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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

 

May, 2023

 

Commission File Number: 001-35254

 

AVINO SILVER & GOLD MINES LTD.

 

Suite 900, 570 Granville Street, Vancouver, BC V6C 3P1

(Address of principal executive offices)

 

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

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ☐   No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 






  

Exhibits:

 

99.1

Consolidated Financial Statements For the three months ended March 31, 2023 and 2022

99.2

Management Discussion and Analysis

 

 

99.3

CEO Certification

 

 

99.4

CFO Certification

 

 

2

 

  

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

AVINO SILVER & GOLD MINES LTD.

(Registrant)

 

 

Date: May 10, 2023

By:

/s/ Jennifer Trevitt

Jennifer Trevitt

Corporate Secretary

 

 

3

  EXHIBIT 99.1

 

avino_ex991img2.jpg

   

AVINO SILVER & GOLD MINES LTD.

 

Condensed Consolidated Interim Financial Statements

 

For the three months ended March 31, 2023 and 2022

 

(Unaudited)

 

 
- 1 -

 

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Financial Position - Unaudited

(Expressed in thousands of US dollars)

 

 

Note

 

March 31,

2023

 

 

December 31,

2022

 

ASSETS

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash

 

 

$ 2,697

 

 

$ 11,245

 

Amounts receivable

 

 

 

2,015

 

 

 

2,672

 

Taxes recoverable

5

 

 

4,363

 

 

 

3,737

 

Prepaid expenses and other assets

 

 

 

1,689

 

 

 

1,671

 

Inventory

 6

 

 

7,670

 

 

 

6,260

 

Total current assets

 

 

 

18,434

 

 

 

25,585

 

Exploration and evaluation assets

 8

 

 

50,094

 

 

 

49,804

 

Plant, equipment and mining properties

 10

 

 

48,608

 

 

 

44,056

 

Long-term investments

 7

 

 

1,466

 

 

 

1,746

 

Other assets

 

 

 

4

 

 

 

5

 

Total assets

 

 

$ 118,606

 

 

$ 121,196

 

LIABILITIES

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

$ 10,922

 

 

$ 9,469

 

Amounts due to related parties

 11(b)

 

 

67

 

 

 

28

 

Taxes payable

 

 

 

28

 

 

 

895

 

Note payable

 12

 

 

-

 

 

 

4,926

 

Warrant liability

 

 

 

771

 

 

 

475

 

Current portion of equipment loans

 13

 

 

165

 

 

 

-

 

Current portion of finance lease obligations

 

 

 

1,372

 

 

 

971

 

Total current liabilities

 

 

 

13,325

 

 

 

16,764

 

Equipment loans

 

 

 

316

 

 

 

-

 

Finance lease obligations

 

 

 

1,306

 

 

 

745

 

Reclamation provision

 14

 

 

505

 

 

 

445

 

Deferred income tax liabilities

 

 

 

5,207

 

 

 

5,221

 

Total liabilities

 

 

 

20,659

 

 

 

23,175

 

EQUITY

 

 

 

 

 

 

 

 

 

Share capital

 15

 

 

146,229

 

 

 

145,515

 

Equity reserves

 

 

 

9,679

 

 

 

9,852

 

Treasury shares (14,180 shares, at cost)

 

 

 

(97 )

 

 

(97 )

Accumulated other comprehensive loss

 

 

 

(5,486 )

 

 

(5,223 )

Accumulated deficit

 

 

 

(52,378 )

 

 

(52,026 )

Total equity

 

 

 

97,947

 

 

 

98,021

 

Total liabilities and equity

 

 

$ 118,606

 

 

$ 121,196

 

 

Commitments – Note 18

  

Approved by the Board of Directors on May 10, 2023:

 

 

Peter Bojtos

 

Director 

David Wolfin

 

Director

 

The accompanying notes are an integral part of the condensed consolidated interim financial statements

 

 
- 2 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Operations and Comprehensive Income (Loss)

(Expressed in thousands of US dollars, except per share amounts - Unaudited)

 

INCOME STATEMENT

 

 

Note

 

Three months ended

March 31,

 

 

 

 

2023

 

 

2022

 

Revenue from mining operations

 16

 

$ 9,825

 

 

$ 11,050

 

Cost of sales

 16

 

 

7,974

 

 

 

6,306

 

Mine operating income

 

 

 

1,851

 

 

 

4,744

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

General and administrative expenses

 17

 

 

1,184

 

 

 

1,116

 

Share-based payments

 15

 

 

339

 

 

 

200

 

Income before other items

 

 

 

328

 

 

 

3,428

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

Interest and other income (loss)

 

 

 

209

 

 

 

(7 )

Loss on long-term investments

 

 

 

(319 )

 

 

(686 )

Fair value adjustment on warrant liability

 13

 

 

(293 )

 

 

233

 

Unrealized foreign exchange loss

 

 

 

(136 )

 

 

(605 )

Project evaluation expenses

 

 

 

-

 

 

 

(81 )

Finance cost

 

 

 

(74 )

 

 

(13 )

Accretion of reclamation provision

 14

 

 

(11 )

 

 

(10 )

Interest expense

 

 

 

(45 )

 

 

(21 )

Income (loss) before income taxes

 

 

 

(341 )

 

 

2,238

 

 

 

 

 

 

 

 

 

 

 

Income taxes:

 

 

 

 

 

 

 

 

 

Current income tax expense

 

 

 

(25 )

 

 

(140 )

Deferred income tax recovery (expense)

 

 

 

14

 

 

 

(1,452 )

Income tax expense

 

 

 

(11 )

 

 

(1,592 )

Net income (loss)

 

 

 

(352 )

 

 

646

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

Currency translation differences

 

 

 

(263 )

 

 

357

 

Total comprehensive income (loss)

 

 

$ (615 )

 

$ 1,003

 

Income (loss) per share

 15(e)

 

 

 

 

 

 

 

 

Basic

 

 

$ (0.00 )

 

$ 0.01

 

Diluted

 

 

$ (0.00 )

 

$ 0.01

 

Weighted average number of common shares outstanding

 15(e)

 

 

 

 

 

 

 

 

Basic

 

 

 

118,572,700

 

 

 

103,819,481

 

Diluted

 

 

 

122,602,929

 

 

 

107,234,957

 

 

 The accompanying notes are an integral part of the condensed consolidated interim financial statements

 

 
- 3 -

 

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Changes in Equity

(Expressed in thousands of US dollars - Unaudited)

 

EQUITY STATEMENT

 

 

Note

 

Number of Common Shares

 

 

Share Capital Amount

 

 

Equity Reserves

 

 

Treasury Shares

 

 

Accumulated Other Comprehensive Income (Loss)

 

 

Accumulated Deficit

 

 

Total  Equity

 

Balance, January 1, 2022

 

 

 

102,243,211

 

 

$ 129,953

 

 

$ 9,573

 

 

$ (97 )

 

$ (4,969 )

 

$ (55,953 )

 

$ 78,507

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercise of options

 

 

 

48,000

 

 

 

46

 

 

 

(15 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

31

 

Common shares issued for acquisition of La Preciosa

 

 

 

14,000,000

 

 

 

13,650

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

13,650

 

Share-based payments

 

 

 

-

 

 

 

-

 

 

 

200

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

200

 

Net income for the period

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

646

 

 

 

646

 

Currency translation differences

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

357

 

 

 

-

 

 

 

357

 

Balance, March 31, 2022

 

 

 

116,291,211

 

 

$ 143,649

 

 

$ 9,758

 

 

$ (97 )

 

$ (4,612 )

 

$ (55,307 )

 

$ 93,391

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2023

 

 

 

118,349,090

 

 

$ 145,515

 

 

$ 9,852

 

 

$ (97 )

 

$ (5,223 )

 

$ (52,026 )

 

$ 98,021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At the market issuances

 15

 

 

253,700

 

 

 

207

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

207

 

Carrying value of RSUs exercised

 15

 

 

592,667

 

 

 

512

 

 

 

(512 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Issuance costs

 15

 

 

-

 

 

 

(5 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(5 )

Share-based payments

 15

 

 

-

 

 

 

-

 

 

 

339

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

339

 

Net loss for the period

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(352 )

 

 

(352 )

Currency translation differences

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(263 )

 

 

-

 

 

 

(263 )

Balance, March 31, 2023

 

 

 

119,195,457

 

 

$ 146,229

 

 

$ 9,679

 

 

$ (97 )

 

$ (5,486 )

 

$ (52,378 )

 

$ 97,947

 

 

 The accompanying notes are an integral part of the condensed consolidated interim financial statements

 

 
- 4 -

 

  

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Cash Flows

(Expressed in thousands of US dollars - Unaudited)

 

 

Note

 

Three months ended

March 31,

 

 

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

Cash generated by (used in):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Activities

 

 

 

 

 

 

 

Net income (loss)

 

 

$ (352 )

 

$ 646

 

Adjustments for non-cash items:

 

 

 

 

 

 

 

 

 

Deferred income tax recovery

 

 

 

(14 )

 

 

1,452

 

Depreciation and depletion

 

 

 

705

 

 

 

490

 

Accretion of reclamation provision

 

 

 

11

 

 

 

10

 

Loss on investments

 

 

 

319

 

 

 

686

 

Unrealized foreign exchange loss (gain)

 

 

 

(161 )

 

 

392

 

Unwinding of fair value adjustment

 

 

 

74

 

 

 

9

 

Fair value adjustment on warrant liability

 

 

 

293

 

 

 

(233 )

Share-based payments

 

 

 

339

 

 

 

200

 

 

 

 

 

1,214

 

 

 

3,652

 

 

 

 

 

 

 

 

 

 

 

Net change in non-cash working capital items

 19

 

 

(766 )

 

 

(202 )

Cash provided by operating activities

 

 

 

448

 

 

 

3,450

 

 

 

 

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

 

 

Shares and units issued for cash, net of issuance costs

 

 

 

202

 

 

 

30

 

Finance lease payments

 

 

 

(280 )

 

 

(320 )

Equipment loan payments

 

 

 

(88 )

 

 

-

 

Cash used in financing activities

 

 

 

(166 )

 

 

(290 )

 

 

 

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

 

 

 

Exploration and evaluation expenditures

 

 

 

389 )

 

 

(85 )

Additions to plant, equipment and mining properties

 

 

 

(3,450 )

 

 

853 )

Acquisition of La Preciosa

 4,12

 

 

(5,000 )

 

 

(15,308 )

Cash used in investing activities

 

 

 

(8,839 )

 

 

(16,246 )

 

 

 

 

 

 

 

 

 

 

Change in cash

 

 

 

(8,557 )

 

 

(13,086 )

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

 

9

 

 

 

7

 

 

 

 

 

 

 

 

 

 

 

Cash, Beginning

 

 

 

11,245

 

 

 

24,765

 

 

 

 

 

 

 

 

 

 

 

Cash, Ending

 

 

$ 2,697

 

 

$ 11,686

 

 

Supplementary Cash Flow Information (Note 19)

 

 The accompanying notes are an integral part of the condensed consolidated interim financial statements

 

 
- 5 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

1.

NATURE OF OPERATIONS

 

Avino Silver & Gold Mines Ltd. (the “Company” or “Avino”) was incorporated in 1968 under the laws of the Province of British Columbia, Canada. The Company is engaged in the production and sale of silver, gold, and copper and the acquisition, exploration, and advancement of mineral properties.

 

The Company’s head office and principal place of business is Suite 900, 570 Granville Street, Vancouver, BC, Canada. The Company is a reporting issuer in Canada and the United States, and trades on the Toronto Stock Exchange (“TSX”), the NYSE American, and the Frankfurt and Berlin Stock Exchanges.

 

The Company operates the Avino Mine which produces copper, silver and gold at the historic Avino property in the state of Durango, Mexico. The Company also holds 100% interest in Proyectos Mineros La Preciosa S.A. de C.V . (“La Preciosa”), a Mexican corporation which owns the La Preciosa Property. The Company also owns interests in mineral properties located in British Columbia and Yukon, Canada.

 

2.

BASIS OF PRESENTATION

 

Statement of Compliance

 

These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 – Interim Financial Reporting under International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”). These unaudited condensed consolidated interim financial statements follow the same accounting policies and methods of application as the most recent annual audited consolidated financial statements of the Company. These unaudited condensed consolidated interim financial statements do not contain all of the information required for full annual consolidated financial statements. Accordingly, these unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s December 31, 2022, annual consolidated financial statements, which were prepared in accordance with IFRS as issued by the IASB.

 

These unaudited condensed consolidated interim financial statements are expressed in US dollars and have been prepared on a historical cost basis except for financial instruments that have been measured at fair value.  In addition, these unaudited condensed consolidated interim financial statements have been prepared using the accrual basis of accounting on a going concern basis. The accounting policies set out in the December 31, 2022, annual consolidated financial statements are applied consistently to all periods presented in these unaudited condensed consolidated interim financial statements as if the policies have always been in effect.

 

Significant Accounting Judgments and Estimates

 

The Company’s management makes judgments in its process of applying the Company’s accounting policies to the preparation of its unaudited condensed consolidated interim financial statements. In addition, the preparation of financial data requires that the Company’s management make assumptions and estimates of the impacts on the carrying amounts of the Company’s assets and liabilities at the end of the reporting period from uncertain future events and on the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates as the estimation process is inherently uncertain. Estimates are reviewed on an ongoing basis based on historical experience and other factors that are considered to be relevant under the circumstances. Revisions to estimates and the resulting impacts on the carrying amounts of the Company’s assets and liabilities are accounted for prospectively.

 

The critical judgments and estimates applied in the preparation of the Company’s unaudited condensed consolidated interim financial statements for the three months ended March 31, 2023, are consistent with those applied and disclosed in Note 2 to the Company’s audited consolidated financial statements for the year ended December 31, 2022.

 

 
- 6 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

Basis of Consolidation

 

The unaudited condensed consolidated interim financial statements include the accounts of the Company and its Mexican subsidiaries as follows:

 

Subsidiary

 

Ownership Interest

 

Jurisdiction

 

Nature of Operations

Oniva Silver and Gold Mines S.A. de C.V.

 

100%

 

Mexico

 

Mexican operations and administration

 

 

 

 

 

 

 

Nueva Vizcaya Mining, S.A. de C.V.

 

100%

 

Mexico

 

Mexican administration

 

 

 

 

 

 

 

Promotora Avino, S.A. de C.V. (“Promotora”)

 

79.09%

 

Mexico

 

Holding company

 

 

 

 

 

 

 

Compañía Minera Mexicana de

Avino, S.A. de C.V.

(“Avino Mexico”)

 

98.45% direct

1.22% indirect (Promotora)

99.67% effective

 

Mexico

 

Mining and exploration

 

 

 

 

 

 

 

La Luna Silver & Gold Mines Ltd.

 

100%

 

Canada

 

Holding company

 

 

 

 

 

 

 

La Preciosa Silver & Gold Mines Ltd.

 

100%

 

Canada

 

Holding company

 

 

 

 

 

 

 

Proyectos Mineros La Preciosa S.A. de C.V.

 

100%

 

Mexico

 

Mining and exploration

 

 

 

 

 

 

 

Cervantes LLP

 

100%

 

U.S.

 

Holding company

 

Intercompany balances and transactions, including unrealized income and expenses arising from intercompany transactions, are eliminated in preparing the unaudited condensed consolidated interim financial statements.

 

3.

RECENT ACCOUNTING PRONOUNCEMENTS

 

Future Changes in Accounting Policies Not Yet Effective as at March 31, 2023:

 

Certain new accounting standards and interpretations have been published that are not mandatory for the current period and have not been early adopted. These standards are not expected to have a material impact on the Company in the current or future reporting periods.

 

 
- 7 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

4.

ACQUISITION OF LA PRECIOSA

 

On March 21, 2022, the Company closed the acquisition with Coeur Mining Inc. (“Coeur”) of all of the issued and outstanding shares of Proyectos Mineros La Preciosa S.A de C.V, a Mexican corporation, and Cervantes LLC, a Delaware LLC, that together hold the La Preciosa property in Mexico (“La Preciosa”).

 

Total consideration paid to Coeur was comprised of:

 

 

a)

Cash consideration of $15.3 million paid;

 

b)

A promissory note for $5 million in favour of Coeur, payable without interest on or before March 21, 2023;

 

c)

14,000,000 common shares of Avino, with a value of 13.65 million on issuance;

 

d)

7,000,000 share purchase warrants with a total value at $2.24 million exercisable at $1.09 per share until September 21, 2023, representing a 25% premium to Avino’s 20-day volume weighted average trading price as of October 26, 2021;

 

Additionally, Avino issued the following consideration for which payment is contingent on a future event and due to acquisition date uncertainty these are valued at Nil. A liability for these contingent payments will be recognized when related activity and events occur.

 

 

e)

An additional cash payment of $8.75 million, to be paid no later than 12 months after initial production at La Preciosa, up to one-half of which may be paid in common shares of Avino (provided Coeur’s total shareholdings cannot exceed 19.9% of the Company’s total issued and outstanding shares);

 

f)

A 1.25% net smelter returns royalty on the Gloria and Abundancia areas of La Preciosa, and a 2.00% gross value royalty on all other areas of La Preciosa; and

 

g)

A payment of $0.25 per silver equivalent ounce (subject to inflationary adjustment) of new mineral reserves (as defined by NI 43-101) discovered and declared outside of the current mineral resource area at La Preciosa, subject to a cap of $50 million, and any such payments will be credited against any existing or future payments owing on the gross value royalty.

 

The transaction has been accounted for as an asset acquisition as La Preciosa is in the exploration and evaluation stage and had not demonstrated technical feasibility, commercial viability, or the ability to provide economic benefits. La Preciosa did not have the workforce, resources and/or reserves, mine plan, or financial resources to the meet the definition of a business for accounting purposes.

 

 
- 8 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

The purchase consideration has been assigned based on the relative fair values of the assets acquired and liabilities assumed and is summarized as follows:

 

Cash paid

 

$ 15,301

 

Note payable

 

 

4,665

 

Common shares

 

 

14,630

 

Share purchase warrants

 

 

2,240

 

Total purchase consideration

 

 

36,836

 

Transaction costs

 

 

270

 

Total acquisition cost

 

$ 37,106

 

 

 

 

 

 

Cash

 

$ 168

 

Other current assets

 

 

471

 

Plant and equipment

 

 

1,621

 

Exploration and evaluation assets

 

 

37,618

 

Accounts payable

 

 

(2,772 )

Net assets acquired

 

$ 37,106

 

 

5.

TAXES RECOVERABLE

 

The Company’s taxes recoverable consist of the Mexican I.V.A. (“VAT”) and income taxes recoverable and Canadian sales taxes (“GST/HST”) recoverable.

 

 

 

March 31,

2023

 

 

December 31,

2022

 

VAT recoverable

 

$ 1,826

 

 

$ 1,385

 

GST recoverable

 

 

39

 

 

 

25

 

Income taxes recoverable

 

 

2,498

 

 

 

2,327

 

 

 

$ 4,363

 

 

$ 3,737

 

 

6.

INVENTORY

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Process material stockpiles

 

$ 2,662

 

 

$ 2,788

 

Concentrate inventory

 

 

2,654

 

 

 

1,617

 

Materials and supplies

 

 

2,354

 

 

 

1,855

 

 

 

$ 7,670

 

 

$ 6,260

 

 

The amount of inventory recognized as an expense for the three months ended March 31, 2023 totalled $7,794 (March 31, 2022 – $6,598). See Note 16 for further details.

 

 
- 9 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

7.

LONG-TERM INVESTMENTS

 

The Company classifies its long-term investments as designated at fair value through profit and loss under IFRS 9. Long-term investments are summarized as follows:

 

For the three months ended March 31, 2023:

 

 

 

Fair Value

January 1,

 

 

 

 

 

Movements in foreign

 

 

Fair value adjustments

 

 

Fair Value

March 31,

 

 

 

2023

 

 

Net Additions

 

 

exchange

 

 

for the period

 

 

2023

 

Talisker Resources Common Shares

 

$ 1,640

 

 

$ -

 

 

$ 2

 

 

$ (293 )

 

$ 1,349

 

Silver Wolf Exploration Ltd. Common Shares

 

 

51

 

 

 

41

 

 

 

(3 )

 

 

(10 )

 

 

79

 

Endurance Gold Corp

 

 

55

 

 

 

-

 

 

 

(1 )

 

 

(16 )

 

 

38

 

 

 

$ 1,746

 

 

$ 41

 

 

$ (2 )

 

$ (319 )

 

$ 1,466

 

 

Silver Wolf Exploration Ltd

 

During the three months ended March 31, 2023, the Company received 500,000 common shares as part of the terms in the Option Agreement with Silver Wolf Exploration Ltd.. Upon acquisition, the fair value of these common shares and share purchase warrants were recorded as “Option Income” as a credit to exploration and evaluation assets (see Note 8). Any subsequent revaluation under IFRS 9 at fair value through profit and loss will be recorded as a gain or loss on long-term investments.

 

For the year ended December 31, 2022:

 

 

 

Fair Value

January 1,

 

 

 

 

 

Movements in foreign

 

 

Fair value adjustments

 

 

Fair Value

December 31,

 

 

 

2022

 

 

Net Additions

 

 

Exchange

 

 

for the period

 

 

2022

 

Talisker Resources Common Shares

 

$ 3,880

 

 

$ -

 

 

$ (134 )

 

$ (2,106 )

 

$ 1,640

 

Silver Wolf Exploration Ltd. Common Shares

 

 

59

 

 

 

30

 

 

 

(35 )

 

 

(3 )

 

 

51

 

Endurance Gold Corp

 

 

-

 

 

 

53

 

 

 

(4 )

 

 

6

 

 

 

55

 

 

 

$ 3,939

 

 

$ 83

 

 

$ (173 )

 

$ (2,103 )

 

$ 1,746

 

 

During the year ended December 31, 2022, the Company received 250,000 common shares as part of the terms in the Option Agreement with Silver Wolf Exploration Ltd. Upon acquisition, the fair value of these common shares and share purchase warrants were recorded as “Option Income” as a credit to exploration and evaluation assets (see Note 8). Any subsequent revaluation under IFRS 9 at fair value through profit and loss will be recorded as a gain or loss on long-term investments.

 

Endurance Gold Corp.

 

During the year ended December 31, 2022, the Company received 200,000 common shares as part of the terms of the Option Agreement with Endurance Gold Corp. Upon acquisition, the fair value of these common shares were recorded as “Other Income” on the statement of profit and loss. Any subsequent revaluation under IFRS 9 at fair value through profit and loss will be recorded as a gain or loss on long-term investments. See Note 8 for full details of the Option Agreement.

 

 
- 10 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

8.

EXPLORATION AND EVALUATION ASSETS

 

The Company has accumulated the following acquisition, exploration and evaluation costs which are not subject to depletion:

 

 

 

Avino,

 Mexico

 

 

La Preciosa,

Mexico

 

 

British Columbia & Yukon, Canada

 

 

Total

 

Balance, January 1, 2022

 

$ 11,052

 

 

$ -

 

 

$ 1

 

 

$ 11,053

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs incurred during 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition costs – Note 4

 

 

-

 

 

 

37,618

 

 

 

-

 

 

 

37,618

 

Drilling and exploration

 

 

719

 

 

 

296

 

 

 

-

 

 

 

1,015

 

Assessments and taxes

 

 

94

 

 

 

61

 

 

 

-

 

 

 

155

 

Effect of movements in exchange rates

 

 

(30 )

 

 

-

 

 

 

-

 

 

 

(30 )

Option income – Note 9(a)(ii)

 

 

(7 )

 

 

-

 

 

 

-

 

 

 

(7 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2022

 

$ 11,828

 

 

$ 37,975

 

 

$ 1

 

 

$ 49,804

 

Costs incurred during 2023:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Drilling and exploration

 

 

168

 

 

 

183

 

 

 

-

 

 

 

351

 

Assessments and taxes

 

 

56

 

 

 

23

 

 

 

-

 

 

 

79

 

Effect of movements in exchange rates

 

 

10

 

 

 

(109 )

 

 

-

 

 

 

(99 )

Option income – Note 9(a)(ii)

 

 

(41 )

 

 

-

 

 

 

-

 

 

 

(41 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2023

 

$ 12,021

 

 

$ 38,072

 

 

$ 1

 

 

$ 50,094

 

 

 

(a)

Avino, Mexico

 

Option Agreement – Silver Wolf Exploration Ltd. (formerly Gray Rock Resources Ltd.) (“Silver Wolf”)

 

On March 11, 2021, the Company was informed that Silver Wolf received TSX Venture Exchange approval on the previously-announced entrance into an option agreement to grant Silver Wolf the exclusive right to acquire a 100% interest in the Ana Maria and El Laberinto properties in Mexico (the “Option Agreement”). In exchange, Avino received Silver Wolf share purchase warrants to acquire 300,000 common shares of Silver Wolf at an exercise price of C$0.20 per share for a period of 36 months from the date of the TSX Venture Exchange’s final acceptance of the Option Agreement (the “Approval Date”). In order to exercise the option, Silver Wolf will:

 

1. Issue to Avino a total of C$600 in cash or common shares of Silver Wolf as follows:

 

 

a.

C$50 in common shares of Silver Wolf within 30 days of March 8, 2021 (received on March 26, 2021 – see Note 7 for details);

 

b.

A further C$50 in cash or shares of Silver Wolf at Avino’s discretion on or before March 8, 2022 (received on March 30, 2022 – See Note 7 for details);

 

c.

A further C$100 in cash or shares of Silver Wolf at Avino’s discretion on or before March 8, 2023 (received on March 13, 2023 – See Note 7 for details);

 

d.

A further C$200 in cash or shares of Silver Wolf at Avino’s discretion on or before March 8, 2024; and

 

e.

A further C$200 in cash or shares of Silver Wolf at Avino’s discretion on or before March 8, 2025; and

 

 
- 11 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

2. Incur a total of C$750 in exploration expenditures on the properties, as follows:

 

 

a.

C$50 on or before March 8, 2022;

 

b.

A further C$100 on or before March 8, 2023; and

 

c.

A further C$600 on or before March 8, 2025.

 

All exploration expenditure requirements on the properties have been met as of March 31, 2023

 

Under the Option Agreement, all share issuances will be based on the average volume weighted trading price of Silver Wolf’s shares on the TSX Venture Exchange for the ten (10) trading days immediately preceding the date of issuance of the shares, and the shares will be subject to resale restrictions under applicable securities legislation for 4 months and a day from their date of issue.

 

The Option Agreement between the Company and Silver Wolf is considered a related party transaction as the two companies have directors in common.

 

Unification La Platosa properties

 

The Unification La Platosa properties, consisting of three leased concessions in addition to the leased concession described in note (i) above, are situated within the Avino mine area property near the towns of Panuco de Coronado and San Jose de Avino and surrounding the Avino Mine.

 

In February 2012, the Company’s wholly-owned Mexican subsidiary entered into a new agreement with Minerales de Avino, S.A. de C.V. (“Minerales”) whereby Minerales has indirectly granted to the Company the exclusive right to explore and mine the La Platosa property known as the “ET zone”. The ET zone includes the Avino Mine, where production at levels intended by management was achieved on July 1, 2015.

 

Under the agreement, the Company has obtained the exclusive right to explore and mine the property for an initial period of 15 years, with the option to extend the agreement for another 5 years. In consideration of the granting of these rights, the Company issued 135,189 common shares with a fair value of C$250 during the year ended December 31, 2012.

 

The Company has agreed to pay to Minerales a royalty equal to 3.5% of net smelter returns (“NSR”). In addition, after the start of production, if the minimum monthly processing rate of the mine facilities is less than 15,000 tonnes, then the Company must pay to Minerales a minimum royalty equal to the applicable NSR royalty based on the processing at a monthly rate of 15,000 tonnes.

 

Minerales has also granted to the Company the exclusive right to purchase a 100% interest in the property at any time during the term of the agreement (or any renewal thereof), upon payment of $8 million within 15 days of the Company’s notice of election to acquire the property. The purchase would be subject to a separate purchase agreement for the legal transfer of the property.

 

 

(b)

La Preciosa, Mexico

 

On March 21, 2022, the Company received approval for the closing of the acquisition of the La Preciosa property from Coeur Mining Inc. (“Coeur”). See Note 4 for further details

 

 

(c)

British Columbia & Yukon, Canada

 

Eagle Property - Yukon

 

The Company has a 100% interest in 14 quartz leases located in the Mayo Mining Division of Yukon, Canada, which collectively comprise the Eagle property.

 

During the three months ended March 31, 2023, the Company sold to a subsidiary of Hecla Mining Company (“Hecla”) the Eagle Property for cash consideration of C$250. The claims were transferred on March 28, 2023, and subsequent to March 31, 2023, cash proceeds were received.

 

 
- 12 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

Minto and Olympic-Kelvin properties – British Columbia

 

On May 2, 2022, the Company has granted Endurance Gold Corporation the right to acquire an option to earn 100% ownership of the former Minto Gold Mine, Olympic and Kelvin gold prospects contained within a parcel of crown grant and mineral claims (the “Olympic Claims”).

 

Under the terms of the letter agreement, Endurance can earn a 100% interest in the Olympic Claims if they pay Avino a total cash consideration in the aggregate amount of C$100, issue up to a total of 1,500,000 common shares (“Shares”) of Endurance and incur exploration expenditures in the aggregate amount of C$300; all of which is to be incurred by December 31, 2024. In the event that Endurance earns the 100% interest, the Olympic Claims will be subject to a 2% net smelter return royalty (“NSR”), of which 1% NSR can be purchased by the Endurance for C$750 and the remaining balance of the NSR can be purchased for C$1,000.

 

As part of the final requirement to earn its interest, Endurance agreed to grant to Avino 750,000 share purchase warrants (“Warrants”) by December 31, 2024, that offer Avino the option to purchase additional shares in the Company for a period of three years from the date of issuance. The exercise price of the Warrants will be set at a 25% premium to the 20-day VWAP share price at the issuance date. During the Option, if Endurance is successful in defining a compliant mineral resource of at least 500,000 gold-equivalent ounces on the Olympic Claims then Endurance will be obliged to pay Avino a C$1,000 discovery bonus.

 

The Option agreement is subject to the TSX Venture Exchange acceptance, and any Shares or Warrants to be issued will be subject to a four-month hold period on issuance as per the policies of the TSX Venture Exchange.

 

During the year ended December 31, 2022, Endurance granted 200,000 common shares and paid C$25 as per the terms of the agreement, which required payment upon signing of a letter agreement between the two parties.

 

As of March 31, 2023, Endurance was in compliance with all terms of the Option agreement.

 

9.

NON-CONTROLLING INTEREST

 

At March 31, 2023, the Company had an effective 99.67% (December 31, 2022 - 99.67%) interest in its subsidiary Avino Mexico and the remaining 0.33% (December 31, 2022 - 0.33%) interest represents a non-controlling interest. The accumulated deficit and current period income attributable to the non-controlling interest are insignificant and accordingly have not been recognized in the unaudited condensed consolidated interim financial statements. 

 

 
- 13 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

10.

PLANT, EQUIPMENT AND MINING PROPERTIES

 

 

 

 

Mining

properties

 

 

 

Office equipment, furniture, and fixtures

 

 

 

Computer equipment

 

 

 

Mine machinery and transportation equipment

 

 

 

Mill machinery and processing equipment

 

 

 

Buildings and construction in process

 

 

 

Total

 

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

COST

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2022

 

 

13,038

 

 

 

595

 

 

 

335

 

 

 

14,240

 

 

 

18,613

 

 

 

11,778

 

 

 

58,599

 

Additions / Transfers

 

 

1,649

 

 

 

185

 

 

 

441

 

 

 

2,383

 

 

 

4,781

 

 

 

2,907

 

 

 

12,346

 

Writedowns Effect of movements in

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,692 )

 

 

(100 )

 

 

-

 

 

 

(1,792 )

Effect of movements in exchange rates

 

 

-

 

 

 

(17 )

 

 

(2 )

 

 

(1 )

 

 

-

 

 

 

8

 

 

 

(12 )

Balance at December 31, 2022

 

 

14,687

 

 

 

763

 

 

 

774

 

 

 

14,930

 

 

 

23,294

 

 

 

14,693

 

 

 

69,141

 

Additions / Transfers

 

 

698

 

 

 

46

 

 

 

12

 

 

 

1,998

 

 

 

2,429

 

 

 

62

 

 

 

5,245

 

Effect of movements in exchange rates

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

4

 

 

 

4

 

Balance at March 31, 2023

 

 

15,385

 

 

 

809

 

 

 

786

 

 

 

16,928

 

 

 

25,723

 

 

 

14,759

 

 

 

74,390

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ACCUMULATED DEPLETION AND DEPRECIATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2022

 

 

8,856

 

 

 

294

 

 

 

267

 

 

 

4,944

 

 

 

6,667

 

 

 

1,896

 

 

 

22,924

 

Additions / Transfers

 

 

250

 

 

 

147

 

 

 

331

 

 

 

1,616

 

 

 

146

 

 

 

1,133

 

 

 

3,623

 

Effect of movements in exchange rates

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,382 )

 

 

(80 )

 

 

-

 

 

 

(1,462 )

Balance at December 31, 2022

 

 

9,106

 

 

 

441

 

 

 

598

 

 

 

5,178

 

 

 

6,733

 

 

 

3,029

 

 

 

25,085

 

Additions / Transfers

 

 

85

 

 

 

29

 

 

 

14

 

 

 

24

 

 

 

475

 

 

 

70

 

 

 

697

 

Effect of movements in exchange rates

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Balance at March 31, 2023

 

 

9,191

 

 

 

470

 

 

 

612

 

 

 

5,202

 

 

 

7,208

 

 

 

3,099

 

 

 

25,782

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET BOOK VALUE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At March 31, 2023

 

 

6,194

 

 

 

339

 

 

 

174

 

 

 

11,726

 

 

 

18,515

 

 

 

11,660

 

 

 

48,608

 

At December 31, 2022

 

 

5,581

 

 

 

322

 

 

 

176

 

 

 

9,752

 

 

 

16,561

 

 

 

11,664

 

 

 

44,056

 

At January 1, 2022

 

 

4,182

 

 

 

301

 

 

 

68

 

 

 

9,296

 

 

 

11,946

 

 

 

9,882

 

 

 

35,675

 

 

 
- 14 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

Included in Buildings above are assets under construction of $3,966 as at March 31, 2023 (December 31, 2022 - $3,817) on which no depreciation was charged in the periods then ended. Once the assets are available for use, they will be transferred to the appropriate class of plant, equipment and mining properties.

 

As at March 31, 2023, plant, equipment and mining properties included a net carrying amount of $4,507 (December 31, 2022 - $2,417) for mining equipment and right of use assets under finance lease and equipment loan.

 

11.

RELATED PARTY TRANSACTIONS AND BALANCES

 

All related party transactions are recorded at the exchange amount which is the amount agreed to by the Company and the related party. 

 

 

(a)

Key management personnel

 

The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel for the three months ended March 31, 2023 and 2022 is as follows:

 

 

 

Three months ended

March 31,

 

 

 

2023

 

 

2022

 

Salaries, benefits, and consulting fees

 

$ 284

 

 

$ 439

 

Share‐based payments

 

 

321

 

 

 

157

 

 

 

$ 605

 

 

$ 596

 

 

 

(b)

Amounts due to/from related parties

 

In the normal course of operations the Company transacts with companies related to Avino’s directors or officers. All amounts payable and receivable are non-interest bearing, unsecured and due on demand. The following table summarizes the amounts were due to related parties:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Oniva International Services Corp.

 

$ 100

 

 

$ 100

 

Silver Wolf Exploration Ltd.

 

 

(77 )

 

 

(72 )

Directors Fees

 

 

44

 

 

 

-

 

 

 

$ 67

 

 

$ 28

 

 

For services provided to the Company as President and Chief Executive Officer, the Company pays Intermark Capital Corporation (“ICC”), a company controlled by David Wolfin, the Company’s president and CEO and also a director, for consulting services. For the three months ended March 31, 2023, the Company paid $71 (March 31, 2022 - $126) to ICC.

 

 

(c)

Other related party transactions

 

The Company has a cost sharing agreement with Oniva International Services Corp. (“Oniva”) for office and administration services. Pursuant to the cost sharing agreement, the Company will reimburse Oniva for the Company’s percentage of overhead and corporate expenses and for out-of-pocket expenses incurred on behalf of the Company. David Wolfin, President & CEO, and a director of the Company, is the sole owner of Oniva. The cost sharing agreement may be terminated with one-month notice by either party without penalty.

 

 
- 15 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

The transactions with Oniva during the three months ended March 31, 2023 and 2022 are summarized below:

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Salaries and benefits

 

$ 245

 

 

$ 220

 

Office and miscellaneous

 

 

133

 

 

 

97

 

 

 

$ 378

 

 

$ 317

 

 

12.

NOTE PAYABLE

 

On March 21, 2022, the Company closed the acquisition of the La Preciosa property from Coeur Mining Inc. (see Note 4 for further details). As part of the agreement, the Company issued a promissory note payable of $5 million due on or before March 21, 2023. The present value of $4,665 of the note payable was calculated using a discount interest rate of 6.71%.

 

Prior to March 21, 2023, the Company repaid the promissory note payable in full.

 

The continuity of the note payable is as follows:

 

 

 

March 31,

 

 

December 31,

 

 

 

2023

 

 

2022

 

Balance at beginning of the period

 

$ 4,926

 

 

$ -

 

Additions

 

 

-

 

 

 

4,665

 

Repayments

 

 

(5,000 )

 

 

-

 

Unwinding of fair value adjustment

 

 

74

 

 

 

261

 

Balance at end of the period

 

 

-

 

 

 

4,926

 

Less: Current portion

 

 

-

 

 

 

(4,926 )

Non-current portion

 

$ -

 

 

$ -

 

 

 
- 16 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

13.

WARRANT LIABILITY

 

The Company’s warrant liability arises as a result of the issuance of warrants exercisable in US dollars. As the denomination is different from the Canadian dollar functional currency of the entity issuing the underlying shares, the Company recognizes a derivative liability for these warrants and re-measures the liability at the end of each reporting period using the Black-Scholes model. Changes in respect of the Company’s warrant liability are as follows:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Balance at beginning of the period

 

$ 475

 

 

$ 741

 

Warrants issued

 

 

-

 

 

 

2,240

 

Fair value adjustment

 

 

293

 

 

 

(2,935 )

Effect of movement in exchange rates

 

 

3

 

 

 

(111 )

Balance at end of the period

 

$ 771

 

 

$ 475

 

 

Continuity of warrants during the periods is as follows:

 

 

 

Underlying

Shares

 

 

Weighted Average Exercise Price

 

Warrants outstanding and exercisable, January 1, 2022

 

 

1,950,412

 

 

$ 0.80

 

Granted

 

 

7,000,000

 

 

$ 1.09

 

Warrants outstanding and exercisable, December 31, 2022, and March 31, 2023

 

 

8,950,412

 

 

$ 1.03

 

 

 

 

 

 

All Warrants

Outstanding and Exercisable

 

Expiry Date

 

Exercise Price

per Share

 

 

March 31,

2023

 

 

December 31,

2022

 

September 21, 2023

 

$ 1.09

 

 

 

7,000,000

 

 

 

7,000,000

 

September 25, 2023

 

$ 0.80

 

 

 

1,950,412

 

 

 

1,950,412

 

 

 

 

 

 

 

 

8,950,412

 

 

 

8,950,412

 

 

As at March 31, 2023, the weighted average remaining contractual life of warrants outstanding was 0.48 years (December 31, 2022 – 0.73 years).

 

Valuation of the warrant liability requires the use of highly subjective estimates and assumptions including the expected stock price volatility. The expected volatility used in valuing warrants is based on volatility observed in historical periods. Changes in the underlying assumptions can materially affect the fair value estimates. The fair value of the warrant liability was calculated using the Black-Scholes model with the following weighted average assumptions and resulting fair values:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Weighted average assumptions:

 

 

 

 

 

 

 Risk-free interest rate

 

 

3.78 %

 

 

4.07 %

 Expected dividend yield

 

 

0 %

 

 

0 %

 Expected warrant life (years)

 

 

0.48

 

 

 

0.73

 

 Expected stock price volatility

 

 

49.96 %

 

 

56.80 %

Weighted average fair value

 

$ 0.09

 

 

$ 0.05

 

 

 
- 17 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

14.

RECLAMATION PROVISION

 

Management’s estimate of the reclamation provision at March 31, 2023, is $505 (December 31, 2022 – $445), and the undiscounted value of the obligation is $1,598 (December 31, 2022 – $1,454).

 

The present value of the obligation was calculated using a risk-free interest rate of 9.09% (December 31, 2022 – 9.65%) and an annual inflation rate of 6.04% (December 31, 2022 – 7.82%). Reclamation activities are estimated to begin in 2025 for the San Gonzalo Mine and in 2041 for the Avino Mine.

 

A reconciliation of the changes in the Company’s reclamation provision is as follows:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

 

 

 

 

 

 

 

Balance at beginning of the period

 

$ 445

 

 

$ 726

 

Changes in estimates

 

 

-

 

 

 

(364 )

Unwinding of discount related to continuing operations

 

 

11

 

 

 

44

 

Effect of movements in exchange rates

 

 

49

 

 

 

39

 

Balance at end of the period

 

$ 505

 

 

$ 445

 

 

15.

SHARE CAPITAL AND SHARE-BASED PAYMENTS

 

 

(a)

Authorized: Unlimited common shares without par value.

 

 

 

 

(b)

Issued:

 

 

(i)

During the three months ended March 31, 2023, the Company issued 253,700 common shares in an at-the-market offering under prospectus supplement for gross proceeds of $207. The Company paid a 2.75% cash commission of $5 on gross proceeds, for net proceeds of $202.

 

 

 

 

During the three months ended March 31, 2023, the Company issued 592,667 common shares upon exercise of RSUs. As a result, $512 was recorded to share capital.

 

 

 

 

(ii)

During the year ended December 31, 2022, the Company issued 14,000,000 common shares as part of the acquisition of La Preciosa from Coeur Mining Inc.. As a result, $13,650 was recorded to share capital, and exploration and evaluation assets as acquisition costs, representing the closing price on the Toronto Stock Exchange on March 21, 2022, the date of the issuance and closing.

 

The Company further issued 1,075,000 common shares as payment for services provided during the acquisition, and as a result $980 was recorded to share capital and exploration and evaluation assets as acquisition costs.

 

During the year ended December 31, 2022, the Company issued 48,000 common shares following the exercise of 48,000 options. As a result, $46 was recorded to share capital, representing cash proceeds of $31 and the fair value upon issuance of $15.

 

During the year ended December 31, 2022, the Company issued 982,879 common shares upon exercise of RSUs. As a result, $899 was recorded to share capital.

 

 

(c)

Stock options:

 

The Company has a stock option plan to purchase the Company’s common shares, under which it may grant stock options of up to 10% of the Company’s total number of shares issued and outstanding on a non-diluted basis. The stock option plan provides for the granting of stock options to directors, officers, and employees, and to persons providing investor relations or consulting services, the limits being based on the Company’s total number of issued and outstanding shares per year. The stock options vest on the date of grant, except for those issued to persons providing investor relations services, which vest over a period of one year. The option price must be greater than or equal to the discounted market price on the grant date, and the option term cannot exceed ten years from the grant date.

 

 
- 18 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

Continuity of stock options is as follows:

 

 

 

Underlying

Shares

 

 

Weighted Average Exercise Price (C$)

 

 

 

 

 

 

 

 

Stock options outstanding, January 1, 2022

 

 

2,839,000

 

 

$ 1.68

 

Granted

 

 

2,390,000

 

 

$ 1.20

 

Exercised

 

 

(48,000 )

 

$ 0.79

 

Expired

 

 

(880,000 )

 

$ 1.98

 

Cancelled / Forfeited

 

 

(45,000 )

 

$ 1.40

 

Stock options outstanding, December 31, 2022

 

 

4,256,000

 

 

$ 1.36

 

Granted

 

 

2,395,000

 

 

$ 1.12

 

Stock options outstanding, March 31, 2023

 

 

6,651,000

 

 

$ 1.27

 

Stock options exercisable, March 31, 2023

 

 

4,249,750

 

 

$ 1.36

 

 

The following table summarizes information about the stock options outstanding and exercisable at March 31, 2023:

 

 

 

 

 

Outstanding

 

 

Exercisable

 

Expiry Date

 

Price (C$)

 

 

Number of

Options

 

 

Weighted Average Remaining Contractual Life (Years)

 

 

Number of

Options

 

 

Weighted Average Remaining Contractual Life (Years)

 

August 28, 2023

 

$ 1.30

 

 

 

105,000

 

 

 

0.41

 

 

 

105,000

 

 

 

1.41

 

August 21, 2024

 

$ 0.79

 

 

 

126,000

 

 

 

1.39

 

 

 

126,000

 

 

 

2.39

 

August 4, 2025

 

$ 1.64

 

 

 

1,660,000

 

 

 

2.35

 

 

 

1,660,000

 

 

 

3.35

 

March 25, 2027

 

$ 1.20

 

 

 

2,340,000

 

 

 

3.99

 

 

 

2,340,000

 

 

 

3.99

 

May 4, 2027

 

$ 0.92

 

 

 

25,000

 

 

 

4.10

 

 

 

18,750

 

 

 

4.10

 

March 29, 2028

 

$ 1.12

 

 

 

2,395,000

 

 

 

5.00

 

 

 

-

 

 

 

4.99

 

 

 

 

 

 

 

 

6,651,000

 

 

 

3.84

 

 

 

4,249,750

 

 

 

3.18

 

 

Valuation of stock options requires the use of highly subjective estimates and assumptions including the expected stock price volatility. The expected volatility used in valuing stock options is based on volatility observed in historical periods. Changes in the underlying assumptions can materially affect the fair value estimates. The fair value of the stock options was calculated using the Black-Scholes model with the following weighted average assumptions and resulting fair values:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Weighted average assumptions:

 

 

 

 

 

 

Risk-free interest rate

 

 

3.05 %

 

 

2.49 %

Expected dividend yield

 

 

0 %

 

 

0.0 %

Expected option life (years)

 

 

5.00

 

 

 

5.00

 

Expected stock price volatility

 

 

61.05 %

 

 

59.98 %

Expected forfeiture rate

 

 

17 %

 

 

20 %

Weighted average fair value

 

$ 0.61

 

 

$ 0.63

 

 

During the three months ended March 31, 2023, the Company charged $62 (three months ended March 31, 2022 - $32) to operations as share-based payments for the fair value of stock options granted.

 

 
- 19 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

 

(d)

Restricted Share Units:

 

On April 19, 2018, the Company’s Restricted Share Unit (“RSU”) Plan was approved by its shareholders. The RSU Plan is administered by the Compensation Committee under the supervision of the Board of Directors as compensation to officers, directors, consultants, and employees. The Compensation Committee determines the terms and conditions upon which a grant is made, including any performance criteria or vesting period.

 

Upon vesting, each RSU entitles the participant to receive one common share, provided that the participant is continuously employed with or providing services to the Company. RSUs track the value of the underlying common shares, but do not entitle the recipient to the underlying common shares until such RSUs vest, nor do they entitle a holder to exercise voting rights or any other rights attached to ownership or control of the common shares, until the RSU vests and the RSU participant receives common shares.

 

Continuity of RSUs is as follows:

 

 

 

Underlying

Shares

 

 

Weighted Average Price (C$)

 

 

 

 

 

 

 

 

RSUs outstanding, January 1, 2022

 

 

1,439,477

 

 

$ 1.32

 

Granted

 

 

1,799,000

 

 

 

1.19

 

Exercised

 

 

(982,879 )

 

$ 1.18

 

Cancelled / Forfeited

 

 

(64,932 )

 

$ 1.40

 

RSUs outstanding, December 31, 2022

 

 

2,190,666

 

 

$ 1.27

 

Granted

 

 

1,809,000

 

 

$ 1.12

 

Exercised

 

 

(592,667 )

 

$ 1.19

 

RSUs outstanding, March 31, 2023

 

 

3,406,999

 

 

$ 1.21

 

 

The following table summarizes information about the RSUs outstanding at March 31, 2023:

 

Issuance Date

 

Price (C$)

 

 

Number of RSUs Outstanding

 

August 4, 2020

 

$ 1.64

 

 

 

412,666

 

March 25, 2022

 

$ 1.19

 

 

 

1,185,333

 

March 29, 2023

 

$ 1.12

 

 

 

1,809,000

 

 

 

 

 

 

 

 

3,238,477

 

 

During the three months ended March 31, 2023, 1,809,000 RSUs (year ended December 31, 2022, 1,799,000) were granted. The weighted average fair value at the measurement date was C$1.12 (December 31, 2022 – C$1.19), based on the TSX market price of the Company’s shares on the date the RSUs were granted.

 

During the three months ended March 31, 2023, the Company charged $277 (March 31, 2022 - $168) to operations as share-based payments for the fair value of the RSUs vested. The fair value of the RSUs is recognized over the vesting period with reference to vesting conditions and the estimated RSUs expected to vest.

 

 
- 20 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

 

(e)

Earnings (loss) per share:

 

The calculations for basic earnings (loss) per share and diluted earnings (loss) per share are as follows:

 

 

 

Three months ended

March 31,

 

 

 

 2023

 

 

 2022

 

Net income (loss) for the period

 

$ (352 )

 

$ 646

 

Basic weighted average number of shares outstanding

 

 

118,572,700

 

 

 

103,819,481

 

Effect of dilutive share options, warrants, and RSUs

 

 

4,030,229

 

 

 

3,415,476

 

Diluted weighted average number of shares outstanding

 

 

122,602,929

 

 

 

107,234,957

 

Basic loss per share

 

$ (0.00 )

 

$ 0.01

 

Diluted loss per share

 

$ (0.00 )

 

$ 0.01

 

 

16.

REVENUE AND COST OF SALES

 

The Company’s revenues for the three months ended March 31, 2023 and 2022, are all attributable to Mexico, from shipments of concentrate from the Avino Mine.

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Concentrate sales

 

$ 9,992

 

 

$ 9,789

 

Provisional pricing adjustments

 

 

(167 )

 

 

1,261

 

 

 

$ 9,825

 

 

$ 11,050

 

 

Cost of sales consists of changes in inventories, direct costs including personnel costs, mine site costs, energy costs (principally diesel fuel and electricity), maintenance and repair costs, operating supplies, external services, third party transport fees, depreciation and depletion, and other expenses for the periods. Direct costs include the costs of extracting co-products.

 

Cost of sales is based on the weighted average cost of inventory sold for the periods and consists of the following:

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Production costs

 

$ 7,304

 

 

$ 5,847

 

Depreciation and depletion

 

 

670

 

 

 

459

 

 

 

$ 7,974

 

 

$ 6,306

 

 

17.

GENERAL AND ADMINISTRATIVE EXPENSES

 

General and administrative expenses on the condensed consolidated interim statements of operations consist of the following:

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Salaries and benefits

 

$ 395

 

 

$ 438

 

Professional fees

 

 

239

 

 

 

208

 

Office and miscellaneous

 

 

192

 

 

 

174

 

Management and consulting fees

 

 

106

 

 

 

116

 

Investor relations

 

 

81

 

 

 

52

 

Travel and promotion

 

 

54

 

 

 

10

 

Directors fees

 

 

44

 

 

 

41

 

Regulatory and compliance fees

 

 

38

 

 

 

47

 

Depreciation

 

 

35

 

 

 

30

 

 

 

$ 1,184

 

 

$ 1,116

 

 

 
- 21 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

18.

COMMITMENTS

 

The Company has a cost sharing agreement to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on Oniva’s total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in Note 11.

 

The Company and its subsidiaries have various operating lease agreements for their office premises, use of land, and equipment. Commitments in respect of these lease agreements are as follows:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Not later than one year

 

$ 103

 

 

$ 105

 

Later than one year and not later than five years

 

 

347

 

 

 

347

 

Later than five years

 

 

375

 

 

 

398

 

 

 

$ 825

 

 

$ 850

 

 

Office lease payments recognized as an expense during the three months ended March 31, 2023, totalled $4 (March 31, 2022 - $16).

 

19.

SUPPLEMENTARY CASH FLOW INFORMATION

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Net change in non-cash working capital items:

 

 

 

 

 

 

Inventory

 

$ (1,419 )

 

$ 339

 

Prepaid expenses and other assets

 

 

(18 )

 

 

(327 )

Taxes recoverable

 

 

(625 )

 

 

210

 

Taxes payable

 

 

(867 )

 

 

(28 )

Accounts payable and accrued liabilities

 

 

1,466

 

 

 

(1,013 )

Amounts receivable

 

 

843

 

 

 

(1,394 )

Amounts due to related parties

 

 

39

 

 

 

(15 )

 

 

$ (582 )

 

$ (202 )

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Other non-cash supplementary information:

 

 

 

 

 

 

Interest paid

 

$ 42

 

 

$ 20

 

Taxes paid

 

 

5

 

 

 

-

 

 

 

$ 47

 

 

$ 20

 

 

 

 

 

 

 

 

 

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 

 

Acquisition of La Preciosa, net of cash & transaction costs

 

$ -

 

 

$ 21,535

 

Shares acquired under terms of option agreements

 

 

41

 

 

 

31

 

Transfer of share-based payments reserve upon exercise of RSUs

 

 

512

 

 

 

-

 

Transfer of share-based payments reserve upon option exercise

 

 

-

 

 

 

15

 

Equipment acquired under finance leases and equipment loans

 

 

1,808

 

 

 

1,101

 

 

 

$ 2,361

 

 

$ 22,682

 

 

 
- 22 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

20.

FINANCIAL INSTRUMENTS

 

The fair values of the Company’s amounts due to related parties and accounts payable approximate their carrying values because of the short-term nature of these instruments. Cash, amounts receivable, long-term investments, and warrant liability are recorded at fair value. The carrying amounts of the Company’s term facility, equipment loans, and finance lease obligations are a reasonable approximation of their fair values based on current market rates for similar financial instruments.

 

The Company’s financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

 

 

(a)

Credit Risk

 

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company has exposure to credit risk through its cash, long-term investments and amounts receivable. The Company manages credit risk, in respect of cash and short-term investments, by maintaining the majority of cash and short-term investments at highly rated financial institutions.

 

The Company is exposed to a significant concentration of credit risk with respect to its trade accounts receivable balance because all of its concentrate sales are with two (December 31, 2022 – two) counterparty (see Note 21). However, the Company has not recorded any allowance against its trade receivables because to-date all balances owed have been settled in full when due (typically within 60 days of submission) and because of the nature of the counterparties.

 

The Company’s maximum exposure to credit risk at the end of any period is equal to the carrying amount of these financial assets as recorded in the unaudited condensed consolidated interim statement of financial position. At March 31, 2023 and December 31, 2022, no amounts were held as collateral.

 

 

(b)

Liquidity Risk

 

Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by its operating, investing and financing activities. The Company had cash at March 31, 2023, in the amount of $2,697 and working capital of $5,109 in order to meet short-term business requirements. Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms. The current portions of note payable and finance lease obligations are due within 12 months of the condensed consolidated interim statement of financial position date. Amounts due to related parties are without stated terms of interest or repayment.

 

The maturity profiles of the Company’s contractual obligations and commitments as at March 31, 2023, are summarized as follows:

 

 

 

Total

 

 

Less Than

1 Year

 

 

1-5 years

 

 

More Than 5

Years

 

Accounts payable and accrued liabilities

 

$ 10,922

 

 

$ 10,922

 

 

$ -

 

 

$ -

 

Amounts due to related parties

 

 

67

 

 

 

67

 

 

 

-

 

 

 

-

 

Minimum rental and lease payments

 

 

849

 

 

 

105

 

 

 

346

 

 

 

398

 

Equipment Loans

 

 

481

 

 

 

165

 

 

 

316

 

 

 

-

 

Finance lease obligations

 

 

2,925

 

 

 

1,523

 

 

 

1,402

 

 

 

-

 

Total

 

$ 15,244

 

 

$ 12,782

 

 

$ 2,064

 

 

$ 398

 

 

 

(c)

Market Risk

 

Market risk consists of interest rate risk, foreign currency risk and price risk. These are discussed further below.

 

 
- 23 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

Interest Rate Risk

 

Interest rate risk consists of two components:

 

 

(i)

To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.

 

 

 

 

(ii)

To the extent that changes in prevailing market rates differ from the interest rates on the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.

 

In management’s opinion, the Company is exposed to interest rate risk primarily on its outstanding term facility, as the interest rate is subject to floating rates of interest. A 10% change in the interest rate would not a result in a material impact on the Company’s operations.

 

Foreign Currency Risk

 

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and Canadian dollars:

 

 

 

March 31, 2023

 

 

December 31, 2022

 

 

 

MXN

 

 

CDN

 

 

MXN

 

 

CDN

 

Cash

 

$ 5,063

 

 

$ 219

 

 

$ 4,097

 

 

$ 250

 

Due from related parties

 

 

1,402

 

 

 

-

 

 

 

1,402

 

 

 

-

 

Long-term investments

 

 

-

 

 

 

1,984

 

 

 

-

 

 

 

2,365

 

Reclamation bonds

 

 

-

 

 

 

6

 

 

 

-

 

 

 

4

 

Amounts receivable

 

 

1,549

 

 

 

302

 

 

 

-

 

 

 

34

 

Accounts payable and accrued liabilities

 

 

(76,052 )

 

 

(54 )

 

 

(85,486 )

 

 

(108 )

Due to related parties

 

 

-

 

 

 

(195 )

 

 

-

 

 

 

(135 )

Finance lease obligations

 

 

(880 )

 

 

(331 )

 

 

(161 )

 

 

(343 )

Net exposure

 

 

(68,918 )

 

 

1,931

 

 

 

(80,148 )

 

 

2,067

 

US dollar equivalent

 

$ (3,811 )

 

$ 1,426

 

 

$ (4,136 )

 

$ 1,526

 

 

Based on the net US dollar denominated asset and liability exposures as at March 31, 2023, a 10% fluctuation in the US/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the three months ended March 31, 2023, by approximately $251 (year ended December 31, 2022 - $275). The Company has not entered into any foreign currency contracts to mitigate this risk.

 

Price Risk

 

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk.

 

The Company is exposed to price risk with respect to its amounts receivable, as certain trade accounts receivable are recorded based on provisional terms that are subsequently adjusted according to quoted metal prices at the date of final settlement. Quoted metal prices are affected by numerous factors beyond the Company’s control and are subject to volatility, and the Company does not employ hedging strategies to limit its exposure to price risk. At March 31, 2023, based on outstanding accounts receivable that were subject to pricing adjustments, a 10% change in metals prices would have an impact on net earnings (loss) of approximately $17 (December 31, 2022 - $65).

 

 
- 24 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

The Company is exposed to price risk with respect to its long-term investments, as these investments are carried at fair value based on quoted market prices. Changes in market prices result in gains or losses being recognized in net income (loss). At March 31, 2023, a 10% change in market prices would have an impact on net earnings (loss) of approximately $143 (December 31, 2022 - $175).

 

The Company’s profitability and ability to raise capital to fund exploration, evaluation and production activities is subject to risks associated with fluctuations in mineral prices. Management closely monitors commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

 

(d)

Classification of Financial Instruments

 

IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The following table sets forth the Company’s financial assets and financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as at March 31, 2023:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash

 

$ 2,697

 

 

$ -

 

 

$ -

 

Amounts receivable

 

 

-

 

 

 

2,015

 

 

 

-

 

Long-term investments

 

 

1,466

 

 

 

-

 

 

 

-

 

Total financial assets

 

$ 4,163

 

 

$ 2,015

 

 

$ -

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

 

-

 

 

 

-

 

 

 

(771 )

Total financial liabilities

 

$ -

 

 

$ -

 

 

$ (771 )

 

The Company uses Black-Scholes model to measure its Level 3 financial instruments. As at March 31, 2023, the Company’s Level 3 financial instruments consisted of the warrant liability.

 

For the Company’s warrant liability valuation and fair value adjustments during the three months ended March 31, 2023 and the year ended December 31, 2022, see Note 13.

 

 
- 25 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

21.

SEGMENTED INFORMATION

 

The Company reviews its segment reporting to ensure it reflects the operational structure of the Company and enables the Company's Chief Operating Decision Maker (the Company’s CEO) to review operating segment performance. We have determined that each producing mine represents an operating segment, of which there is one as of March 31, 2023.

 

The Company’s revenues for the three months ended March 31, 2023 of $9,825 (March 31, 2022 - $11,050) are all attributable to Mexico, from shipments of concentrate produced by the Avino Mine.

 

On the condensed consolidated interim statements of operations, the Company had revenue from the following product mixes:

 

 

 

March 31,

2023

 

 

March 31,

2022

 

 

 

 

 

 

 

 

Silver

 

$ 3,608

 

 

$ 3,896

 

Gold

 

 

3,135

 

 

 

2,442

 

Copper

 

 

4,689

 

 

 

7,053

 

Penalties, treatment costs and refining charges

 

 

(1,607 )

 

 

(2,344 )

 

 

 

 

 

 

 

 

 

Total revenue from mining operations

 

$ 9,825

 

 

$ 11,050

 

 

For the three months ended March 31, 2023, the Company had two customers (March 31, 2022 – four customer) that accounted for total revenues as follows:

 

 

 

March 31,

2023

 

 

March 31,

2022

 

 

 

 

 

 

 

 

Customer #1

 

$ 9,225

 

 

$ 8,985

 

Customer #2

 

 

600

 

 

 

-

 

Other customers

 

 

-

 

 

 

2,065

 

 

 

 

 

 

 

 

 

 

Total revenue from mining operations

 

$ 9,825

 

 

$ 11,050

 

 

 
- 26 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2023 and 2022

(Expressed in thousands of US dollars, except where otherwise noted - Unaudited)

 

Geographical information relating to the Company’s non-current assets (other than financial instruments) is as follows:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Exploration and evaluation assets - Mexico

 

$ 50,093

 

 

$ 49,803

 

Exploration and evaluation assets - Canada

 

 

1

 

 

 

1

 

Total exploration and evaluation assets

 

$ 50,094

 

 

$ 49,804

 

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Plant, equipment, and mining properties - Mexico

 

$ 48,368

 

 

$ 43,812

 

Plant, equipment, and mining properties - Canada

 

 

240

 

 

 

244

 

Total plant, equipment, and mining properties

 

$ 48,608

 

 

$ 44,056

 

 

 

 
- 27 -

 

EX-99.2 3 avino_ex992.htm MANAGEMENT DISCUSSION AND ANALYSIS avino_ex992.htm

 

EXHIBIT 99.2

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

The following discussion and analysis of the operations, results, and financial position of Avino Silver & Gold Mines Ltd. (the “Company” or “Avino”) should be read in conjunction with the Company’s condensed consolidated interim financial statements for the three months ended March 31, 2023, and the Company’s audited consolidated financial statements as at and for the year ended December 31, 2022, and the notes thereto.

 

This Management’s Discussion and Analysis (“MD&A”) is dated May 10, 2023 and discloses specified information up to that date. The condensed interim consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Unless otherwise cited, references to dollar amounts are in US dollars. This MD&A contains “forward-looking statements” that are subject to risk factors including those set out in the “Cautionary Statement” at the end of this MD&A. All information contained in this MD&A is current and has been approved by the Company’s Board of Directors as of May 10, 2023, unless otherwise indicated. Throughout this report we refer to “Avino”, the “Company”, “we”, “us”, “our”, or “its”. All these terms are used in respect of Avino Silver & Gold Mines Ltd.  We recommend that readers consult the “Cautionary Statement” on the last page of this report. Additional information relating to the Company is available on the Company’s website at www.avino.com and on SEDAR at www.sedar.com.

 

Business Description

 

Founded in 1968, the Company is engaged in the production and sale of silver, gold, and copper bulk concentrate, and the acquisition, exploration, and evaluation of mineral properties. The Company holds mineral claims and leases in Durango, Mexico, and in British Columbia and Yukon, Canada. Avino is a reporting issuer in all of the provinces of Canada, except for Quebec, and a foreign private issuer with the Securities and Exchange Commission in the United States. The Company’s shares trade on the Toronto Stock Exchange (“TSX”) and the NYSE American under the symbol “ASM”, and on the Berlin and Frankfurt Stock Exchanges under the symbol “GV6”.

 

Discussion of Operations

 

The Company’s production, exploration, and evaluation activities during the three months ended March 31, 2023, have been conducted on its Avino Property.

 

The Company holds a 99.67% effective interest in Compañía Minera Mexicana de Avino, S.A. de C.V. (“Avino Mexico”), a Mexican corporation which owns the Avino Property. The Avino Property covers approximately 1,104 contiguous hectares, and is located approximately 80 km north-east of the city of Durango. The Avino Property is equipped with milling and processing facilities that presently process all output from the Avino Mine located on the property.

 

The Company operates the Avino Mine which produces copper, silver and gold at the historic Avino property in the state of Durango, Mexico. The Company also holds 100% interest in Proyectos Mineros La Preciosa S.A. de C.V . (“La Preciosa”), a Mexican corporation which owns the La Preciosa Property. The Company also owns interests in mineral properties located in British Columbia and Yukon, Canada.

 

 

1 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Operational Highlights

 

HIGHLIGHTS

(Expressed in US$)

First

Quarter 2023

First

Quarter 2022

 

Change

 

First

Quarter 2023

Fourth

Quarter 2022

 

Change1

Operating

 

 

 

Tonnes Milled

159,757

111,138

44%

159,757

150,292

6%

Silver Ounces Produced

234,338

164,358

43%

234,338

309,856

-24%

Gold Ounces Produced

2,286

801

185%

2,286

2,426

-6%

Copper Pounds Produced

1,397,637

1,217,349

15%

1,397,637

1,540,851

-9%

Silver Equivalent Ounces1 Produced

678,247

457,798

48%

678,247

770,127

-12%

Concentrate Sales and Cash Costs

 

 

 

Silver Equivalent Payable Ounces Sold2

506,727

459,109

10%

506,727

756,636

-33%

Cash Cost per Silver Equivalent Payable Ounce1,2,3

$

14.22

$

11.21

27%

$

14.22

$

11.76

21%

All-in Sustaining Cash Cost per Silver Equivalent Payable Ounce1,2,3

$

20.17

$

19.90

10%

$

20.17

$

18.63

8%

 

1. In Q1 2023, AgEq was calculated using metals prices of $22.56 oz Ag, $1,888 oz Au and $4.05 lb Cu. In Q4 2022, AgEq was calculated using metals prices of $21.18 oz Ag, $1,729 oz Au and $3.63 lb Cu. In Q1 2022, AgEq was calculated using metals prices of $23.94 oz Ag, $1,874 oz Au and $4.53 lb Cu Calculated figures may not add up due to rounding.

 

2. “Silver equivalent payable ounces sold” for the purposes of cash costs and all-in sustaining costs consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices to the average spot silver price for the corresponding period.

 

3. The Company reports non-IFRS measures which include cash cost per silver equivalent payable ounce and all-in sustaining cash cost per payable ounce,. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and the calculation methods may differ from methods used by other companies with similar reported measures. See Non-IFRS Measures section for further information and detailed reconciliations.

 

Financial Highlights

 

HIGHLIGHTS

(Expressed in 000’s of US$)

First

Quarter 2023

First

Quarter 2022

 

Change

First

Quarter 2023

Fourth

Quarter 2022

Change

Financial Operating Performance

 

 

 

Revenues

$

9,825

$

11,050

-11%

$

9,825

$

14,649

-33%

Mine operating income (loss)

$

1,851

$

4,744

-61%

$

1,851

$

4,356

-58%

Net income (loss)

$

(352)

$

646

-154%

$

(352)

$

1,296

-127%

Earnings before interest, taxes and amortization (“EBITDA”)1

$

286

$

2,777

-90%

$

286

$

3,207

-91%

Adjusted earnings1

$

1,054

$

3,350

-69%

$

1,054

$

4,026

-74%

Cash flow from operations

$

448

$

3,450

-87%

$

448

$

3,320

-87%

Per Share Amounts

 

 

 

Earnings (loss) per share

$

(0.00)

$

0.01

-100%

$

(0.00)

$

0.01

-100%

Adjusted earnings1 per share

$

0.01

$

0.03

-67%

$

0.01

$

0.03

-67%

HIGHLIGHTS

(Expressed in 000’s of US$)

March 31,

2023

March 31,

2022

Change

 

March 31,

2023

 

December 31, 2022

Change

Liquidity & Working Capital

 

 

 

 

 

 

 

 

 

 

Cash

$

2,697

$

11,686

-75%

$

2,697

$

11,245

-76%

Working capital

$

5,109

$

14,528

-58%

$

5,109

$

8,821

-42%

 

1. The Company reports non-IFRS measures which include cash cost per silver equivalent payable ounce, all-in sustaining cash cost per payable ounce, EBITDA, adjusted earnings, adjusted earnings per share, and working capital. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and the calculation methods may differ from methods used by other companies with similar reported measures. See Non-IFRS Measures section for further information and detailed reconciliations.

 

 

2 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

1st Quarter 2023 Highlights

 

Another Quarter of Steady Production at Avino

 

 

·

Silver equivalent production of 678,247 ounces is another consistent quarter and represents a 48% increase from Q1 2022. Production decreased when compared to Q3 and Q4 2022, primarily due to ore mining in a lower grade zone of the Avino Mine

 

Updated Mineral Resource Estimate (“MRE”) including Integration of La Preciosa MRE and Inaugural MREs on the Guadalupe and La Potosina deposits

 

 

·

Together, Avino’s consolidated mineral resources total 368 million silver equivalent ounces. This recent update added a significant boost to the mineral resources at the Avino Property. The measured and indicated silver equivalent ounces increased by 38% to 161 million, silver ounces increased 35% to 70 million, copper tonnes increased 18% to 136.7 thousand, and gold increased 23% to 596,000 ounces.

 

Metallurgical Testing Completed at the Oxide Tailings Project

 

 

·

On April 5, 2023, Avino announced metallurgical results from the testwork program that was completed and will form the basis of the metallurgical analysis in a Pre-Feasibility Study (“PFS) on the project. This Project has been in our portfolio for many years and factors prominently into our five-year growth plan to become an intermediate silver producer in Mexico. These results also build on the studies in the 2017 Preliminary Economic Assessment (“PEA”) and increase the level of confidence in the Project through the extensive testwork completed. In the recent update, The Oxide Tailings mineral resource was increased by 407% in the measured and indicated categories to total 5.7 million tonnes, and an increase of 287% to the silver equivalent ounces resulting in 17.4 million.

 

Dry-Stack Tailings Facility Completed and Operational:

 

 

·

The dry-stack tailings facility is now complete and fully operational. During the quarter, the conveyor system was installed and is currently transporting the pressed dry tailings to the Avino open pit area. The dry-stack facility was a top environmental, social and governance (“ESG”) priority and demonstrates a commitment to safety for the community and the environment. In addition, dry-stack tailings require a smaller footprint. A selection of short videos of the facility in operation can be viewed on our website under Videos and Media.

 

Announced ET Area Drilling Results:

 

 

·

On January 5, 2023, Avino announced drill results from 4 drill holes at the Avino Elena Tolosa (“ET”) area below the current deepest workings at the mine. These drill results show the Avino Vein to extend a further 315 metres downdip. This exploration program was designed to test the continuity of the steeply dipping mineralization and to understand the genesis of the mineralization. As a result, the Avino Vein is now known to extend 800 metres deep downdip. Additionally, it appears that the Avino Vein is getting richer in copper as we go deeper with a grade of 1.63% copper over 16.66 metres in Hole ET 22. Geological modelling is ongoing to determine the potential geometry and controls of the mineralization. The 2023 drill program is underway with 8,000 metres planned.

 

La Preciosa Update:

 

 

·

The Company is conducting community engagement in the nearby towns adjacent to the property and will provide further updates as plans develop. Avino is fully committed to moving this project forward as it factors prominently in the Company’s 5-year growth strategy.

 

 

3 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Financial Results – Three months ended March 31, 2023, compared to three months ended March 31, 2022

 

 

 

Three months ended March 31,

 

 

 

2023

 

 

2022

 

Revenue from mining operations

 

$ 9,825

 

 

$ 11,050

 

Cost of sales

 

 

7,974

 

 

 

6,306

 

Mine operating income

 

 

1,851

 

 

 

4,744

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

General and administrative expenses

 

 

1,184

 

 

 

1,116

 

Share-based payments

 

 

339

 

 

 

200

 

Income before other items

 

 

328

 

 

 

3,428

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

Interest and other income (loss)

 

 

209

 

 

 

(7 )

Loss on long-term investments

 

 

(319 )

 

 

(686 )

Fair value adjustment on warrant liability

 

 

(293 )

 

 

233

 

Unrealized foreign exchange loss

 

 

(136 )

 

 

(605 )

Project evaluation expenses

 

 

-

 

 

 

(81 )

Finance cost

 

 

(74 )

 

 

(13 )

Accretion of reclamation provision

 

 

(11 )

 

 

(10 )

Interest expense

 

 

(45 )

 

 

(21 )

Income (loss) before income taxes

 

 

(341 )

 

 

2,238

 

 

 

 

 

 

 

 

 

 

Income taxes:

 

 

 

 

 

 

 

 

Current income tax expense

 

 

(25 )

 

 

(140 )

Deferred income tax expense

 

 

14

 

 

 

(1,452 )

Income tax expense

 

 

(11 )

 

 

(1,592 )

Net income (loss)

 

 

(352 )

 

 

646

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

Currency translation differences

 

 

(263 )

 

 

357

 

Total comprehensive income (loss)

 

$ (615 )

 

$ 1,003

 

Income (loss) per share

 

 

 

 

 

 

 

 

Basic

 

$ (0.00 )

 

$ 0.01

 

Diluted

 

$ (0.00 )

 

$ 0.01

 

Weighted average number of common shares outstanding

 

 

 

 

 

 

 

 

Basic

 

 

118,572,700

 

 

 

103,819,481

 

Diluted

 

 

122,602,929

 

 

 

107,234,957

 

 

 

4 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Revenues

 

The Company recognized revenues net of penalties, treatment costs and refining charges, of $9.8 million on the sale of Avino Mine bulk copper/silver/gold concentrate, compared to revenues of $11.1 million for Q1 2022, a decrease of $1.3 million.

 

The decrease in revenues is a direct result of 11% lower realized copper prices in the quarter compared to Q1 2022, as well as a negative adjustment for provisionally priced revenues of $0.2 million compared to a positive adjustment of $1.3 million in Q1 2022.

 

Metal prices for revenues recognized during the period were $23.29 per ounce of silver, $1,878 per ounce of gold, and $8,992 per tonne of copper, with comparable prices for Q1 2022, were $23.96 per ounce of silver, $1,866 per ounce of gold, and $10,047 per tonne of copper.

 

Cost of Sales & Mine Operating Income

 

Cost of sales was $8.0 million, compared to $6.3 million in Q1 2022, an increase of $1.7 million. The increase in cost of sales is partially attributable to 44% higher processed & milled tonnes in Q1 2023 compared to Q1 2022, which resulted in higher overall overhead costs despite similar ounces sold in the two comparable quarters. The increase is also attributable to a stronger Mexican peso during the quarter, and additional scheduled and budgeted maintenance during the period on the haulage ramp, as well as in the mill complex.

 

Mine operating income, after depreciation and depletion, was $1.9 million, compared to $4.7 million in Q1 2022. The decrease in mine operating income of the increased cost of sales noted above, with lower revenues than the comparative quarter, primarily due to timing of concentrate shipments and provisional pricing adjustments mentioned in Revenues above.

 

General and Administrative Expenses & Share-Based Payments

 

General and administrative expenses was $1.2 million, compared to $1.1 million in Q1 2022, with the small increases coming from the increased corporate activity surrounding ramp up procedures and the acquisition of La Preciosa.

 

Share-based payments was $0.3 million, compared to $0.2 million in Q1 2022, an increase of $0.1 million. The increase is a direct result of the timing of option and RSU grants, and fluctuations in share price from period to period.

 

Other Items

 

Other Items totaled a loss of $0.7 million for the period, a positive movement of $0.5 million compared to a loss of $1.2 million related to Other Items in Q1 2022.

 

Unrealized loss on long-term investment was $0.3 million, a positive movement of $0.4 million compared to a loss of $0.7 million in Q1 2022. This is a direct result of fluctuations in the Company’s investment in shares of Talisker Resources from period to period, as well as the Company’s investment in shares of Silver Wolf Exploration and Endurance Gold.

 

Fair value adjustment on warrant liability was a loss of $0.3 million, a negative movement of $0.5 million compared to a gain of $0.2 million in Q1 2022. The fair value adjustment on the Company’s warrant liability relates to the issuance of US dollar-denominated warrants, which are re-valued each reporting period, and the value fluctuates with changes in the US-Canadian dollar exchange rate, and in the variables used in the valuation model, such as the Company’s US share price, and expected share price volatility.

 

Foreign exchange loss for the period was $0.1 million, a positive movement of $0.5 million compared to a loss of $0.6 million in Q1 2022. Foreign exchange gains or losses result from transactions in currencies other than the Canadian dollar functional currency. During the quarter, the Canadian dollar and the US dollar depreciated in relation to the Mexican peso, resulting in a foreign exchange gain. During the three months ended March 31, 2022, the US dollar appreciated slightly in relation to the Canadian dollar but depreciated in relation to the Mexican peso, resulting in a foreign exchange loss.

 

The remaining Other Items had no impact on net income, a positive change of $0.1 million compared to a loss impact of $0.1 million for Q1 2022.

 

 

5 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Current and Deferred Income Taxes

 

Current income tax expense decreased to Nil in Q1 2023, compared to $0.1 million in Q1 2022. The Company was able to use existing tax losses to offset income in the current period, as well as Q1 2022, and as such had minimal current income tax expense.

 

Deferred income tax recovery was Nil, a change of $1.5 million compared to expense of $1.5 million in Q1 2022. Deferred income tax fluctuates due to movements in taxable and deductible temporary differences related to the special mining duty in Mexico and to changes in inventory, plant, equipment and mining properties, and exploration and evaluation assets, amongst other factors. The changes in current income taxes and deferred income taxes during the current and comparable periods primarily relate to movements in the tax bases and mining profits and/or losses in Mexico.

 

Net Income/Loss

 

Net loss was $0.4 million for the period, or $0.00 per share, compared to net income of $0.6 million, or $0.01 per share during Q1 2022. The changes are a result of the items noted above, which are primarily decreases in revenues and mine operating income, increases in share-based payments between the two comparable quarters. Net income/loss was further impacted by movements in unrealized foreign exchange, fair value adjustments on the warrant liability, and an increased unrealized loss on investments as noted above.

 

EBITDA & Adjusted Income/Loss (see “Non-IFRS Measures”)

 

EBITDA was $0.3 million, a decrease of $2.5 million when compared to $2.8 million for Q1 2022. The changes in EBITDA are primarily a factor of the items above, excluding any changes in depreciation and depletion, and any changes in income taxes. See Non-IFRS Measures for a reconciliation for EBITDA.

 

Adjusted earnings for the period was $1.1 million, a decrease of $2.3 million when compared to adjusted earnings of $3.4 million in the corresponding quarter in 2022. Changes to adjusted losses are a result of the items noted above in EBITDA, further excluding share-based payments, gains and losses related to warrants, and movements in unrealized foreign exchange. See Non-IFRS Measures for a reconciliation for adjusted earnings.

 

Cash Costs & All-in Sustaining Cash Costs (see “Non-IFRS Measures”)

 

Cash costs per silver equivalent payable ounce, excluding stand-by costs, was $14.22, compared to $11.21 for Q1 2022. The increase in cost per ounce is a result of higher milled tonnes, resulting in higher overhead, with similar ounces sold in Q1 2023 when compared to Q1 2022, primarily due to the timing of concentrate shipments. The increase is also attributable to a stronger Mexican peso during the quarter increase, as well as additional scheduled and budgeted maintenance during the period on the haulage ramp, and at the mill complex.

 

All-in sustaining cash costs per silver equivalent payable ounce was $20.17, compared to $19.90 for Q1 2022, representing a minimal increase of 1%.

 

See Non-IFRS Measures for a reconciliation for cash costs and all-in sustaining cash costs.

 

 

6 | Page

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Avino Mine Production Highlights

 

 

Q1

2023

Q1

2022

Change

%

Q1

2023

Q4

2022

Change %

Total Mill Feed (dry tonnes)

159,757

111,138

44%

159,757

150,292

6%

Feed Grade Silver (g/t)

51

50

2%

51

70

-27%

Feed Grade Gold (g/t)

0.58

0.29

100%

0.58

0.62

-6%

Feed Grade Copper (%)

0.47

0.56

-16%

0.47

0.53

-12%

Recovery Silver (%)

89%

92%

-3%

89%

92%

-3%

Recovery Gold (%)

77%

77%

-%

77%

81%

-5%

Recovery Copper (%)

84%

89%

-5%

84%

88%

-4%

Total Silver Produced (oz)

234,338

164,358

43%

234,338

309,856

-24%

Total Gold Produced (oz)

2,286

801

185%

2,286

2,426

-6%

Total Copper Produced (lbs)

1,397,637

1,217,349

15%

1,397,637

1,540,851

-9%

Total Silver Equivalent Produced (oz)*

678,247

457,798

48%

678,247

770,127

-12%

 

*In Q1 2023, AgEq was calculated using metals prices of $22.56 oz Ag, $1,888 oz Au and $4.05 lb Cu. In Q4 2022, AgEq was calculated using metals prices of $21.18 oz Ag, $1,729 oz Au and $3.63 lb Cu. In Q1 2022, AgEq was calculated using metals prices of $23.94 oz Ag, $1,874 oz Au and $4.53 lb Cu Calculated figures may not add up due to rounding.

 

Under National Instrument 43-101, the Company is required to disclose that it has not based its production decisions on NI 43-101-compliant reserve estimates, preliminary economic assessments, or feasibility studies, and historically projects without such reports have increased uncertainty and risk of economic viability. The Company’s decision to place a mine into operation at levels intended by management, expand a mine, make other production-related decisions, or otherwise carry out mining and processing operations is largely based on internal non-public Company data, and on reports based on exploration and mining work by the Company and by geologists and engineers engaged by the Company. The results of this work are evident in the Company’s discovery of the San Gonzalo and Avino Mine resources, and in the Company’s record of mineral production and financial returns since operations at levels intended by management commenced at the San Gonzalo Mine in 2012.

 

Exploration

 

The Company has budgeted 8,000 metres of drilling in 2023, with a focus on at depth below the current Elena Tolosa production area. To date, the Company has completed approximately 4,200 metres of drilling in 2023. Further results on the area below the current production area at Elena Tolosa will be released in the coming weeks.

 

Additional information on the Company’s exploration and evaluation properties by region is as follows:

 

(a) Avino, Mexico

 

The Company’s subsidiary Avino Mexico owns 42 mineral claims and leases four mineral claims in the state of Durango, Mexico. The Company’s mineral claims in Mexico are divided into the following four groups:

 

(i) Avino Mine area property

 

The Avino mine area property is situated around the towns of Panuco de Coronado and San Jose de Avino and surrounding the historic Avino mine site. There are four exploration concessions covering 154.4 hectares, 24 exploitation concessions covering 1,284.7 hectares, and one leased exploitation concession covering 98.83 hectares.

 

(ii) Gomez Palacio/Ana Maria property

 

 

7 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

The Ana Maria property is located near the town of Gomez Palacio, and consists of nine exploration concessions covering 2,549 hectares, and is also known as the Ana Maria property.

 

(iii) Santiago Papasquiaro property

 

The Santiago Papasquiaro property is located near the village of Santiago Papasquiaro, and consists of four exploration concessions covering 2,552.6 hectares and one exploitation concession covering 602.9 hectares.

 

(iv) Unification La Platosa properties

 

The Unification La Platosa properties, consisting of three leased concessions in addition to the leased concession described in note (i) above, are situated within the Avino mine area property near the towns of Panuco de Coronado and San Jose de Avino and surrounding the Avino Mine. 

 

(b) La Preciosa, Mexico

 

On March 21, 2022, the Company received approval for the closing of the acquisition of the La Preciosa property from Coeur Mining Inc. (“Coeur”).

 

La Preciosa consists of 15 exploration concessions totaling 6,011 hectares located in Durango, Mexico, within the municipalities of Panuco de Coronado and Canatlan. The property is located within 20 kilometres of the Company’s current Avino mining operations.

 

(c) British Columbia & Yukon, Canada

 

Eagle Property - Yukon

 

The Company has a 100% interest in 14 quartz leases located in the Mayo Mining Division of Yukon, Canada, which collectively comprise the Eagle property.

 

During the three months ended March 31, 2023, the Company sold to a subsidiary of Hecla Mining Company (“Hecla”) the Eagle Property for cash consideration of C$250. The claims were transferred on March 28, 2023, and subsequent to March 31, 2023, cash proceeds were received.

 

Minto and Olympic-Kelvin properties – British Columbia

 

On May 2, 2022, the Company has granted Endurance Gold Corporation the right to acquire an option to earn 100% ownership of the former Minto Gold Mine, Olympic and Kelvin gold prospects contained within a parcel of crown grant and mineral claims (the “Olympic Claims”).

 

As of March 31, 2023, Endurance was in compliance with all terms of the Option agreement. See Note 8 of the financial statements for further details.

 

 

8 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Mineral Resource Update

 

During Q1 2023, the Company announced an updated mineral resource estimate (“MRE”) on the Avino Property, inclusive of the La Preciosa Property. The results of the MRE are summarized in the following table:

 

Avino Silver & Gold Mines – Consolidated Mineral Resources Summary1-2

Measured & Indicated Mineral Resources

Average Grade

Metal Contents

Resource Category

Deposit

Cut off (AgEq g/t)

Metric Tonnes

(000s)

AgEq (g/t)

Ag (g/t)

Au (g/t)

Cu

(%)

AgEq

(M oz)

Ag

(M oz)

Au

(k oz)

Cu

(M lb)

Measured

Avino – All Deposits

50 to 130

8,023

145

73

0.54

0.33

37.42

18.89

138.42

58.91

Total Measured

All Deposits

50 to 130

8,023

145

 

 

 

37.42

18.89

138.42

58.91

Indicated

Avino – All Deposits

50 to 130

26,638

144

60

0.54

0.41

123.34

51.06

459.23

242.48

Indicated

La Preciosa – All Deposits

120

17,441

202

176

0.34

-

113.14

98.59

189.19

-

Total Indicated

All Deposits

50 to 130

44,079

167

 

 

 

236.48

149.65

648.42

242.48

Total Measured & Indicated

All Deposits

50 to 130

52,103

164

 

 

 

273.90

168.55

785.84

301.40

Inferred Mineral Resources

Average Grade

Metal Contents

Inferred

Avino – All Deposits

See Above

19,313

112

46

0.34

0.37

69.61

28.42

212.64

158.49

Inferred

La Preciosa – All Deposits

120

4,397

170

151

0.25

-

24.10

21.33

35.48

-

Total

Inferred

All Deposits

 

23,710

123

 

 

 

93.71

49.75

248.12

158.49

 

1.

Figures may not add to totals shown due to rounding. All ounces are troy ounces.

2.

Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability.

3.

The Mineral Resource estimate is classified in accordance with the Canadian Institute of Mining, Metallurgy and Petroleum’s (CIM) Definition Standards for Mineral Resources and Mineral Reserves incorporated by reference into National Instrument 43-101 (NI 43-101) Standards of Disclosure for Mineral Projects.

4.

Based on recent mining costs Mineral Resources are reported at AgEq cut-off grades of 60 g/t, 130 g/t, and 50 g/t for ET, San Gonzalo, and Oxide Tailings, respectively. The cut-off grades for Guadalupe and La Potosina are 100 g/t.

5.

AgEQ or silver equivalent ounces are notional, based on the combined value of metals expressed as silver ounces.

6.

The silver equivalent was back-calculated using the following formulas:

 

1.

ET, Guadalupe, La Potosina: AgEq (g/t) = Ag (g/t) + (71.43 x Au (g/t) + (113.04 x Cu (%))

 

2.

San Gonzalo: AgEq (g/t) = Ag (g/t) + (75.39 x Au (g/t))

 

3.

Oxide Tailings: AgEq (g/t) = Ag (g/t) + (81.53 x Au (g/t))

7.

Cut-off grades were calculated using the following consensus metal price assumptions: gold price of US$1,800/oz, silver price of US$21.00/oz, and copper price of US$3.50/lb.

8.

Metal recovery is based on operational results and column testing.

 

Avino Property Highlights (Comparisons are to 2020 Mineral Resource Estimate on the Avino Property)

 

 

·

161 million measured and indicated silver equivalent ounces, an increase of 38%, made up of:

 

·

70 million silver ounces, an increase of 35%

 

·

136.7 thousand copper tonnes, an increase of 18%

 

·

596 thousand gold ounces, an increase of 23%, contained in:

 

·

34.7 million measured and indicated metric tonnes, increase of 28% overall, also

 

·

70 million inferred silver equivalent ounces, an increase of 90%

 

 

9 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Oxide Tailings Highlights (Comparisons are to 2020 Mineral Resource Estimate on the Avino Property)

 

 

·

5.7 million tonnes of measured and indicated mineral resources, an increase of 407%

 

·

17.4 million measured and indicated silver equivalent ounces, an increase of 287%

 

Oxide Tailings Metallurgical Testwork

 

On April 5, 2023, the Company announced metallurgical results from the testwork program on its oxide tailings project (“Oxide Tailings” or the “Project”). The Project hosts gold and silver from past producing historic operations in an inactive tailings facility located on the Avino property with a 5.7 million tonnes of measured and indicated resource grading 95 g/t of silver equivalent. Historically, near surface oxidised material was not recovered well by Avino’s conventional flotation mill, which has created this opportunity for re-processing the tailings with a cyanide leaching process.

 

Highlights from the testwork:

 

The project consists of three types of tailings that are categorized by grade as well as identified in three stratigraphic layers within the deposit based on the time period when they were processed. They are, Ancient Oxides, Recent Oxides and Sulphides, and each type was sampled and tested separately.  The average grades are shown below.

 

Table 1: Average Grade of Each Tailings Type

 

 Sample

Description 

 Au g/t 

 Ag g/t 

 Ancient Oxides

 Original

Duplicate

 0.45

0.43

 101.0

92.0 

 Recent Oxides

 

 Original

Duplicate

 0.48

0.49

 37.0

49.0 

 Sulphides

 Original

Duplicate 

 0.24

0.25

 21.0

19.0

 

The project exhibits an excellent response using conventional metallurgical techniques.

 

Recovery Highlights include:

 

Ancient Oxides

 

·

Gold Recovery up to 89.5% and silver recovery of up 90.4% in a conventional bottle roll.

 

Recent Oxides

 

·

Gold Recovery up to 85.8% and silver recovery of up 83.4% in a conventional bottle roll.

 

Sulphides

 

·

Gold Recovery up to 82.8% and silver recovery of up 76.1% in a conventional bottle roll.

 

The conventional bottle roll test parameters for the three samples were achieved at a particle size of eighty percent passing 75 microns using 500 to 1000ppm sodium cyanide and a retention time of 60-72 hours. The metallurgical test program was completed by SGS de Mexico (“SGS”), a leading metallurgical testing and consulting firm based in Durango Mexico. The testwork was completed on a composite sample from approximately 437 kg of HQ core from a sonic drill from 127 drill holes drilled into the oxide tailings resource in 2021 and 2022.  Each type of tailings was identified and separated so that a composite for each style of tailings could be created. Both the deposition style and appearance of the tailings within the drill core allowed for relatively straight forward categorization. The sulphides section used 158.9 kg of sample, the ancient oxides used 135.5 kg and the recent oxides 142.7 kg.

 

The testwork program included chemical analysis, size fraction analysis, agglomeration, bulk leaching extractable gold test, bottle roll test to simulate agitated leaching, column leaching tests to simulate heap leaching, flotation, and cyanide detoxification using sodium hypochlorite.

 

 

10 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

   

Table 2: Summary of Recoveries for the Sulphides Sample

 

 Description

 Au

%

 Ag

Flotation

Agitation leaching

Heap leaching

45.8

82.7

74.0

46.5

68.9

88.8

 

 

Table 3: Summary of Recoveries for the Ancient Oxide Sample

 

Description

Au

%

Ag

%

Flotation

Agitation leaching

Heap leaching

46.3

88.2

75.5

45.5

86.0

76.2

 

 

Table 4: Summary of Recoveries for the Recent Oxide Sample

 

Description

Au

%

Ag

%

Flotation

Agitation leaching

Heap leaching

47.6

85.7

76.0

45.5

78.6

63.7

 

Ongoing Testwork

 

In addition to these leaching and flotation results, ongoing testing consists of the thickening, filtering, communition optimization, cyanide detoxification, gravity testwork as well as specific gravity and bulk density testwork that will be fed into the PFS for appropriate flowsheet design, sizing and costing.

 

Qualified Person(s)

 

Peter Latta, P.Eng, MBA, VP Technical Services, Avino, is a qualified person within the context of National Instrument 43-101, and has reviewed and approved the technical data in this document.

 

 

11 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Non – IFRS Measures

 

EBITDA and Adjusted earnings

 

Earnings, or loss, before interest, taxes and amortization (“EBITDA”) is a non IFRS financial measure which excludes the following items from net earnings:

 

·

Income tax expense

 

·

Finance cost

 

·

Amortization and depletion

 

Adjusted earnings excludes the following additional items from EBITDA

 

·

Share based compensation;

 

·

Non-operational items including foreign exchange movements, fair value adjustments on outstanding warrants and other non-recurring items

 

Management believes EBITDA and adjusted earnings provides an indication of continuing capacity to generate operating cash flow to fund capital needs, service debt obligations and fund capital expenditures. These measures are intended to provide additional information to investors and analysts. There are not standardized definitions under IFRS and should not be considered in isolation or as a substitute for measures of operating performance prepared in accordance with IFRS.

 

Adjusted earnings excludes share-based payments, and non-operating or recurring items such as foreign exchange gains and losses and fair value adjustments on outstanding warrants. Under IFRS, entities must reflect within compensation expense the cost of share-based payments. In the Company’s circumstances, share-based compensation can involve significant amounts that will not be settled in cash but are settled by issuance of shares in exchange. The Company discloses adjusted earnings to aid in understanding the results of the company.

 

The following table provides a reconciliation of net earnings in the financial statements to EBITDA and adjusted earnings:

 

Expressed in 000’s of US$, unless otherwise noted

Q1 2023

Q1 2022

Q1 2023

Q4 2022

Net income (loss) for the period

$             (352)

$             646

$           (366)

$          1,296

Depreciation and depletion

705

489

705

628

Interest income and other

(209)

7

(209)

47

Interest expense

45

21

45

33

Finance cost

74

13

74

85

Accretion of reclamation provision

11

10

11

12

Current income tax expense

26

140

26

502

Deferred income tax expense (recovery)

(14)

1,452

(14)

604

EBITDA

$             286

$          2,778

$             286

$          3,207

Fair value adjustment on warrant liability

293

(233)

293

297

Share-based payments

339

200

339

406

Write down of equipment

-

-

-

330

Foreign exchange loss (gain)

136

605

136

214

Adjusted earnings (loss)

$          1,054

$          3,350

$          1,054

$          4,026

Shares outstanding (diluted)

122,602,929

107,234,957

122,602,929

120,097,423

Adjusted earnings (loss) per share

$            0.01

$            0.03

$            0.01

$            0.03

 

 

12 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share

 

Cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share are measures developed by mining companies in an effort to provide a comparable standard. However, there can be no assurance that our reporting of these non-IFRS measures is similar to that reported by other mining companies. Total cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share are measures used by the Company to manage and evaluate operating performance of the Company’s mining operations, and are widely reported in the silver and gold mining industry as benchmarks for performance, but do not have standardized meanings prescribed by IFRS, and are disclosed in addition to IFRS measures.

 

Management believes that the Company’s ability to control the cash cost per payable silver equivalent ounce is one of its key performance drivers impacting both the Company’s financial condition and results of operations. Achieving a low silver equivalent production cost base allows the Company to remain profitable from mining operations even during times of low commodity prices, and provides more flexibility in responding to changing market conditions. In addition, a profitable operation results in the generation of positive cash flows, which then improve the Company’s financial condition.

 

The Company has adopted the reporting of “all-in sustaining cash cost per silver equivalent payable ounce”. This measure has no standardized meaning throughout the industry. However, it is intended to provide additional information. Avino presents all-in sustaining cash cost, because it believes that it more fully defines the total current cost associated with producing a silver equivalent payable ounce. Further, the Company believes that this measure allows investors of the Company to better understand its cost of producing silver equivalent payable ounces, and better assess the Company’s ability to generate cash flow from operations. Although the measure seeks to reflect the full cost per silver equivalent ounce of production from current operations, it does not include capital expenditures attributable to mine expansions, exploration, and evaluation costs attributable to growth projects, income tax payments, and financing costs. In addition, the calculation of all-in sustaining cash costs does not include depreciation and depletion expense as it does not reflect the impact of expenditures incurred in prior periods.

 

The Company’s calculation of all-in sustaining cash costs includes sustaining capital expenditures of $164 for the three months ended March 31, 2023 (March 31, 2022 - $576) and all of which is attributable to the Avino Mine

 

The Company also presents cash flow per share, as it believes it assists investors and other stakeholders in evaluating the Company’s overall performance and its ability to generate cash flow from current operations. To facilitate a better understanding of these measures as calculated by the Company, detailed reconciliations between the non-IFRS measures and the Company’s consolidated financial statements are provided below. The measures presented are intended to provide additional information, and should not be considered in isolation nor should they be considered substitutes for IFRS measures. Calculated figures may not add up accurately due to rounding.

 

Cash Cost and All-in Sustaining Cash Cost per Silver Equivalent Payable Ounce

 

The following table provide a reconciliation of cost of sales from the consolidated financial statements to cash cost and all-in sustaining cash cost per silver equivalent payable ounce sold. In each table, “silver equivalent payable ounces sold” consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices for the corresponding period.

 

 

13 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

The following table reconciles cost of sales to cash cost per payable AgEq oz and all-in sustaining cash cost per payable AgEq oz for the preceding quarters:

 

Expressed in 000’s of US$, unless otherwise noted

Avino – Consolidated

 

Q1 2023

Q4 2022

Q3 2022

Q2 2022

Q1 2022

Q4 2021

Q3 2021

Q2 2021

Cost of sales

$  7,974

$  10,293

$  7,058

$  5,468

$  6,306

$  4,912

$  1,043

$  1,017

Exploration expenses

(95)

(472)

(336)

(305)

(296)

(214)

(308)

(129)

Stand-by costs during strike action

-

-

-

-

-

-

-

(425)

Write down of equipment

-

(330)

-

-

-

-

-

-

Depletion and depreciation

(670)

(592)

(514)

(481)

(459)

(741)

(319)

(463)

Cash production cost

7,209

8,899

6,208

4,682

5,551

3,957

416

-

Payable silver equivalent ounces sold

506,727

756,536

603,360

594,700

495,109

435,885

107,112

-

Cash cost per silver equivalent ounce

$   14.22

$   11.76

$  10.29

$  7.87

$  11.21

$    9.08

$  3.87

$       -

General and administrative expenses

1,524

2,094

1,553

2,218

1,316

967

1,094

1,475

Treatment & refining charges

709

784

568

700

766

529

127

-

Penalties

898

1,649

1,705

897

1,578

1,200

255

-

Sustaining capital expenditures

164

639

672

1,586

576

774

855

57

Exploration expenses

95

472

336

305

296

214

308

129

Stand-by costs during stoppages

-

-

-

-

-

-

-

425

Share-based payments and G&A depreciation

(374)

(442)

(591)

(899)

(230)

(125)

(312)

(528)

Cash operating cost

$  10,223

$  14,095

$  10,451

$  9,489

$  9,853

$  7,516

$  2,743

$  1,558

AISC per silver equivalent ounce

$  20.17

$  18.63

$  17.32

$  15.95

$  19.90

$  17.24

$  25.60

$          -

 

Working Capital

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Current assets

 

$ 18,434

 

 

$ 25,585

 

Current liabilities 

 

 

(13,325 )

 

 

(16,764 )

Working capital

 

$ 5,109

 

 

$ 8,821

 

 

 

14 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Results of Operations

 

Summary of Quarterly Results

 

(000’s)

 

2023

 

 

2022

 

 

2022

 

 

2022

 

 

2022

 

 

2021

 

 

2021

 

 

2021

 

Quarter ended

 

Mar 31

Q1

 

 

Dec 31

Q4

 

 

Sep 30

Q3

 

 

Jun 30

Q2

 

 

Mar 31

Q1

 

 

Dec 31

Q4

 

 

Sep 30

Q3

 

 

Jun 30

Q2

 

Revenue

 

$ 9,825

 

 

$ 14,649

 

 

$ 9,118

 

 

$ 9,370

 

 

$ 11,050

 

 

$ 9,318

 

 

$ 1,881

 

 

 

-

 

Net income (loss) from all operations  for the quarter

 

 

(352 )

 

 

1,296

 

 

 

(1,129 )

 

 

2,283

 

 

 

646

 

 

 

2,629

 

 

 

(214 )

 

 

(2,654 )

Earnings (loss) per share from all operations - basic

 

$ 0.00

 

 

$ 0.01

 

 

$ (0.01 )

 

$ 0.02

 

 

$ 0.01

 

 

$ 0.03

 

 

$ (0.00 )

 

$ (0.03 )

Earnings (loss) per share from all operations - diluted

 

$ 0.00

 

 

$ 0.01

 

 

$ (0.01 )

 

$ 0.02

 

 

$ 0.01

 

 

$ 0.04

 

 

$ (0.00 )

 

$ (0.03 )

Total

Assets

 

$ 118,606

 

 

$ 121,196

 

 

$ 118,404

 

 

$ 118,092

 

 

$ 114,507

 

 

$ 86,264

 

 

$ 82,109

 

 

$ 83,024

 

 

 

·

Revenue decreased in Q1 2023 compared to Q4 2022 due to lower concentrate tonnes shipped & sold during the current quarter. This was partially due to the timing of concentrate shipments, with one shipment planned for Q1 2023 being pushed into Q2 2023, which led to 33% lower ounces sold in Q1 2023 when compared to Q4 2022. This was after having seen Q4 2022 increase compared to other previous quarters following the restart of operations during Q3 2021 and the commencement of sales in September 2021.

 

 

 

 

·

A net loss was generated in Q1 2023 primarily due to lower revenues and ounces sold than Q4 2022. For further details see “Financial Results” section.

 

 

 

 

·

Total assets increased have increased overall when compared to previous quarters excluding Q4 2022, as result of the acquisition of La Preciosa as well as the increased operating cash flow generation.

 

Quarterly results will fluctuate with changes in revenues, cost of sales, general and administrative expenses, including non-cash items such as share-based payments, and other items including foreign exchange and deferred income taxes.

 

Cash Flow

 

(000’s)

 

March 31,

2023

 

 

March 31,

2022

 

Cash generated by operating activities

 

$ 448

 

 

$ 3,450

 

Cash generated by (used in) financing activities

 

 

(166 )

 

 

(290 )

Cash used in investing activities

 

 

(8,839 )

 

 

(16,246 )

Change in cash

 

 

(8,557 )

 

 

(13,086 )

Effect of exchange rate changes on cash

 

 

9

 

 

 

7

 

Cash, beginning of period

 

 

11,686

 

 

 

24,765

 

Cash, end of period

 

$ 2,697

 

 

$ 11,686

 

 

 

15 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Operating Activities

 

Cash generated by operating activities for the three months ended March 31, 2023, was $0.4 million compared to $3.5 million used for the three months ended March 31, 2022. Cash movements from operating activities can fluctuate with changes in net income and working capital movements. In Q1 2023, cash generated from operating activities decreased by $3.0 million primarily due to lower mine operating income as a result of higher levels of production with limited increase in sales volumes during the quarter.

 

Financing Activities

 

Cash used in financing activities was $0.2 million for the three months ended March 31, 2023, compared to $0.3 million for the three months ended March 31, 2022. The decrease is a result of higher lease and equipment loan payments, partially offset by proceeds from shares issued on the ATM. During the three months ended March 31, 2023, the Company received net proceeds from issuance of shares for cash of $0.2 million (March 31, 2022 – Nil). The Company also made finance lease and equipment loan payments totalling $0.4 million (March 31, 2022 - $0.3 million).

 

Investing Activities

 

Cash used in investing activities for the three months ended March 31, 2023, was $8.8 million compared to $16.2 million for the three months ended March 31, 2022. Cash used in investing activities included cash capital expenditures and exploration and evaluation expenditures of $3.8 million (March 31, 2022 - $0.9 million) on the acquisition of property and equipment and exploration expenditures, as well as $5.0 million related to the repayment of the promissory note associated with the acquisition of La Preciosa, compared to $15.3 million on the upfront payments in Q1 2022.

 

Liquidity and Capital Resources

 

The Company’s ability to generate sufficient amounts of cash, in both the short term and the long term, to maintain existing capacity and to fund ongoing exploration, is dependent upon the discovery of economically recoverable reserves or resources and the ability of the Company to obtain the financing necessary to generate and sustain profitable operations.

 

 

16 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Management expects that the Company’s ongoing liquidity requirements will be funded from cash generated from current operations and from further financing, as required, in order to fund ongoing exploration activities, and meet its objectives, including ongoing advancement at the Avino Mine. The Company continues to evaluate financing opportunities to advance its projects. The Company’s ability to secure adequate financing is, in part, dependent on overall market conditions, the prices of silver, gold, and copper, and other factors outside the Company’s control. There is no guarantee the Company will be able to secure any or all necessary financing in the future. The Company’s recent financing activities are summarized in the table below.

 

Intended Use of Proceeds

Actual Use of Proceeds

During 2021, the Company received net proceeds of $18.1 million in connection with a brokered at-the-market offering issued under prospectus supplements, $0.8 million in connection with warrants exercised and $0.2 million in connection with stock options exercised.

 

As of the date of this MD&A, the Company is using the funds as intended. During 2021, the Company announced an increase to its exploration from 12,000 to 30,600 metres of exploration and resource drilling. As of the date of this MD&A, over 20,000 metres of the program had been completed.

 

In supporting mining operations in Mexico, the Company acquired la Preciosa for net cash consideration of $15.4 million. During 2022, the remaining $3.7 million was used for exploration and evaluation activities, the acquisition of property and equipment, the repayment of capital equipment acquired under lease and loan.

 

During 2020, the Company received net proceeds of $4.7 million in connection with a brokered at-the-market offering issued under prospectus supplements and $3.7 million in connection with warrants exercised.

 

 

 

As of the date of this MD&A, the Company had used, and was continuing to use, the funds as intended. There has been no impact on the ability of the Company to achieve its business objectives and milestones.

 

The Company intends to continue to explore its properties, as described above, subject to market conditions and the ability to continue to obtain suitable financing.

 

 

Off-Balance Sheet Arrangements

 

The Company has no off-balance sheet arrangements.

 

Transactions with Related Parties

 

All related party transactions are recorded at the exchange amount which is the amount agreed to by the Company and the related party. 

 

(a)

Key management personnel

 

The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel for the three months ended March 31, 2023 and 2022 is as follows:

 

 

 

Three months ended March 31,

 

 

 

2023

 

 

2022

 

Salaries, benefits, and consulting fees

 

$ 284

 

 

$ 439

 

Share‐based payments

 

 

321

 

 

 

157

 

 

 

$ 605

 

 

$ 596

 

 

 

17 | Page

 

   

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

(b)

Amounts due to related parties

 

In the normal course of operations the Company transacts with companies related to Avino’s directors or officers. All amounts payable and receivable are non-interest bearing, unsecured and due on demand. The following table summarizes the amounts due to related parties:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Oniva International Services Corp.

 

$ 100

 

 

$ 100

 

Silver Wolf Exploration Ltd.

 

 

(77 )

 

 

(72 )

Directors Fees

 

 

44

 

 

 

-

 

 

 

$ 67

 

 

$ 28

 

 

For services provided to the Company as President and Chief Executive Officer, the Company pays Intermark Capital Corporation (“ICC”), a company controlled by David Wolfin, the Company’s president and CEO and also a director, for consulting services. For the three months ended March 31, 2023, the Company paid $71 (March 31, 2022 - $126) to ICC.

 

(c)

Other related party transactions

 

The Company has a cost sharing agreement with Oniva International Services Corp. (“Oniva”) for office and administration services. Pursuant to the cost sharing agreement, the Company will reimburse Oniva for the Company’s percentage of overhead and corporate expenses and for out-of-pocket expenses incurred on behalf of the Company. David Wolfin, President & CEO, and a director of the Company, is the sole owner of Oniva. The cost sharing agreement may be terminated with one-month notice by either party without penalty.

 

The transactions with Oniva during the three months ended March 31, 2023 and 2022 are summarized below:

 

 

 

March 31,

2023

 

 

March 31,

2022

 

Salaries and benefits

 

$ 245

 

 

$ 220

 

Office and miscellaneous

 

 

133

 

 

 

97

 

 

 

$ 378

 

 

$ 317

 

 

Financial Instruments and Risks

 

The fair values of the Company’s amounts due to related parties and accounts payable approximate their carrying values because of the short-term nature of these instruments. Cash, amounts receivable, long-term investments, and warrant liability are recorded at fair value. The carrying amounts of the Company’s term facility, equipment loans, and finance lease obligations are a reasonable approximation of their fair values based on current market rates for similar financial instruments.

 

 

18 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

The Company’s financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

 

(a)

Credit Risk

 

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company has exposure to credit risk through its cash, long-term investments and amounts receivable. The Company manages credit risk, in respect of cash and short-term investments, by maintaining the majority of cash and short-term investments at highly rated financial institutions.

 

The Company is exposed to a significant concentration of credit risk with respect to its trade accounts receivable balance because all of its concentrate sales are with four (December 31, 2022 – two) counterparty. However, the Company has not recorded any allowance against its trade receivables because to-date all balances owed have been settled in full when due (typically within 60 days of submission) and because of the highly-rated nature of the counterparties.

 

The Company’s maximum exposure to credit risk at the end of any period is equal to the carrying amount of these financial assets as recorded in the unaudited consolidated statement of financial position. At March 31, 2023, no amounts were held as collateral.

 

(b)

Liquidity Risk

 

Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by its operating, investing and financing activities. The Company had cash at March 31, 2023, in the amount of $2,697 and working capital of $5,109 in order to meet short-term business requirements. Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms. The current portions of term facility, equipment loans, and finance lease obligations are due within 12 months of the consolidated statement of financial position date. Amounts due to related parties are without stated terms of interest or repayment.

 

The maturity profiles of the Company’s contractual obligations and commitments as at March 31, 2023, are summarized as follows:

 

 

 

Total

 

 

Less Than

1 Year

 

 

1-5 years

 

 

More Than 5 Years

 

Accounts payable and accrued liabilities

 

$ 10,922

 

 

$ 10,922

 

 

$ -

 

 

$ -

 

Amounts due to related parties

 

 

67

 

 

 

67

 

 

 

-

 

 

 

-

 

Minimum rental and lease payments

 

 

849

 

 

 

105

 

 

 

346

 

 

 

398

 

Equipment loans

 

 

481

 

 

 

165

 

 

 

316

 

 

 

-

 

Finance lease obligations

 

 

2,925

 

 

 

1,523

 

 

 

1,402

 

 

 

-

 

Total

 

$ 15,244

 

 

$ 12,782

 

 

$ 2,064

 

 

$ 398

 

 

(c)

Market Risk

 

Market risk consists of interest rate risk, foreign currency risk and price risk. These are discussed further below.

 

 

19 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Interest Rate Risk

 

Interest rate risk consists of two components:

 

 

(i)

To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.

 

 

 

 

(ii)

To the extent that changes in prevailing market rates differ from the interest rates on the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.

 

In management’s opinion, the Company is exposed to interest rate risk primarily on its outstanding term facility, as the interest rate is subject to floating rates of interest. A 10% change in the interest rate would not result in a material impact on the Company’s operations.

 

Foreign Currency Risk

 

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and Canadian dollars:

 

 

 

March 31, 2023

 

 

December 31, 2022

 

 

 

MXN

 

 

CDN

 

 

MXN

 

 

CDN

 

Cash

 

$ 5,063

 

 

$ 219

 

 

$ 4,097

 

 

$ 250

 

Due from related parties

 

 

1,402

 

 

 

-

 

 

 

1,402

 

 

 

-

 

Long-term investments

 

 

-

 

 

 

1,984

 

 

 

-

 

 

 

2,365

 

Reclamation bonds

 

 

-

 

 

 

6

 

 

 

-

 

 

 

4

 

Amounts receivable

 

 

1,549

 

 

 

302

 

 

 

-

 

 

 

34

 

Accounts payable and accrued liabilities

 

 

(76,052 )

 

 

(54 )

 

 

(85,486 )

 

 

(108 )

Due to related parties

 

 

-

 

 

 

(195 )

 

 

-

 

 

 

(135 )

Finance lease obligations

 

 

(880 )

 

 

(331 )

 

 

(161 )

 

 

(343 )

Net exposure

 

 

(68,918 )

 

 

1,931

 

 

 

(80,148 )

 

 

2,067

 

US dollar equivalent

 

$ (3,811 )

 

$ 1,426

 

 

$ (4,136 )

 

$ 1,526

 

 

Based on the net US dollar denominated asset and liability exposures as at March 31, 2023, a 10% fluctuation in the US/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the three months ended March 31, 2023, by approximately $251 (year ended December 31, 2022 - $275). The Company has not entered into any foreign currency contracts to mitigate this risk.

 

Price Risk

 

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk.

 

The Company is exposed to price risk with respect to its amounts receivable, as certain trade accounts receivable are recorded based on provisional terms that are subsequently adjusted according to quoted metal prices at the date of final settlement. Quoted metal prices are affected by numerous factors beyond the Company’s control and are subject to volatility, and the Company does not employ hedging strategies to limit its exposure to price risk. At March 31, 2023, based on outstanding accounts receivable that were subject to pricing adjustments, a 10% change in metals prices would have an impact on net earnings (loss) of approximately $17 (December 31, 2022 – loss of $65).

 

 

20 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

The Company is exposed to price risk with respect to its long-term investments, as these investments are carried at fair value based on quoted market prices. Changes in market prices result in gains or losses being recognized in net income (loss). At March 31, 2023, a 10% change in market prices would have an impact on net earnings (loss) of approximately $143 (December 31, 2022 - $175).

 

The Company’s profitability and ability to raise capital to fund exploration, evaluation and production activities is subject to risks associated with fluctuations in mineral prices. Management closely monitors commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

(d)

Classification of Financial Instruments

 

IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The following table sets forth the Company’s financial assets and financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as at March 31, 2023:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash

 

$ 2,697

 

 

$ -

 

 

$ -

 

Amounts receivable

 

 

-

 

 

 

2,015

 

 

 

-

 

Long-term investments

 

 

1,466

 

 

 

-

 

 

 

-

 

Total financial assets

 

$ 4,163

 

 

$ 2,015

 

 

$ -

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

 

-

 

 

 

-

 

 

 

(771 )

Total financial liabilities

 

$ -

 

 

$ -

 

 

$ (771 )

 

The Company uses Black-Scholes model to measure its Level 3 financial instruments. As at March 31, 2023, the Company’s Level 3 financial instruments consisted of the warrant liability.

 

For the Company’s warrant liability valuation and fair value adjustments during the three months ended March 31, 2023 and the year ended December 31, 2022, see Note 13 of the condensed consolidated interim statements of operations.

 

 

21 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Commitments

 

The Company has a cost sharing agreement to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on Oniva’s total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in the “Transactions with Related Parties” section.

 

The Company and its subsidiaries have various operating lease agreements for their office premises, use of land, and equipment. Commitments in respect of these lease agreements are as follows:

 

 

 

March 31,

2023

 

 

December 31,

2022

 

Not later than one year

 

$ 103

 

 

$ 105

 

Later than one year and not later than five years

 

 

347

 

 

 

347

 

Later than five years

 

 

375

 

 

 

398

 

 

 

$ 825

 

 

$ 850

 

 

Office lease payments recognized as an expense during the three months ended March 31, 2023, totalled $4 (March 31, 2022 - $16).

 

Outstanding Share Data

 

The Company’s authorized share capital consists of an unlimited number of common shares without par value.

 

As at May 10, 2023 the following common shares, warrants, and stock options were outstanding:

 

 

 

Number of shares

 

 

Exercise price

 

 

Remaining life (years)

 

Share capital

 

 

119,195,457

 

 

 

-

 

 

 

-

 

Warrants (US$)

 

 

8,950,412

 

 

$0.80 - $1.09

 

 

0.37 – 0.38

 

Restricted Share Units (“RSUs”)

 

 

3,406,999

 

 

 

-

 

 

0.24 – 2.89

 

Stock options

 

 

6,626,000

 

 

C$0.79 - C$1.64

 

 

0.30 – 4.89

 

Fully diluted

 

 

138,178,868

 

 

 

 

 

 

 

 

 

  

The following are details of outstanding stock options as at March 31, 2023 and May 10, 2023:

 

Expiry Date

 

Exercise Price Per Share

 

Number of Shares Remaining Subject to Options

(March 31, 2023)

 

 

Number of Shares Remaining Subject to Options

(May 10, 2023)

 

August 28, 2023

 

C$1.30

 

 

105,000

 

 

 

105,000

 

August 21, 2024

 

C$0.79

 

 

126,000

 

 

 

126,000

 

August 4, 2025

 

C$1.64

 

 

1,680,000

 

 

 

1,680,000

 

March 25, 2027

 

C$1.20

 

 

2,340,000

 

 

 

2,340,000

 

May 4, 2027

 

C$0.92

 

 

25,000

 

 

 

25,000

 

March 29, 2028

 

C$1.12

 

 

2,370,000

 

 

 

2,370,000

 

Total:

 

 

 

 

6,626,000

 

 

 

6,626,000

 

 

 

22 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

The following are details of outstanding warrants as at March 31, 2023 and May 10, 2023:

 

Expiry Date

 

Exercise Price Per Share

 

 

Number of Underlying Shares

(March 31, 2023)

 

 

Number of Underlying Shares

(May 10, 2023)

 

September 21, 2023

 

$ 1.09

 

 

 

7,000,000

 

 

 

7,000,000

 

September 25, 2023

 

$ 0.80

 

 

 

1,950,412

 

 

 

1,950,412

 

Total:

 

 

 

 

 

 

8,950,412

 

 

 

8,950,412

 

 

The following are details of outstanding RSUs as at March 31, 2023 and May 10, 2023:

 

Expiry Date

 

Number of Shares Remaining Subject to RSUs

(March 31, 2023)

 

 

Number of Shares Remaining Subject to RSUs

(May 10, 2023)

 

August 4, 2023

 

 

412,666

 

 

 

412,666

 

March 25, 2025

 

 

1,185,333

 

 

 

1,185,333

 

March 29, 2026

 

 

1,809,000

 

 

 

1,809,000

 

Total:

 

 

3,406,999

 

 

 

3,406,999

 

 

Recent Accounting Pronouncements

 

Application of new and revised accounting standards:

 

Future Changes in Accounting Policies Not Yet Effective as at March 31, 2023:

 

Certain new accounting standards and interpretations have been published that are not mandatory for the current period and have not been early adopted. These standards are not expected to have a material impact on the Company in the current or future reporting periods.

 

Disclosure Controls and Procedures

 

Management, including our principal executive officer and principal financial officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures on financial reporting (as defined in NI 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings and as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) and has concluded that, based on its evaluation, that the Company’s disclosure controls and procedures were not effective as of March 31, 2023 due to a material weakness in internal control over financial reporting that was disclosed in our management’s discussion and analysis for the year ended December 31, 2022.

 

Changes in Internal Control Over Financial Reporting

 

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) of the Exchange Act) that occurred during the three months ended March 31, 2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

Based on this evaluation, management concluded that as of March 31, 2023, the Company’s internal controls over financial reporting, as defined in NI 52-109 - Certification of Disclosure in Issuer’s Annual and Interim Filings and as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) were ineffective as of March 31, 2023.

 

 

23 | Page

 

    

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2023

 

Remediation

 

The Company has begun implementing a remediation plan to address the material weakness described in the audited financial statements for the year ended December 31, 2022. The material weakness will not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. We expect that the remediation of the material weakness will be completed prior to the end of the year ended December 31, 2023.

 

Cautionary Statement

This MD&A is based on a review of the Company’s operations, financial position and plans for the future based on facts and circumstances as of May 10, 2023. Except for historical information or statements of fact relating to the Company, this document contains “forward-looking statements” within the meaning of applicable Canadian securities regulations. Forward-looking statements in this document include, but are not limited to, those regarding the economic outlook for the mining industry, expectations regarding metals prices, expectations regarding production output, production costs, cash costs and other operating results, expectations regarding growth prospects and the outlook for the Company’s operations, and statements regarding the Company’s liquidity, capital resources, and capital expenditures. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from our expectations are disclosed in the Company’s documents filed from time to time via SEDAR with the Canadian regulatory agencies to whose policies we are bound. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and we do not undertake any obligation to update forward-looking statements should conditions or our estimates or opinions change, except as required by applicable securities regulations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

 

 

24 | Page

 

EX-99.3 4 avino_ex993.htm CEO CERTIFICATION avino_ex993.htm

EXHIBIT 99.3

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, David Wolfin, Chief Executive Officer, of Avino Silver & Gold Mines Ltd., certify the following:

 

1.

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avino Silver & Gold Mines Ltd. (the “issuer”) for the interim period ended March 31, 2023.

 

 

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 Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

 

1

 

 

5.2

ICFR – material weakness relating to design – The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the financial year end:

 

 

(a)

A description of the material weakness;

 

 

 

 

(b)

The impact of the material weakness on the issuer’s financial reporting and its ICFR; and

 

 

 

 

(c)

The issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness

 

5.3

Limitation on scope of design - N/A

 

6.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2023 and ended on March 31, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date: May 10, 2023

 

“David Wolfin”                                                                           

 

David Wolfin

Chief Executive Officer

 

 

2

 

EX-99.4 5 avino_ex994.htm CFO CERTIFICATION avino_ex994.htm

EXHIBIT 99.4

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, Nathan Harte, Chief Financial Officer, of Avino Silver & Gold Mines Ltd., certify the following:

 

1.

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avino Silver & Gold Mines Ltd. (the “issuer”) for the interim period ended March 31, 2023.

 

 

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 Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

 

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5.2

ICFR – material weakness relating to design – The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the financial year end:

 

 

(a)

A description of the material weakness;

 

 

 

 

(b)

The impact of the material weakness on the issuer’s financial reporting and its ICFR; and

 

 

 

 

(c)

The issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness

 

5.3

Limitation on scope of design - N/A

 

 

6.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2023 and ended on March 31, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date: May 10, 2023

 

“Nathan Harte”                                                                          

 

Nathan Harte

Chief Financial Officer

 

 

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