: $56,800) cash injection from shareholders.

 

d) Liquidity position

 

With commercial production declared on June 1, 2023, Juanicipio is demonstrating its ability to sustain nameplate production levels. Going forward, cash flow from operations, along with the cash held by Juanicipio at September 30, 2024 of $96,782 on a 100% basis, are expected to fund ongoing requirements.

 

 

5. DEER TRAIL PROJECT

 

BACKGROUND AND HISTORY

 

MAG executed an option agreement (the “Deer Trail Agreement”) effective December 20, 2018 to acquire and consolidate 100% of the historic Deer Trail mine and surrounding Alunite Ridge area in Piute County, Utah (the “Deer Trail Project”). The Deer Trail Project includes a mixture of patented and unpatented claims totaling approximately 6,500 hectares (“ha”). The counterparties to the Deer Trail Agreement contributed their respective Deer Trail claims and property rights to a newly formed company for a 99% interest in the company, with MAG holding the other 1% interest. MAG is the project operator and has the right to earn a 100% interest in the company and the Deer Trail Project, with the counterparties retaining a 2% net smelter returns royalty. In order to earn in 100%, MAG must make a total of $30,000 in escalating annual exploration expenditures (criteria met: $34,147 expended to September 30, 2024) and $2,000 in advanced royalty payments ($850 paid to September 30, 2024), both over the 10-year term of the Deer Trail Agreement, by December 2028. All minimum obligatory commitments under the Deer Trail Agreement have been satisfied as of September 30, 2024.

 

The Company believes that the Deer Trail Project is a silver-rich Carbonate Replacement Deposit related to one or more porphyry intrusive centres. Consolidating the property package allows MAG to apply its integrated district scale exploration model and apply new technologies to the search for an entire suite of mineralization systems expected to occur on the property.

 

· In May of 2023 MAG started the Phase 3 drilling program focused on up to three porphyry “hub” target areas thought to be the source of the manto, skarn, epithermal mineralization and extensive alteration throughout the project area including that at the Deer Trail and Carissa zones. The two completed “hub” holes to date total 2,738 metres. Both holes intercepted alteration and mineralization in line with what is expected on the edges of porphyry systems. Follow-up drill targets are planned for the summer of 2025.
· Phase 4 drilling commenced in the last quarter of 2023 and continued through Q3 2024, focussed on lower elevations and aimed at offsetting the Carissa discovery and testing other high-potential targets in the Deer Trail mine area.
· During Q3 2024, 1,745 metres have been drilled from surface (nine months ended September 30, 2024: 4,782 metres). During the first nine months of the year, three holes have been completed, two at Carrisa and one in the Deer Trail Mine Corridor. One hole is currently in progress at Carissa.

 

  15

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

During the three and nine months ended September 30, 2024, and year ended December 31, 2023, the Company has incurred the following exploration and evaluation expenditures on the Deer Trail Project:

 

    Three months ended     Nine months ended     Year ended  
    September 30,     September 30,     December 31,  
    2024     2024     2023  
    $     $     $  
Deer Trail Project                        
Option and other payments     -       -       275  
Total acquisition costs     -       -       275  
Drilling and geotechnical     2,149       6,838       5,854  
Camp and site costs     67       367       875  
Land taxes and government fees     214       218       213  
Legal, community and other consultation costs     115       272       343  
Travel     49       139       190  
Total for the period     2,594       7,834       7,750  
Balance, beginning of period     32,555       27,315       19,565  
Total Deer Trail Project cost     35,149       35,149       27,315  

 

6. LARDER PROJECT

 

BACKGROUND AND HISTORY

 

Through the acquisition of Gatling Exploration Inc. (“Gatling”) in 2022, the Company acquired 100% of the Larder Project in Ontario (the “Larder Project”), for which the Company recognized $15,187 in exploration and evaluation assets.

 

The Larder Project hosts three gold zones along the CLB, 35km east of Kirkland Lake and is comprised of patented and unpatented claims, leases and mining licenses of occupation within the McVittie and McGarry townships. The concessions associated with the Larder Project are all in good standing with various underlying obligations or royalties associated with individual mineral claims and varying payments upon a production announcement. MAG retained the Larder Project exploration team and has since added to it.

 

On March 22, 2024, the Company, through its Gatling subsidiary, acquired 100% ownership of the Goldstake property (the “Goldstake Property”), contiguous to its Larder Project, from Goldstake Explorations Inc. and Transpacific Resources Inc., for consideration of C$5,000. The Goldstake Property has historically seen minimal exploration activity, however displays hallmark features, common in large orogenic gold camps in the region including identified second and third order structures with shallow documented historical high-grade intercepts of 29.46 g/t gold over 10 metres and 28.65 g/t gold over 3 metres which are open at depth.

 

During the three and nine months ended September 30, 2024, a total of 12,661 and 29,811 metres were drilled, respectively. Current exploration activities have shifted to testing regional targets that were developed from new geophysical surveys and litho-structural models.

 

 

  16

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Surface drilling at Twist, Swansea, Long Conglomerate and Kir Vit, totalled 12,661 metres in Q3 2024 (nine months ended September 30, 2024: 29,811 metres). Targets tested include:

· the central and western portions of the Twist zone;
· a large induced polarization (“IP”) target at Swansea that coincides with the recent drill program results and historic green carbonate altered komatiite horizons believed to be a second order splay off the CLB at the Swansea zone;
· an approximately 4km long conglomerate zone (which runs through the central portion of the property), that is a second order structure coincident with a parallel unconformity; and
· the southeast extensions of the Kir Vit zone with four high priority geophysical targets to test in 2024.

 

Twist Update: The six holes of the Twist drilling program totalled 4,671 metres and were designed to test where the CLB flips from north dipping to south dipping, assay results are pending.

 

Swansea Update: New geophysics received in Q3 2024 defined high priority magnetotelluric (“MT”) and IP drill targets at Swansea. Eight holes (6,300 metres) are planned to test an approximately 1.1km east-west trending high chargeability anomaly approximately 300 metres below surface. Drilling started in September 2024 and will continue until the end of 2024.

 

Long Conglomerate Update: A roughly 4km second order structure known as the Long Conglomerate is located in the central part of the property, and is consisting of greywackes, trachytes, syenites, conglomerates and volcanics with litho-structural breaks identified in the MT-IP survey of the property. A total of 4,014 metres totalling 7 holes were drilled at the Long Conglomerate in Q3 2024. Assays are pending on the western portion of the program.

 

Kir Vit Update: The Kir Vit southeast extension targets have been designed utilizing historical data combined with new MT-IP geophysics. Five targets have been identified to test in Q3 and Q4 2024. The Kir Vit program commenced in late September 2024 with 3,321 metres over 5 holes. All 5 holes intersected a broad zone of graphitic alteration and 5% to 10% pyrite, within zones of hydrothermally alteration containing smoky quartz. All assays are pending

 

Regional and Field Update: Larder’s field season collected over 500 surface grab samples across the entire Goldstake area. This led to three high priority areas (T Trench, L&I Trench and Copper Creek – see Figure L1 below) to strip back the overburden and complete detailed mapping and channel sampling programs. The outcrops tested are located within the Instant Pond zone, with encouraging results from the T Trench (see Figures L2 and L3 below). Highlights include:

· Blake River pillowed and massive volcanics being intruded by late stage syenites and gabbros;

 

  17

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

· High grade gold values in both channel and grab samples at the T Trench include: 32.1 g/t gold, 16.7 g/t gold, and 14.8 g/t gold (see Tables L1 and L2 below);
· Major East-West shear structures on all three outcrops with oblique riedel and extensional features occurring throughout;
· Gold mineralization observed has been closely associated with copper oxides (malachite) and hydrothermal alteration packages that include epidote, albite and silica;
· Localized areas of brecciated pillowed basalts also host increased gold values within mineralized pillow selvages;
· Larder considers this a newly discovered zone that has never been exposed on surface;
· Upon completion of the channel samples program and regional MT-IP survey at Goldstake, targets will be developed and be drill tested in 2025; and
· All three outcrops are pending assays.

 

Table L1 – Grab Samples at the T Trench

 

Outcrop Grab Results
Sample ID Au (g/t) Lithology Description
M022551 32.1 Mafic Volcanic Epidote altered mafic volcanic with quartz veinlet/bleb; fracture fill cpy-py 1-2%.
M022550 16.7 Mafic Volcanic Mafic volcanic with moderate epidote alteration, vuggy calcite veining and 0.5-1% euhedral py.
M022556 15.8 Mafic Volcanic Mafic volcanic with moderate localized epidote alt; 0.5-1% cpy, <0.5% py.
M022548 14.8 Mafic Volcanic Mafic volcanic with semi pervasive strong epidote alt, 0.5-1% euhedral py.
M022554 14.8 Mafic Volcanic Aphanitic mafic volcanic with pervasive moderate epidote alteration; minor (0.5%) blebby cpy.
M022553 3.3 Mafic Volcanic Mafic Volcanic with moderate epidote alt; 0.5-1% frac fill cpy-py.

 

 

 

 

 

 

 

 

  18

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Table L2 – Channel Samples at the T Trench

 

Channel Results
Channel ID Sample ID From (m) To (m) Length (m) Au (g/t) Lithology Comments
TO_CH04 M024030 1 1.5 0.5 16.6 Syenite K-spar altered syenite porphyry with mineralized fault running across channel; 3-5% frf py and diss py halo observed in the fault.
TO_CH05 M024049 3.2 3.7 0.5 18.5 Mafic Volcanic Brecciated mafic pillows with cpy blebs (1-2%) within interstitial spaces between pillows; ~0.5% Euhedral py grains in basalt matrix up to 4mm.
TO_CH05 M024050 3.7 4.2 0.5 10.1 Mafic Volcanic Mafic volcanic pillow breccia with fracture fill epidote alt; 1-2% cpy-py through fault/joint planes
TO_CH05 M024051 4.2 4.7 0.5 6.5 Mafic Volcanic 2-3% cpy blebs in brecciated pillows; mod-strong epidote alteration.
TO_CH05 Total Composite     1.5 11.7 Mafic Volcanic  
TO_CH06 M024062 8.7 9.7 1 3.9 Mafic Volcanic Mafic volcanic with hematite and minor epidote alteration; ~0.5% cpy  and euhedral py.

 

 

 

 

 

 

 

 

 

 

 

 

 

  19

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Figure L1 Regional Map with Outcrop Area Identified at Goldstake

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  20

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Figure L2 – T Trench Channel Sample Locations at Goldstake

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  21

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Figure L3 – T Trench with Geology and Gold Grades with Trends

 

 

 

 

 

 

  22

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

During the three and nine months ended September 30, 2024, and year ended December 31, 2023, the Company has incurred the following exploration and evaluation expenditures on the Larder Project:

 

    Three months ended     Nine months ended     Year ended  
    September 30,     September 30,     December 31,  
    2024     2024     2023  
    $     $     $  
Larder Project                        
Acquisition of exploration property     -       3,802       -  
Total acquisition costs     -       3,802       -  
Drilling and geotechnical     2,672       8,237       6,357  
Camp and site costs     323       1,456       772  
Land taxes and government fees     19       39       43  
Legal, community and other consultation costs     131       386       347  
Travel     58       128       109  
Total for the period     3,203       14,048       7,628  
Balance, beginning of period     36,167       25,322       17,694  
Total Larder Project cost     39,370       39,370       25,322  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  23

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

7. OUTLOOK

 

Juanicipio Outlook

 

All material mined at Juanicipio is now being processed through the Juanicipio processing facility, with the resulting gravimetric, lead (silver-rich) and zinc concentrates treated at market terms under offtake agreements with Met-Mex Peñoles, S.A. de C.V. (an affiliate of Fresnillo). A pyrite concentrate is also produced and marketed at market terms by Fresnillo. The Operator Services Agreement became effective upon the declaration of commercial production, whereby Fresnillo and its affiliates will continue to operate the mine for a fee of $13,000 per annum. With the plant operating at nameplate capacity, the focus is now on ongoing cost and operational optimization.

 

With continued operational outperformance, as reported by Fresnillo, silver grades are expected to be at the top end of the revised guidance range (420g/t to 460g/t) for 2024.

 

During 2024, Juanicipio plans to drill a total of 50,000 metres, with 33,000 metres from underground and 17,000 metres from surface.

 

Deer Trail Outlook

 

The planned 2024 exploration program at the Deer Trail Project includes up to 7,500 metres of drilling to test around the Carissa Discovery, and follow-up drilling in the Deer Trail mine corridor. Additionally surface exploration, geophysical surveys and modelling have defined many additional targets throughout the project area with drill permitting to test many of these well advanced.

 

Larder Project Outlook

 

The planned 2024 exploration program at the Larder Project includes drilling a minimum of 35,000 metres with multiple rigs. Targets include first, second and third order structures that have been identified from the 2023 target generation program (geophysical, geochemical, and geological) as well as continuing to expand known zones at the Fernland, Cheminis and Bear targets. The 2024 exploration program includes additional geophysics and field work to refine existing and identify additional targets to the already rich target portfolio. With the completion of the Goldstake Property acquisition in March 2024, the geological team at the Larder Project has commenced a large comprehensive field and geophysical program for completion in the second half of 2024. MAG expects the 2024 field and geophysical programs to unlock a plethora of drill targets that will be ranked and tested in 2025.

 

  24

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

8. SUMMARY OF QUARTERLY INFORMATION

 

Selected Quarterly Information

 

The following table summarizes selected financial data for the Company’s eight most recently completed financial quarters. The information set forth below should be read in conjunction with the consolidated financial statements and related notes thereto. All figures are reported in accordance with IFRS.

 

    2024   2023   2022
      Q3       Q2       Q1       Q4       Q3       Q2       Q1       Q4  
      $       $       $       $       $       $       $       $  
Income from equity accounted investment in Juanicipio (3)     25,552       25,123       19,244       21,069       13,692       22,419       7,919       2,877  
Interest income (1)     1,336       928       827       726       663       641       564       295  
Other income (4)     533       650       537       388       269       233       127       -  
General and administrative expenses     3,529       3,622       4,109       2,995       4,094       3,233       3,272       3,797  
Net income (loss) (2)     22,292       21,614       14,895       15,694       8,862       19,390       4,713       (825 )
Net income (loss) per share     0.22       0.21       0.14       0.14       0.09       0.19       0.05       (0.01 )
Diluted net income (loss) per share     0.22       0.21       0.14       0.14       0.09       0.19       0.05       (0.01 )

 

Notes:

(1) The Company’s only source of interest income during the quarters listed above was interest earned on cash, cash equivalents and term deposits. The amount of interest earned correlates directly to the amount of cash, cash equivalents and term deposits on hand during the period referenced and prevailing interest rates at the time. Interest from the Juanicipio loans, where MAG owns a 44% interest, is recognized through MAG’s income from equity accounted investment in Juanicipio (see ‘Results of the Juanicipio’ above) as applicable.

 

(2) Net income (loss) by quarter is often materially affected by the timing and recognition of large non-cash expenses (specifically share-based payments, exploration and evaluation property impairments, and deferred tax changes) as discussed above when applicable in “Review of Financial Results”.

 

(3) Income from equity accounted investment in Juanicipio is often materially affected by changes in volatile metal prices, start-up and ramp-up activities associated with mining and processing, non-cash deferred tax movements related to assets as well as fluctuating feed grades as the operations approached steady state. Q2 2023 through Q3 2024 higher income from equity accounted investment in Juanicipio is mainly due to higher metal prices and processing more ore than in prior periods as Juanicipio transitioned through mill commissioning, operational ramp-up, and ultimately achieved nameplate production levels during September 2023 (see ‘Results of Juanicipio’ above).

 

(4) On February 16, 2023, the Company closed a $17,133 (C$23,024) bought deal private placement of Common Shares issued on a “flow-through” basis within the meaning of the Income Tax Act (Canada) (the “Flow-Through Shares”), for which the Company recorded a $2,986 Flow-Through Share premium liability. As eligible expenditures are incurred, the Company records associated amortization of the Flow-Through Share premium liability in other income.

 

 

 

 

  25

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

9. REVIEW OF FINANCIAL RESULTS

 

Three months ended September 30, 2024 vs. Three months ended September 30, 2023

 

      For the three months ended  
        September 30,         September 30,  
      2024       2023  
      $       $  
                 
Income from equity accounted investment in Juanicipio     25,552       13,692  
General and administrative expenses     (3,529 )     (4,094 )
General exploration and business development     (138 )     (468 )
Operating Income     21,885       9,130  
                 
Interest income     1,336       663  
Other income     533       269  
Financing costs     (211 )     -  
Foreign exchange loss     (41 )     (192 )
Income before income tax     23,502       9,870  
                 
Deferred income tax expense     (1,210 )     (1,008 )
                 
Net income     22,292       8,862  

 

Income from equity accounted investment in Juanicipio increased to $25,552 for the three months ended September 30, 2024 (September 30, 2023: $13,692), representing the Company’s 44% equity interest in the Juanicipio Mine and is discussed above on a 100% basis in ‘Results of Juanicipio’.

 

General and administrative expenses decreased to $3,529 during the three months ended September 30, 2024 (September 30, 2023: $4,094) mainly due to compensation and consulting fees decreasing to $1,268 (September 30, 2023: $1,727) impacted by higher executive search and consultant fees in Q3 2023.

 

Interest income increased to $1,336 during the three months ended September 30, 2024 (September 30, 2023: $663) mainly due to higher cash balances compared to the comparative period.

 

Other income increased to $533 during the three months ended September 30, 2024 (September 30, 2023: $269) mainly due to higher eligible exploration spend driving higher amortization of the Company’s Flow-Through Share premium liability.

 

Financing Costs increased to $211 during the three months ended September 30, 2024 (September 30, 2023: nil) and is mainly attributable to the amortization of deferred financing fees and commitment fees from the Company’s Credit Facility (as defined herein) (entered into October 2023).

 

  26

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Deferred income tax expense of $1,210 during the three months ended September 30, 2024 (September 30, 2023: $1,008) is primarily driven by the income from the equity accounted investment in Juanicipio recognized by the Company.

 

Nine months ended September 30, 2024 vs. Nine months ended September 30, 2023

 

      For the nine months ended  
        September 30,         September 30,  
      2024       2023  
      $       $  
                 
Income from equity accounted investment in Juanicipio     69,919       44,030  
General and administrative expenses     (11,052 )     (10,599 )
General exploration and business development     (590 )     (610 )
Operating Income     58,277       32,821  
                 
Interest income     3,091       1,868  
Other income     1,720       629  
Financing costs     (553 )     -  
Foreign exchange loss     (144 )     (204 )
Income before income tax     62,391       35,114  
                 
Deferred income tax expense     (3,590 )     (2,149 )
                 
Net income     58,801       32,965  

 

Income from equity accounted investment in Juanicipio increased to $69,919 for the nine months ended September 30, 2024 (September 30, 2023: $44,030), representing the Company’s 44% equity interest in the Juanicipio Mine and is discussed above on a 100% basis in ‘Results of Juanicipio’.

 

General and administrative expenses increased to $11,052 during the nine months ended September 30, 2024 (September 30, 2023: $10,599) due to:

· increase in share-based compensation to $3,010 (September 30, 2023: $2,597) mainly due to the appointment of an independent director in January 2024;
· Juanicipio oversight costs increased to $741 (September 30, 2023: $332) as a result of being expensed through profit and loss subsequent to the declaration of commercial production at Juanicipio in June 2023;
· increase in depreciation and amortization expense to $394 (September 30, 2023: $201) mainly due to Juanicipio achieving commercial production in June 2023, resulting in the recording of amortization of accumulated capitalized Juanicipio oversight expenditures;

 

  27

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

· decrease in compensation and consulting fees to $3,406 (September 30, 2023: $3,949) mainly due to higher executive search and consultant fees incurred by the Company in 2023.

 

Interest income increased to $3,091 during the nine months ended September 30, 2024 (September 30, 2023: $1,868) mainly due to higher cash balances compared to the comparative period.

 

Other income increased to $1,720 during the nine months ended September 30, 2024 (September 30, 2023: $629) mainly due to higher eligible exploration spend and therefore higher amortization of the Company’s Flow-Through Share premium liability.

 

Financing Costs increased to $533 during the nine months ended September 30, 2024 (September 30, 2023: nil) and is mainly attributable to the amortization of deferred financing fees and commitment fees from the Company’s Credit Facility (entered into October 2023).

 

Deferred income tax expense of $3,590 during the nine months ended September 30, 2024 (September 30, 2023: $2,149) is primarily driven by the income from the equity accounted investment in Juanicipio recognized by the Company.

 

 

 

 

 

 

 

  28

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

10. FINANCIAL POSITION

 

The following table summarizes MAG’s financial position as at September 30, 2024 and December 31, 2023:

 

        September 30,         December 31,  
      2024       2023  
      $       $  
Assets                
Current assets                
Cash     113,491       68,707  
Other current assets     3,769       3,346  
Total current assets     117,260       72,053  
Non-current assets                
Investment in Juanicipio     394,928       394,622  
Exploration and evaluation assets     74,519       52,637  
Deferred financing fees     653       909  
Property and equipment     236       301  
Investments     8       8  
      470,344       448,477  
Total assets     587,604       520,530  
Liabilities                
Current liabilities     3,603       4,791  
Non-current liabilities     12,572       8,982  
Total liabilities     16,175       13,773  
Total equity     571,429       506,757  
Total liabilities and equity     587,604       520,530  

 

Cash totalled $113,491 as at September 30, 2024 compared to $68,707 at December 31, 2023, with the increase primarily attributable to $69,927 of Juanicipio loan principal and interest repayments (see below ‘Company’s investment in Juanicipio’ section), offset by $17,025 in exploration and evaluation expenditures as well as $3,802 attributable to the acquisition of the exploration property (see below ‘Cash Flows - Investing Activities’ section).

 

Other current assets as at September 30, 2024 include accounts receivable of $1,675 (December 31, 2023: $1,559) and prepaid expenses of $2,094 (December 31, 2023: $1,787).

 

The equity accounted investment in Juanicipio increased from $394,622 at December 31, 2023 to $394,928 at September 30, 2024. This movement was mainly driven by $65,235 of loans repayments from Juanicipio and $3,985 of interest earned reclassified to receivables, offset by MAG’s share of earnings from Juanicipio of $69,919 - as depicted below in ‘Company’s investment in Juanicipio’.

 

  29

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Exploration and evaluation assets as at September 30, 2024 increased to $74,519 (December 31, 2023: $52,637) reflecting exploration expenditures incurred on the Deer Trail Project ($7,834) and the Larder Project ($14,048 which includes $3,802 for the acquisition exploration property) during the nine months ended September 30, 2024.

 

Current liabilities as at September 30, 2024 decreased to $3,603 (December 31, 2023: $4,791) driven primarily by a decrease in the Flow-Through Share premium liability as a result of eligible exploration spend on the Larder Project during the period. It is expected that the remainder Flow-Through Share premium liability of $249 as at September 30, 2024 will be fully extinguished by the end of the year, with $40 Flow-Through Share premium liability ($231 Flow-Through Share eligible spend) remaining as at October 31, 2024.

 

Non-current liabilities of $12,572 as at September 30, 2024 (December 31, 2023: $8,982) includes a $484 reclamation provision (December 31, 2023: $484), and a deferred income tax liability of $12,088 (December 31, 2022: $8,498). The latter is primarily driven by the income from the equity accounted investment in Juanicipio recognized by the Company.

 

Company’s investment in Juanicipio

 

The following table provides a summary of the Company’s investment relating to its interest in Juanicipio as at September 30, 2024 and December 31, 2023:

 

        September 30,         December 31,  
      2024       2023  
      $       $  
Balance, beginning of period     394,622       338,316  
Juanicipio oversight expenditures incurred 100% by MAG     -       384  
Amortization of Juanicipio's oversight expenditures incurred 100% by MAG     (394 )     (305 )
Loan repayments from Juanicipio     (65,235 )     (25,714 )
Cash contributions and advances to Juanicipio     -       24,992  
Total for the period     (65,628 )     (642 )
Income from equity accounted Investment in Juanicipio     69,919       65,099  
Interest earned, reclassified to accounts receivable     (3,985 )     (8,150 )
Balance, end of period     394,928       394,622  

 

During the nine months ended September 30, 2024 the Company did not capitalize any Juanicipio oversight expenditures as following the declaration of commercial production in June 2023, the Company started expensing Juanicipio oversight expenditures and recording amortization of accumulated capitalized Juanicipio oversight expenditures.

 

  30

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

11. CASH FLOWS

 

The following table summarizes MAG Silver’s cash flow activities for the three and nine months ended September 30, 2024 and September 30, 2023:

 

      For the three months ended,       For the nine months ended,  
        September 30,         September 30,         September 30,         September 30,  
      2024       2023       2024       2023  
      $       $       $       $  
Operating activities before movements in non-cash                                
working capital     (1,260 )     (3,007 )     (5,632 )     (6,645 )
Movements in non-cash working capital     (621 )     1,706       (1,162 )     413  
Operating activities     (1,881 )     (1,301 )     (6,794 )     (6,232 )
Investing activities     17,257       7,412       49,100       (20,859 )
Financing activities     924       103       2,434       55,880  
Effect of exchange rate changes on cash     (146 )     (359 )     44       (225 )
Increase / (decrease) in cash during the period     16,154       5,855       44,784       28,564  
Cash, beginning of period     97,337       52,664       68,707       29,955  
Cash, end of period     113,491       58,519       113,491       58,519  

 

Operating Activities

 

During the three months ended September 30, 2024, MAG used $1,881 in cash for operations (three months ended September 30, 2023: $1,301) primarily for the payment of corporate office expenses. The increase in cash used for operations was largely driven by changes in working capital items, mainly in accounts receivable and prepaid expenses.

 

During the nine months ended September 30, 2024, MAG used $6,794 in cash for operations (nine months ended September 30, 2023: $6,232) primarily for the payment of corporate office expenses. The increase in cash used for operations was largely driven by changes in working capital items, mainly in accounts receivable and prepaid expenses.

 

Investing Activities

 

During the three months ended September 30, 2024, cash from investing activities amounted to $17,257 (three months ended September 30, 2023: $7,412). The increase in cash from investing activities was driven by loan and interest repayments from Juanicipio of $22,649 (three months ended September 30, 2023: $11,295) offset by $5,392 which was used in exploration and evaluation expenditures across the Deer Trail and Larder Projects (three months ended September 30, 2023: $3,811).

 

During the nine months ended September 30, 2024, cash from investing activities amounted to $49,100 (nine months ended September 30, 2023: cash used of $20,859). The increase in cash from investing activities was driven by loan and interest repayments from Juanicipio of $69,927 (nine months ended September 30, 2023: $14,589) offset by cash contributions to Juanicipio of nil (nine months ended September 30, 2023: $25,376) and $20,827 (which includes $3,802 for the acquisition of exploration property) in exploration and evaluation expenditures across the Deer Trail and Larder Projects (nine months ended September 30, 2023: $10,053).

 

  31

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Financing Activities

 

During the three months ended September 30, 2024, cash received from financing activities amounted to $924 (three months ended September 30, 2023: $103). The increase in cash received mainly related to the issuance of Common Shares from exercising stock options amounting to $961 (September 30, 2023: nil).

 

During the nine months ended September 30, 2024, cash received from financing activities amounted to $2,434 (nine months ended September 30, 2023: $55,880). The increase in cash received mainly related to the issuance of Common Shares from exercising stock options amounting to $2,548 (nine months ended September 30, 2023: $225) and by equity financings of nil (nine months ended September 30, 2023: $55,749, completed in Q1 2023).

 

 

12. NON-IFRS MEASURES

 

The Company has included certain non-IFRS performance measures throughout this MD&A. These performance measures are employed by management to assess the Company’s operating and financial performance and to assist in business decision-making. The Company believes that, in addition to conventional measures prepared in accordance with IFRS, certain investors and other stakeholders use this information to evaluate the Company’s operating and financial performance; however, as explained elsewhere herein, these non-IFRS performance measures do not have any standardized meaning and therefore may not be comparable to similar measures presented by other issuers. Accordingly, these performance measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. 

 

Juanicipio does not calculate this information for use by both shareholders (Fresnillo 56%, and MAG 44%), rather it is calculated by the Company solely for the Company’s own disclosure purposes and may differ from the non-IFRS measures calculated and presented by Fresnillo. 

 

Cash cost per ounce

 

The Company has included the non-IFRS performance measure cash cost per ounce on a by-product basis throughout this MD&A. In the gold and silver mining industry, this is a common performance measure but does not have any standardized meaning. The Company follows the recommendations of the Gold Institute Production Cost Standard. The Gold Institute, which ceased operations in 2002, was a non-regulatory body and represented a global group of suppliers of gold and gold products. The production cost standard developed by the Gold Institute remains the generally accepted standard of reporting cash costs of production by many gold and silver mining companies. Management uses cash cost per ounce to monitor the operating performance of Juanicipio. The Company believes that, in addition to conventional measures prepared in accordance with IFRS, some investors use this information to evaluate the Company’s performance and ability to generate cash flow, distribution of which is subject to the terms of the Juanicipio shareholders’ agreement. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate cash cost per ounce differently.

 

  32

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

The following table provides a reconciliation of cash cost per silver ounce of Juanicipio to production cost of Juanicipio on a 100% basis (the nearest IFRS measure) as presented in the notes to the Q3 2024 Financial Statements. 

 

      Three months ended September 30,       Nine months ended September 30,  
(in thousands of US$, except per ounce amounts)     2024       2023       2024       2023  
Production cost as reported     38,596       43,782       115,248       125,731  
Depreciation on inventory movements     (147 )     (1,145 )     1,000       (2,799 )
Adjusted production cost     38,448       42,637       116,249       122,932  
Treatment, refining, and other processing costs     10,733       9,211       29,002       38,461  
By-product revenues (2)     (52,546 )     (33,415 )     (137,897 )     (87,493 )
Extraordinary mining and other duties     2,810       1,635       6,975       3,532  
Total cash costs (1)     (555 )     20,067       14,330       77,432  
Add back by-product revenues (2)     52,546       33,415       137,897       87,493  
Total cash costs for equivalent silver (1)     51,992       53,482       152,226       164,925  
Silver ounces sold     4,461,644       4,288,747       12,728,250       11,167,181  
Equivalent silver ounces sold (3)     6,203,678       5,709,900       17,627,355       14,892,542  
Cash cost per silver ounce sold ($/ounce)     (0.12 )     4.68       1.13       6.93  
Cash cost per equivalent silver ounce sold ($/ounce)     8.38       9.37       8.64       11.07  

 

(1) As Q3 2023 represented the first full quarter of commercial production, information presented for total cash costs and total cash costs for equivalent silver together with their associated per unit values are not directly comparable.
(2) By-product revenues relate to the sale of other metals namely gold, lead, and zinc.
(3) Equivalent silver ounces sold have been calculated using realized prices to translate gold, lead and zinc to “equivalent” silver ounces sold (metal quantity, multiplied by metal price, divided by silver price). Three and nine months ended September 30, 2024 realized prices: $30.16/oz silver, $2,587.65/oz gold, $0.91/lb lead, $1.29/lb zinc and $28.15/oz silver, $2,360.51/oz gold, $0.94/lb lead, $1.25/lb zinc, respectively (three and nine months ended September 30, 2023 realized prices: $23.51/oz silver, $1,911.99/oz gold, $1.00/lb lead, $1.15/lb zinc and $23.49/oz silver, $1,942.32/oz gold, $0.97/lb lead, $1.16/lb zinc, respectively).

 

All-in sustaining cost per ounce

 

In June 2013, the World Gold Council, a non-regulatory association of many of the world’s leading gold mining companies was established to promote the use of gold to industry, provided guidance for the calculation of “all-in sustaining cost per gold ounce” in an effort to encourage improved understanding and comparability of the total costs associated with mining and producing an ounce of gold. The Company, in applying the same methodology for its silver production, has adopted the reporting of “all-in sustaining cost per silver ounce”, which is a non-IFRS performance measure. The Company believes that the all-in sustaining cost per silver ounce measure provides additional insight into the costs of producing silver by capturing all of the expenditures required for the discovery, development and sustaining of silver production and allows the Company to assess Juanicipio’s ability to support capital expenditures to sustain future production from the generation of operating cash flows. The Company believes that, in addition to conventional measures prepared in accordance with IFRS, some investors use this information to evaluate Juanicipio’s performance and ability to generate cash flow, distribution of which is subject to the terms of the Juanicipio shareholders’ agreement. Other companies may calculate all-in sustaining cost per ounce differently. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. 

 

  33

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

All-in sustaining costs adjust “Total cash costs” for G&A expenses, exploration expenditures (sustaining in nature), sustaining capital expenditures, sustaining lease payments and interest expense, and accretion on closure and reclamation costs. Exploration expenditures (sustaining in nature), sustaining capital expenditures, sustaining lease payments and interest expense, and accretion on closure and reclamation costs are not line items on Juanicipio’s financial statements. Sustaining capital expenditures are defined as those capital expenditures which do not materially benefit annual or life of mine silver ounce production at a mine site.

 

A material benefit to a mine site is considered to be at least a 10% increase in annual or life of mine production, net present value, or reserves compared to the remaining life of mine of the operation. As such, sustaining capital expenditures exclude all expenditures at Juanicipio which are deemed expansionary in nature (see reconciliation below). Accretion on reclamation and closure costs represents the growth in Juanicipio’s decommissioning provision due to the passage of time. This amount does not reflect cash outflows, but it is considered to be representative of the periodic costs of closure and reclamation. Lease payments on mining and service lease agreements represent cash outflows while interest expense represents the financing component inherent in the lease. Reclamation cost accretion and lease interest are included in finance expense in the Juanicipio’s results as disclosed in the notes to the Q3 2024 Financial Statements. 

 

 

 

 

 

 

 

 

 

 

 

 

 

  34

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

The following table provides a reconciliation of all-in sustaining costs of Juanicipio to production cost and various operating expenses of Juanicipio on a 100% basis (the nearest IFRS measure), as presented in the notes to the Q3 2024 Financial Statements. 

 

      Three months ended September 30,       Nine months ended September 30,  
(in thousands of US$, except per ounce amounts)     2024       2023       2024       2023  
Total cash costs     (555 )     20,067       14,330       77,432  
General and administrative expenses     2,497       3,458       10,969       9,115  
Exploration     2,728       2,059       6,331       6,121  
Sustaining capital expenditures     9,676       13,604       25,603       26,737  
Sustaining lease payments     232       174       789       552  
Interest on lease liabilities     (13 )     (15 )     (47 )     (32 )
Accretion on closure and reclamation costs     66       64       210       186  
All-in sustaining costs (1)     14,631       39,411       58,185       120,111  
Add back by-product revenues (2)     52,546       33,415       137,897       87,493  
All-in sustaining costs for equivalent silver (1)     67,177       72,827       196,082       207,604  
Silver ounces sold     4,461,644       4,288,747       12,728,250       11,167,181  
Equivalent silver ounces sold (3)     6,203,678       5,709,900       17,627,355       14,892,542  
All-in sustaining cost per silver ounce sold ($/ounce)     3.28       9.19       4.57       10.76  
All-in sustaining cost per equivalent silver ounce sold ($/ounce)     10.83       12.75       11.12       13.94  
Average realized price per silver ounce sold ($/ounce)     30.16       23.51       28.15       23.49  
All-in sustaining margin ($/ounce)     26.88       14.32       23.58       12.73  
All-in sustaining margin ($/equivalent ounce)     19.34       10.76       17.02       9.55  
All-in sustaining margin     119,949       61,430       300,082       142,160  

 

(1) As Q3 2023 represented the first full quarter of commercial production, information presented for all-in sustaining costs, all-in sustaining costs for equivalent silver, and all-in sustaining margin together with their associated per unit values are not directly comparable.
(2) By-product revenues relate to the sale of other metals namely gold, lead, and zinc.
(3) Equivalent silver ounces sold have been calculated using realized prices to translate gold, lead and zinc to “equivalent” silver ounces sold (metal quantity, multiplied by metal price, divided by silver price). Three and nine months ended September 30, 2024 realized prices: $30.16/oz silver, $2,587.65/oz gold, $0.91/lb lead, $1.29/lb zinc and $28.15/oz silver, $2,360.51/oz gold, $0.94/lb lead, $1.25/lb zinc, respectively (three and nine months ended September 30, 2023 realized prices: $23.51/oz silver, $1,911.99/oz gold, $1.00/lb lead, $1.15/lb zinc and $23.49/oz silver, $1,942.32/oz gold, $0.97/lb lead, $1.16/lb zinc, respectively).

 

For the three and nine months ended September 30, 2024, the Company incurred corporate G&A expenses of $3,429 and $10,658 respectively (three and nine months ended September 30, 2023: $3,961 and 10,398 respectively), which exclude depreciation expense.

 

For the three and nine months ended September 30, 2024, the Company’s attributable silver ounces sold were 1,963,123 and 5,600,430 respectively (three and nine months ended September 30, 2023: 1,887,049 and 4,913,560 respectively) and attributable equivalent silver ounces sold were 2,729,618 and 7,756,036 respectively (three and nine months ended September 30, 2023: 2,512,356 and 6,552,718 respectively), resulting in additional all-in sustaining cost for the Company of $1.75/oz and $1.90/oz respectively (three and nine months ended September 30, 2023: $2.10/oz and $2.12/oz respectively); and $1.26/oz and $1.37/oz respectively (three and nine months ended September 30, 2023: $1.58/oz and $1.59/oz respectively), in addition to Juanicipio’s all-in-sustaining costs presented in the above table.

 

  35

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

The following table reconciles sustaining capital expenditures (including exploration expenditures) to cash flow used in investing activities of Juanicipio on a 100% basis (the nearest IFRS measure), as presented in the notes to the Q3 2024 Financial Statements.

 

      Three months ended September 30,       Nine months ended September 30,  
(in thousands of US$)     2024       2023       2024       2023  
Cash used in investing activities - Juanicipio     12,656       16,524       30,929       61,653  
Less:                                
Development expenditures (1)     (5 )     (4,996 )     (76 )     (28,129 )
Change in accounts payable and deposits related to capital expenditures not included in AISC     (248 )     4,807       1,081       (666 )
Total sustaining capital expenditures (including exploration) (1)     12,404       15,663       31,934       32,858  
Less capitalized exploration expenditures     (2,728 )     (2,059 )     (6,331 )     (6,121 )
Total sustaining capital expenditures (1)     9,676       13,604       25,603       26,737  

 

(1) As Q3 2023 represents the first full quarter of commercial production, information presented for sustaining and development capital expenditures are not directly comparable.

 

EBITDA and Adjusted EBITDA 

 

Earnings before interest, tax, depreciation and amortization (“EBITDA”) provides an indication of the Company’s continuing capacity to generate income from operations before considering the Company’s financing decisions and costs of amortizing capital assets. Accordingly, EBITDA comprises net income excluding interest expense, interest income, amortization and depletion, and income taxes. Adjusted EBITDA adjusts EBITDA to exclude non-recurring items and non-cash items and includes the calculated Adjusted EBITDA of Juanicipio. Other companies may calculate EBITDA and Adjusted EBITDA differently. 

 

The following table provides a reconciliation of EBITDA and Adjusted EBITDA attributable to the Company based on its economic interest in Juanicipio to net income (the nearest IFRS measure) of the Company per the Q3 2024 Financial Statements. All adjustments are shown net of estimated income tax. 

 

      Three months ended September 30,       Nine months ended September 30,  
(in thousands of US$)     2024       2023       2024       2023  
Net income after tax     22,292       8,862       58,801       32,965  
Add back (deduct):                                
   Taxes     1,210       1,008       3,590       2,149  
   Depreciation and depletion     100       133       394       201  
   Finance costs (income and expenses)     (1,617 )     (740 )     (4,114 )     (2,293 )
EBITDA (1)     21,985       9,263       58,671       33,022  
Add back (deduct):                                
   Adjustment for non-cash share-based compensation     991       822       3,010       2,597  
Share of net earnings related to Juanicipio     (25,552 )     (13,692 )     (69,919 )     (44,030 )
MAG attributable interest in Junicipio Adjusted EBITDA     58,296       33,527       146,966       76,104  
Adjusted EBITDA (1)     55,720       29,920       138,728       67,693  

 

(1) As Q3 2023 represents the first full quarter of commercial production, information presented for EBITDA and Adjusted EBITDA is not directly comparable.

 

  36

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

The following table reconciles Juanicipio’s EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2024 and 2023 to the results of Juanicipio as disclosed in Note 5 to the Q3 2024 Financial Statements.  

 

      Three months ended September 30,       Nine months ended September 30,  
(in thousands of US$)     2024       2023       2024       2023  
Juanicipio net income after tax     56,235       25,907       149,850       86,154  
Add back (deduct):                                
   Juanicipio taxes     52,937       23,824       108,485       23,441  
   Juanicipio depreciation and depletion     23,440       21,646       67,934       47,001  
   Juanicipio finance costs (income and expenses)     (123 )     4,794       7,699       16,329  
Juanicipio EBITDA (1)     132,490       76,171       333,968       172,925  
Add back (deduct):                                
   Fixed asset write-down     -       27       46       38  
Juanicipio adjusted EBITDA (1)     132,490       76,198       334,014       172,963  
MAG's attributable interest in Juanicipio adjusted EBITDA     58,296       33,527       146,966       76,104  

 

(1) As Q3 2023 represents the first full quarter of commercial production, information presented for EBITDA and Adjusted EBITDA is not directly comparable.

 

While the above figures reflect an estimate of the Company’s “attributable interest” in adjusted EBITDA generated from Juanicipio, cash and cash equivalents held by Juanicipio are not within the Company’s exclusive control as the distribution of cash from Juanicipio is at the discretion of Fresnillo subject to the provisions in the Juanicipio shareholders’ agreement.

 

Free Cash Flow

 

The Company uses the financial measure free cash flow, which is a non-IFRS financial measure, to supplement information in its consolidated financial statements. Free cash flow does not have any standardized meaning prescribed under IFRS, and therefore it may not be comparable to similar measures employed by other companies. The Company believes that in addition to conventional measures prepared in accordance with IFRS, the Company and certain investors and analysts use this information to evaluate Juanicipio’s performance with respect to its operating cash flow capacity to meet non-discretionary outflows of cash. The presentation of free cash flow is not meant to be a substitute for the cash flow information presented in accordance with IFRS, but rather should be evaluated in conjunction with such IFRS measures. Free cash flow is calculated as cash flow from operating activities of Juanicipio adjusted for cash flows associated with sustaining and non-sustaining capital expenditures and payments made to mining contractors for leases capitalized under IFRS 16.

 

  37

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

The following table provides a reconciliation of free cash flow of Juanicipio to its cash flow from operating activities on a 100% basis (the nearest IFRS measure), as presented in Note 5 of the Q3 2024 Financial Statements.

 

      Three months ended September 30,       Nine months ended September 30,  
(in thousands of US$)     2024       2023       2024       2023  
Cash flow from operating activities     109,836       57,271       245,123       60,918  
Less:                                
   Cash flow used in investing activities     (12,656 )     (16,524 )     (30,929 )     (61,653 )
   Sustaining lease payments     (232 )     (174 )     (789 )     (552 )
Juanicipio free cash flow (1)     96,948       40,573       213,405       (1,287 )

 

(1) As Q3 2023 represents the first full quarter of commercial production, comparative information presented for free cash flow of Juanicipio is not directly comparable.

 

While the above figures reflect free cash flow generated at Juanicipio, cash and cash equivalents held by Juanicipio are not within the Company’s exclusive control as the distribution of cash from Juanicipio is at the discretion of Fresnillo subject to the provisions in the Juanicipio shareholders’ agreement.

 

 

13. LIQUIDITY AND CAPITAL RESOURCES

 

As at September 30, 2024, MAG had working capital (current assets less current liabilities) of $113,657 (December 31, 2023: $67,262) including cash of $113,491 (December 31, 2023: $68,707) and no long-term debt. At September 30, 2024, Juanicipio had working capital of $187,234 (December 31, 2023: working capital $86,336) including cash of $96,782 (December 31, 2023: $42,913) (MAG’s attributable share is 44%). Future liquidity may depend upon the Company’s ability to repatriate capital from Juanicipio, arrange debt or additional equity financing.

 

NCIB

 

On May 15, 2024, MAG announced that the TSX had accepted the Company’s Notice of Intention to make a NCIB. Under the NCIB, the Company may purchase for cancellation up to an aggregate of 8,643,374 Common Shares, representing approximately 10% of the public float (as defined in the rules and policies of the TSX) of the Common Shares as of May 8, 2024. The Company’s purchases in the United States will be subject to a limit of 5,148,977 Common Shares, being 5% of the public float of the Common Shares as of May 8, 2024. The NCIB commenced on May 17, 2024 and will terminate on May 16, 2025, or earlier if the maximum number of Common Shares under the NCIB have been purchased or if the NCIB has been terminated by the Company. As at September 30, 2024 the Company has not repurchased any Common Shares under the terms of the NCIB. In addition, the Company entered into an automatic share purchase plan with its designated broker to allow for the purchase of Common Shares at times which the Company ordinarily would not be active in the market due to trading blackout periods, insider trading rules or otherwise.

 

  38

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Final Shelf Prospectus

 

On May 31, 2024, MAG filed a final short form base shelf prospectus with the securities commissions in all of the provinces and territories of Canada (“Final Shelf Prospectus”) and a corresponding registration statement on Form F-10 with the SEC under the United States Securities Act of 1933, as amended and the U.S./Canada Multijurisdictional Disclosure System (“Registration Statement”) allowing the Company to offer up to $250,000 of Common Shares, preferred shares, debt securities, subscription receipts, units and warrants or any combination thereof during the 25-month period that the Final Shelf Prospectus remains effective. In order to maintain financial flexibility, and consistent with past practice, the Company has historically maintained a base shelf prospectus. The Company has no present intention to offer securities pursuant to the Final Shelf Prospectus.

 

Revolving Credit Facility

 

In October 2023, the Company entered into a $40,000 senior secured revolving credit facility with the Bank of Montreal (the “Credit Facility”). There is a provision for an accordion feature whereby, upon request, the facility may be increased to $75,000 any time prior to the maturity date, at the discretion of the lender. The Credit Facility will bear interest on a sliding scale of SOFR or the Lender’s Base Rate on US Dollar commercial loans plus an applicable margin on a sliding scale of between 200 and 400 basis points based on the Company’s leverage ratio. Interest incurred on drawn amounts is to be paid quarterly. Commitment fees on the undrawn portion of the facility are calculated on a similar sliding scale of between 50 and 75 basis points, and are also to be paid on a quarterly basis. The term of the facility is 34 months, maturing on August 4, 2026, at which date any drawn amount is required to be paid back in full. All debts, liabilities and obligations under the facility are guaranteed by the Company's material subsidiaries and secured by assets of the Company including the pledge of a material subsidiary. The facility includes a number of customary covenants (liquidity, leverage, tangible net worth) and conditions including limitations on acquisitions and investments (excluding exploration and capital expenditures) funded using cash with no limitations when equity is used as a funding source. As at September 30, 2024, the Company is in compliance with all applicable covenants.

 

As of September 30, 2024, the Company has not drawn down any funds from its Credit Facility, and as a result expensed $50 and $149 of commitment fees for the three and nine months ended September 30, 2024, respectively.

 

 

 

 

 

 

 

 

 

  39

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Expected Use of Proceeds and Financings

 

The Company closed a $42,558 bought deal public offering on February 7, 2023 and issued 2,905,000 Common Shares, including 170,000 Common Shares issued upon the partial exercise of the over-allotment option, at a price of $14.65 per Common Share. A reconciliation of the expected use of net proceeds disclosed in the Company’s short form prospectus dated February 2, 2023, against the actual use of net proceeds as at September 30, 2024 is as follows:

 

Description      Estimated
Amount ($) 
       Expended
Amount ($) 
 
Exploration expenditures related to Juanicipio, the Deer Trail Project and other projects     17,600       17,600 (1)
Development and sustaining capital expenditures not included in the estimated initial project capital related to Juanicipio (3)     14,200       -  
Working capital and general corporate purposes (3)     11,700       9,468 (2)
Variance in previously disclosed expected use of proceeds (3)     -       16,432  
Total     43,500       43,500  

 

(1) The Company has now spent the full $17,600 of the proceeds from the offering to be allocated to exploration expenditures, aligned with previously disclosed expectations.

 

(2) The Company has now spent the full $9,468 proceeds from the offering allocated to working capital and general corporate purposes, future spending from this category is expected to be funded by cash flows from its investment in Juanicipio.

 

(3) All proceeds from the offering previously expected to be applied to development and sustaining capital expenditures not included in the estimated initial project capital related to Juanicipio, and $2,232 expected to be applied to working capital and general corporate purposes, were subsequently re-allocated to contribute to the extinguishment of substantial tax and mining duty obligations of Juanicipio in Mexico.

 

As noted above in ‘Cash Flows’, MAG expended $17,075, net of $9,869 flow-through eligible expenditures at the Larder Project (year ended December 31, 2023: $15,862), on its exploration and evaluation properties (excluding Juanicipio’s exploration expenditures as directly funded by Juanicipio) in the nine months ended September 30, 2024, corresponding to the exploration expenditures in the first category in the table above (nil remaining, as of Q2 2024). Furthermore, during the nine months ended September 30, 2024, MAG expended $6,794 (year ended December 31, 2023: $8,272) for operations corresponding to working capital and general corporate purposes, namely the third category in the table above (nil remaining, as of Q1 2024). Post Q1 2024 and future spending to working capital and general corporate purposes is expected to be funded by cash flows from MAG’s investment in Juanicipio.

 

In March 2023, MAG advanced $24,992 to Juanicipio and estimates that the full amount was used to extinguish substantial tax and mining duty obligations not included in the initial project capital, constituting a re-allocation in the initially anticipated use of funds of $14,200 and $2,232 previously disclosed in the second category (nil remaining) and third category (nil remaining) respectively, of the foregoing table. Given the variances mentioned above, the Company does not expect any adverse impact on its ability to achieve business objectives and milestones.

 

  40

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Additionally, the Company closed a $17,133 (C$23,024) bought deal private placement on February 16, 2023 and issued 969,450 Flow-Through Shares, including 126,450 Flow-Through Shares issued upon the full exercise of a 15% over-allotment option at a price of $17.67 (C$23.75) per Flow-Through Share. Total proceeds are intended for the Larder Project, whereby plans were finalized for exploration programs in 2023 and 2024 and are now being executed. For the nine months ended September 30, 2024, the Company incurred $9,869 of eligible spend at the Larder Project ($1,428 remaining). It is expected that the remainder Flow-Through Share eligible spend of $1,428 as at September 30, 2024 will be fully expended by the end of the year, with $231 Flow-Through Share eligible spend remaining as at October 31, 2024 ($1,197 Flow-Through Share eligible spend during October 2024). Other than as set forth above, it is expected that the full use of these proceeds, once expended, will align with the above estimates, and the actuals will be reported in future MD&A. However, there can be no assurances that the above objectives will be completed as circumstances may change and a reallocation of the funds may be necessary in order for the Company to achieve its stated business objectives.

 

 

14. CONTRACTUAL OBLIGATIONS

 

The following table discloses the contractual obligations of MAG and its subsidiaries as at September 30, 2024 for committed exploration work and other committed obligations.

 

    Total   Less than 1 year   1-3 Years   3-5 Years   More than 5 years
    $   $   $   $   $
Minera Juanicipio (1)     -       -       -       -       -  
Financing and consulting contractual commitments     546       302       244       -       -  
Office lease commitments     2,156       157       393       417       1,189  
Total Obligations and Commitments (2)     2,702       459       637       417       1,189  

 

1) According to the operator, Fresnillo, as at September 30, 2024, contractual commitments including project development and for continuing operations and purchase orders issued for project capital, sustaining capital, and continuing operations total $22,982 (December 31, 2023: $13,779) with respect to Juanicipio, both on a 100% basis.

 

2) The Company also has discretionary commitments for property option payments and exploration expenditures as outlined in Note 6 of the Q3 2024 Financial Statements. There is no obligation to make any of those payments or to conduct any work on its optioned properties. As the Company advances them, it evaluates exploration results and determines at its own discretion which option payments to make and which additional exploration work to undertake in order to comply with the funding requirements.

 

Other than as disclosed above, there were no material changes in the specified contractual obligations of the Company during the year ended September 30, 2024.

 

  41

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

15. SHARE CAPITAL INFORMATION

 

MAG Silver’s authorized capital consists of an unlimited number of Common Shares without par value. As at November 8, 2024, the following Common Shares, stock options, restricted share units, performance share units (“PSUs”), and deferred share units were outstanding:

 

    Number of shares   Exercise Price (in Canadian dollars) or Conversion Ratio   Remaining Life
Common shares     103,306,955       n/a     n/a
Stock options     1,110,937       C$14.64 – C$23.53     0.41 to 4.51 years
Performance Share Units (“PSUs”) (1)     413,479       1:1(1)   0.41 to 4.51 years
Restricted Share Units(“RSUs”)     175,356       1:1     1.30 to 4.51 years
Deferred Share Units (“DSUs”) (2)     514,957       1:1         n/a (2)
Fully Diluted     105,521,684              

 

(1) Includes 117,287 PSU grants where vesting is subject to a market price performance factor, each measured over a three-year performance period which will result in a PSU vesting range from 16,399 PSUs to 218,175 PSUs.

 

(2) To be share settled, but no Common Shares are to be issued in respect of a participant in MAG’s deferred share unit plan prior to such eligible participant’s termination date.

 

 

16. OTHER ITEMS

 

The Company is not aware of any undisclosed liabilities or legal actions against MAG and MAG has no legal actions or cause against any third party at this time other than the claims of the Company with respect to its purchase of 41 land rights within the Cinco de Mayo property boundaries, and the associated efforts to regain surface access with the local community, or “local ejido”.

 

The Company is not aware of any condition of default under any debt, regulatory, exchange related or other contractual obligation.

 

Cyber Security

 

The Company’s operations depend, in part, on the efficient operation and management of the Company’s information technology and operational systems in a secure manner that minimizes cyber risks. A breach of the Company’s systems could have a material adverse impact on the Company, its operations and reputation. 

 

There has been an increase in cyber security incidents globally over the past several years and this trend is expected to continue and intensify as global reliance on technology continues to increase. The Company has programs and strategies in place that are designed to mitigate the risk of cyber-attacks and to allow the Company to recover from cyber security incidents as rapidly as possible should one occur. The Company monitors, assesses and works to improve the effectiveness of its technology programs and strategies, taking into account best industry practices. The Company has not experienced any material information security breach in the last three years, nor has it experienced any known material losses relating to cyber-attacks or other data/information security since its inception.

 

  42

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

The Company has policies and programs in place to manage cyber risks. Such programs focus primarily on the following:

· protecting the Company’s assets from cyber-attacks and safeguarding sensitive information;
· improving cyber security protection, detection, incident response and recovery capabilities to minimize impact of adverse cyber events;
· adopting practices to reduce third-party cyber security risks;
· ongoing cyber security awareness in the workforce and the annual distribution of an information technology security policy;
· quarterly briefings by senior management of the Company to the Audit Committee on information security matters; and
· embedding security by design across the Company to proactively assess and manage cyber risk.

 

The above policies and programs are subject to oversight by the Company’s management team and board of directors (the “Board”). The Audit Committee, which is comprised entirely of independent directors, has been tasked with assisting the Board in fulfilling its oversight responsibilities with regard to information security.

 

At Juanicipio, Fresnillo the project operator, employs various methods to foster and elevate the cybersecurity culture, including workshops, communications, campaigns and exercises. This extends to working closely with information technology departments, contributing to the definition and establishment of best practices and security standards.

 

There is no assurance that the Company’s policies and programs will be sufficient to eliminate the risk of cyber-attack nor to protect the Company’s assets or operations.

 

 

17. TREND INFORMATION

 

As both the price and market for silver are volatile and difficult to predict, a significant decrease in the silver price and to a lesser extent gold, zinc and lead prices, could have a material adverse impact on the Company’s operations and market value.

 

The Company is exposed to global and localized inflation which continues to be impacted by the ongoing Russia-Ukraine and Israel-Hamas conflicts, supply chain disruptions and fluctuating interest rates.

 

The nature of MAG’s business is demanding of capital for property acquisition costs, exploration commitments, development and holding costs. MAG’s liquidity is affected by the results of its own acquisition, exploration and advancement of mineral projects activities. The acquisition or discovery of an economic mineral deposit on one of its mineral property interests may have a favourable effect on the Company’s liquidity, and conversely, the failure to acquire or find one may have a negative effect. In addition, access to capital to fund exploration and development companies is at times challenging in public markets, which could limit the Company’s ability to meet its objectives.

 

  43

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Obtaining exploration permits in all the jurisdictions in which the Company operates, often encounters First Nations, and other forms of community resistance. Likewise, surface rights in Mexico are often owned by local communities or “ejidos” and there has been a trend in Mexico of increasing ejido challenges to existing surface right usage agreements. The Company has already been impacted by this trend at its Cinco de Mayo project. Any further challenge to the access or exploration of any of the properties in which MAG has an interest may have a negative impact on the Company, as the Company may incur delays and expenses in defending such challenges and, if a challenge is successful, the Company’s interest in a property could be materially adversely affected.

 

On March 28, 2023, a legislative initiative aimed at amending multiple legal codes, inclusive of the Mexican Federal Mining Law (the “Federal Mining Law”), was presented to the Mexican Congress by the President of Mexico. The proposed amendments pertain to, among other matters, granting of future mining permits and transfer of permits, shortening concession life, granting of future water permits, mine reclamation, profit-sharing requirements to distribute at least 7% of profits to local indigenous communities and management of mine waste. This initiative underwent a series of reviews and modifications, culminating in preliminary approval by the lower house of Congress, the Chamber of Deputies, on April 20, 2023. On April 29, 2023, the Mexican Senate approved the legislation. The amendments were approved by Mexico’s Federal Executive Branch and published in the Official Gazette of the Mexican Federation on May 8, 2023, bringing the amendments into law on May 9, 2023. Numerous legal challenges to the legality and constitutionality of several aspects of these changes have been filed with various Mexican courts and there is a possibility that the Supreme Court will declare the reforms invalid due to violations committed during the legislative process. Juanicipio remains committed to monitoring these judicial proceedings with the utmost attention.

 

Apart from these and the risks referenced below in “Risks and Uncertainties,” management is not aware of any other trends, demands, commitments, events or uncertainties that would have a material effect on the Company’s business, financial condition or results of operations.

 

 

18. RISKS AND UNCERTAINTIES

 

The Company’s securities should be considered a highly speculative investment and investors are directed to carefully consider all of the information disclosed in the Company’s Canadian and U.S. regulatory filings prior to making an investment in the Company, including the risk factors discussed under the heading “Risk Factors” in the Company’s most recent Annual Information Form available on SEDAR+ at www.sedarplus.ca and incorporated by reference herein.

 

The Credit Facility includes certain customary restrictive covenants. The Company does not currently anticipate any significant risk in complying with the financial ratios or financial covenants contained in the Credit Facility. However, if the current facts and circumstances faced by the Company were to change due to unexpected operational issues or due to other factors beyond the Company’s control, such changes could result in the Company being subject to certain restrictions under, or being found in default of, the Credit Facility. Future exploration work and development of the properties in which the Company has an interest may depend upon the Company’s ability to repatriate capital from its interest in the Juanicipio Mine, obtain financing through joint venturing of projects, raise additional debt or equity finance, maintain the Credit Facility or raise financing though other means. Failure to obtain access to such financing on a timely basis may have an adverse impact on the business of the Company.

 

  44

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

In addition, the Company is exposed to a variety of financial instrument-related risks in the normal course of operations. The Company’s financial instruments include cash, accounts receivable, investments, trade and other payables and a lease obligation. A discussion with respect to the fair value of such instruments is included in Note 12 of the Q3 2024 Financial Statements. The Company examines the various financial instrument related risks to which it is exposed and assesses the impact and likelihood of those risks. These risks may include market risk, credit risk, liquidity risk, currency risk and interest rate risk. Management’s objectives, policies and procedures for managing these risks are disclosed in Note 11 of the Q3 2024 Financial Statements.

 

 

19. OFF-BALANCE SHEET ARRANGEMENTS

 

MAG has no off-balance sheet arrangements.

 

 

20. RELATED PARTY TRANSACTIONS

 

The Company does not have offices or direct personnel in Mexico, but rather is party to a Field Services Agreement, whereby it has contracted administrative and exploration services in Mexico with Minera Cascabel, S.A. de C.V. (“Cascabel”) and IMDEX Inc. (“IMDEX”). Dr. Peter Megaw, the Company’s former Chief Exploration Officer (“CXO”), is a principal of both IMDEX and Cascabel, and was remunerated by the Company through fees to IMDEX.

 

On May 21, 2024, Dr. Megaw stepped down as CXO and will continue to provide technical advice in a consulting role and as such will no longer be providing key management personnel services as defined under IAS 24. Accordingly, Dr. Megaw is no longer considered a related party. Related party transactions incurred by the Company with Cascabel and IMDEX will only be included up until the date of his retirement from executive duties.

 

  45

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

During the three and nine months ended September 30, 2024 and 2023, the Company incurred expenses with Cascabel and IMDEX as follows:

 

      Three months ended       Nine months ended  
      September 30,       September 30,       September 30,       September 30,  
      2024       2023       2024       2023  
      $       $       $       $  
                                 
Fees related to Dr. Megaw:                                
Exploration and marketing services     -       53       69       190  
Travel and expenses     -       5       11       34  
Other fees to Cascabel and IMDEX:                                
Administration for Mexican subsidiaries     -       11       22       38  
Field exploration services     -       40       66       118  
Share-based payments (non-cash)     -       121       129       356  
      -       230       297       736  

 

All transactions are incurred in the normal course of business and are negotiated on arm’s length terms between the parties for all services rendered. A portion of the expenditures are incurred on the Company’s behalf and are charged to the Company on a “cost + 10%” basis. The services provided do not include drilling and assay work which are contracted out independently from Cascabel and IMDEX.

 

Any amounts due to related parties arising from the above transactions are unsecured, non-interest bearing and are due upon receipt of invoices.

 

The details of the Company’s significant subsidiary and controlling ownership interests are as follows:

 

Name   Country of Incorporation   Principal Asset   MAG’s effective interest
                  2024(%)     2023(%)
Minera Los Lagartos, S.A. de C.V.     Mexico     Juanicipio (44%)     100%     100%

 

 

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this section.

 

As at September 30, 2024, Fresnillo and the Company have advanced, net of aggregate repayments, $66,316 as shareholder loans (MAG’s 44% share $29,179) to Juanicipio, bearing interest at 1 and 6 month SOFR + 2%. Interest recorded by the Company for the nine months ended September 30, 2024 totalling $3,985 (nine months ended September 30, 2023: $6,122) has been included in MAG’s income from its equity accounted investment in Juanicipio.

 

  46

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

During the three and nine months ended September 30, 2024 and 2023, compensation of key management personnel (including directors) was as follows:

 

 

      Three months ended       Nine months ended  
      September 30,       September 30,       September 30,       September 30,  
      2024       2023       2024       2023  
      $       $       $       $  
Salaries and other short term employee benefits     442       704       2,297       1,205  
Share-based payments (non-cash)     730       704       2,254       1,358  
      1,172       1,408       4,551       2,563  

 

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, and consists of its directors, the Chief Executive Officer, the Chief Financial Officer, the Chief Sustainability Officer, and effective January 1, 2024, onwards, the Chief Development Officer.

 

 

21. CRITICAL ACCOUNTING JUDGMENTS, SIGNIFICANT ESTIMATES AND ASSUMPTIONS

 

(a) Significant judgements

 

In preparing the unaudited condensed interim consolidated financial statements of the Company as at September 30, 2024, the Company makes judgments when applying its accounting policies. The judgments that have the most significant effect on the amounts recognized in the Q3 2024 Financial Statements have been set out in Note 5 of the audited consolidated financial statements for the year ended December 31, 2023.

 

(b) Significant estimates

 

The preparation of consolidated financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the amounts reported and disclosed. These estimates are based on management’s knowledge of the relevant facts and circumstances, having regard to previous experience, but actual results may differ materially from the amounts included in the consolidated financial statements. Information about assumptions and other sources of estimating uncertainty that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next 12 months have been set out in Note 5 of the audited consolidated financial statements for the year ended December 31, 2023.

 

 

22. CHANGES IN ACCOUNTING STANDARDS

 

The accounting policies applied in the preparation of the Q3 2024 Financial Statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2023.

 

  47

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

23. CONTROLS AND PROCEDURES

 

The Company has filed certificates signed by the CEO and the CFO that, among other things, report on the design of disclosure controls and procedures and the design of internal controls over financial reporting as at September 30, 2024.

 

Disclosure Controls and Procedures

 

Disclosure controls and procedures have been designed to provide reasonable assurance that all relevant information required to be disclosed by the Company is accumulated and communicated to senior management as appropriate and recorded, processed, summarized and reported to allow timely decisions with respect to required disclosure, including in its annual filings, interim filings or other reports filed or submitted by it under securities legislation.

 

Internal Control Over Financial Reporting

 

MAG Silver also maintains a system of internal controls over financial reporting, as defined by National Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings in order to provide reasonable assurance that assets are safeguarded and financial information is accurate and reliable and in accordance with IFRS. The Company retains a third-party specialist annually to assist in the assessment of its internal control procedures. The Board approves the financial statements and MD&A before they are publicly filed and ensures that management discharges its financial responsibilities. The unaudited condensed interim consolidated financial statements and MD&A for the three months and nine months ended September 30, 2024 were approved by the Board on November 8, 2024. The Board’s review is accomplished principally through the Audit Committee, which is composed of independent non-executive directors. The Audit Committee meets periodically with management and auditors to review financial reporting and control matters.

 

The Company’s management, including the CEO and CFO, believe that any internal controls over financial reporting and disclosure controls and procedures, no matter how well designed, can have inherent limitations. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Therefore, even those systems determined to be effective can provide only reasonable (not absolute) assurance that the objectives of the control system are met and as such, misstatements due to error or fraud may occur and not be detected. The CEO and CFO have designed the Company’s internal control over financial reporting as of September 30, 2024 based on the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS.

 

There have been no changes in internal controls over financial reporting during the three months ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, MAG’s internal control over financial reporting.

 

  48

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

24. ADDITIONAL INFORMATION

 

Additional information on the Company, including the Company’s most recent Annual Information Form is available for viewing under MAG’s profile on the SEDAR+ at www.sedarplus.ca and on SEC’s EDGAR website at www.sec.gov.

 

 

25. CAUTIONARY STATEMENTS

 

Cautionary Note Regarding Forward-Looking Statements

 

Certain information contained in this MD&A, including any information relating to MAG’s future oriented financial information, are “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and United States securities legislation (collectively herein referred as “forward-looking statements”), including the “safe harbour” provisions of provincial securities legislation, the U.S. Private Securities Litigation Reform Act of 1995, Section 21E of the U.S. Securities Exchange Act of 1934, as amended and Section 27A of the U.S. Securities Act. Such forward-looking statements include, but are not limited to:

· statements that address maintaining the nameplate 4,000 tpd milling rate at Juanicipio;
· statements that address our expectations regarding exploration and drilling;
· statements regarding production expectations and nameplate;
· statements regarding the expected use of the Credit Facility;
· statements regarding the NCIB and any future purchases to be made thereunder;
· statements regarding the remaining Flow-Through Share premium liability;
· statements regarding the Final Shelf Prospectus;
· statements regarding the Apollo Option and activities at Cinco;
· statements regarding additional information from future drill programs;
· estimated project economics, including but not limited to, plant or mill recoveries, metals produced, metal grades, metals sold, underground mining rates;
· the estimation of Mineral Resources;
· estimated future exploration and development operations and corresponding expenditures and other expenses for specific operations;
· the anticipated impact on the Company’s business and operations from the re-allocation of proceeds received from the Company’s recent public offerings;
· expectations and estimates regarding use of proceeds;
· the expected capital, sustaining capital and working capital requirements at Juanicipio, including the potential for additional cash calls;
· production rates, payback time, capital and operating and other costs, internal rate of return, anticipated life of mine, and mine plan;
· the effects on the Company as a result of shifts in the price and market of silver;
· mining methodology expectations;
· distinctly different mineralization styles expectations;
· expected upside from additional exploration;
· expected results from Deer Trail Project and Carissa zones drilling;
· expected results from Larder Project at the Fernland, Cheminis, Bear, Swansea, Long Conglomerate, Kir Vit, and Twist zones and other regional targets;

 

  49

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

· expected capital requirements and sources of funding;
· the effects of First Nations and other forms of community resistance on mining operations;
· the Company’s ability to repatriate capital form the Juanicipio Mine, obtain financing through the joint venturing of projects and raise additional debt, equity or other sources of financing;
· the Company’s participation in equity investments;
· statements regarding legal challenges to the amended Federal Mining Law;
· statements regarding the Company’s ability to meet business objectives and milestones;
· statements regarding the 2023 sustainability report, including the contents therein; and
· other future events or developments.

 

When used in this MD&A, any statements that express or involve discussions with respect to predictions, beliefs, plans, projections, objectives, assumptions or future events of performance (often but not always using words or phrases such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan”, “strategy”, “goals”, “objectives”, “project”, “potential” or variations thereof or stating that certain actions, events, or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions), as they relate to the Company or management, are intended to identify forward-looking statements. Such statements reflect the Company’s current views with respect to future events and are subject to certain known and unknown risks, uncertainties and assumptions.

 

Forward-looking statements are necessarily based upon estimates and assumptions, which are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control and many of which, regarding future business decisions, are subject to change. Assumptions underlying the Company’s expectations regarding forward-looking statements contained in this MD&A include, among others: MAG’s ability to carry on its various exploration and development activities including project development timelines, the timely receipt of required approvals and permits, the price of the minerals produced, the costs of operating, exploration and development expenditures, the impact on operations of the Mexican tax regime and proposed amendments to applicable Mexican legislation, including the Federal Mining Law, MAG’s ability to obtain adequate financing, and outbreaks or threat of an outbreak of a virus or other contagions or epidemic disease will be adequately responded to locally, nationally, regionally and internationally.

 

Although MAG believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and many factors could cause actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements including amongst others: commodities prices; changes in expected mineral production performance; unexpected increases in capital costs or cost overruns; exploitation and exploration results; continued availability of capital and financing; general economic, market or business conditions; risks relating to the Company’s business operations; risks relating to the financing of the Company’s business operations; risks related to the Company’s ability to comply with restrictive covenants and maintain financial covenants pursuant to the terms of the Credit Facility; the expected use of the Credit Facility; risks relating to the development of Juanicipio and the minority interest investment in the same; risks relating to the Company’s property titles; risks related to receipt of required regulatory approvals; pandemic risks; supply chain constraints and general costs escalation in the current inflationary environment heightened by the invasion of Ukraine by Russia and the events relating to the Israel-Hamas war; risks relating to the Company’s financial and other instruments; operational risk; environmental risk; political risk; currency risk; market risk; capital cost inflation risk; risk relating to construction delays; the risk that data is incomplete or inaccurate; the risks relating to the limitations and assumptions within drilling, engineering and socio-economic studies relied upon in preparing economic assessments and estimates, including the Technical Report; as well as those risks more particularly described under the heading “Risk Factors” in the Company’s Annual Information Form available under the Company’s profile on SEDAR+ at www.sedarplus.ca. 

 

  50

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements. The Company’s forward-looking statements are based on the beliefs, expectations and opinions of management on the date the statements are made and, other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements if circumstances or management’s beliefs, expectations or opinions should change. For the reasons set forth above, investors should not attribute undue certainty to or place undue reliance on forward-looking statements.

 

Cautionary Note for United States Investors

 

Unless otherwise indicated, technical disclosure regarding the Company’s properties included or incorporated by reference herein, including all Mineral Resource estimates contained in such technical disclosure has been prepared in accordance with the requirements of NI 43-101 and the CIM Definition Standards. NI 43-101 is an instrument developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects.

 

Canadian standards, including NI 43-101, differ significantly from the disclosure requirements of the SEC under subpart 1300 of Regulation S-K (the “SEC Modernization Rules”). The Company is not required to provide disclosure on its mineral properties under the SEC Modernization Rules and provides disclosure under NI 43-101 and the CIM Definition Standards. Accordingly, information contained in this MD&A, or the documents incorporated by reference herein, may differ significantly from the information that would be disclosed had the Company prepared the Mineral Resource estimates under the standards adopted under the SEC Modernization Rules.

 

Cautionary Note to Investors Concerning Estimates of Mineral Resources

 

“Inferred Mineral Resources” are Mineral Resources for which quantity and grade or quality are estimated based on limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade or quality continuity. “Inferred Mineral Resources” are based on limited information and have a great amount of uncertainty as to their existence and great uncertainty as to their economic and legal feasibility, although it is reasonably expected that the majority of “Inferred Mineral Resources” could be upgraded to “Indicated Mineral Resources” with continued exploration.

 

  51

MAG SILVER CORP.

Management’s Discussion & Analysis

For the three and nine months ended September 30, 2024

(expressed in thousands of US dollars except as otherwise noted)

 

Under Canadian rules, estimates of Inferred Mineral Resources are considered too speculative geologically to have the economic considerations applied to them to enable them to be categorized as Mineral Resources and, accordingly, may not form the basis of feasibility or pre-feasibility studies, or economic studies except for a Preliminary Economic Assessment as defined under NI 43-101. Indicated and Inferred Mineral Resources that are not Mineral Resources do not have demonstrated economic viability.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

52

 

EX-99.3 4 exh_993.htm EXHIBIT 99.3

Exhibit 99.3

 

Form 52-109F2
Certification of Interim Filings
Full Certificate

 

 

 

I, George Paspalas, President and Chief Executive Officer of MAG Silver Corp., certify the following:

 

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of MAG Silver Corp. (the “issuer”) for the interim period ended September 30, 2024.

 

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 (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

5.2 ICFR – material weakness relating to design: N/A

 

5.3 Limitation on scope of design: N/A

 

  2  

 

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 July 1, 2024 and ended on September 30, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date:  November 12, 2024

 

 

 

/s/ George Paspalas

 

George Paspalas
President and Chief Executive Officer

 

 

 

 

 

 

EX-99.4 5 exh_994.htm EXHIBIT 99.4

Exhibit 99.4

 

Form 52-109F2
Certification of Interim Filings
Full Certificate

 

 

 

I, Fausto Di Trapani, Chief Financial Officer of MAG Silver Corp., certify the following:

 

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of MAG Silver Corp. (the “issuer”) for the interim period ended September 30, 2024.

 

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 (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

5.2 ICFR – material weakness relating to design: N/A

 

5.3 Limitation on scope of design: N/A

 

  2  

 

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 July 1, 2024 and ended on September 30, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date:  November 12, 2024

 

 

 

/s/ Fausto Di Trapani

 

Fausto Di Trapani
Chief Financial Officer