フューリーゴールドマインズの適時開示

6-K 1 fury_6k.htm FORM 6-K fury_6k.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the month of August 2024

Commission File No. 001-38145

Fury Gold Mines Limited

(Translation of registrant’s name into English)

1630-1177 West Hastings Street, Vancouver, BC, V6E 2K3 Canada

(Address of principal executive office)

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

Form 20-F ☒ ☐ Form 40-F ☐

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) ☐

SUBMITTED HEREWITH

Exhibits

Exhibit 99.1		Condensed Interim Consolidated Financial Statements

Exhibit 99.2		Management’s Discussion And Analysis

Exhibit 99.3		CEO certification of interim filings

Exhibit 99.4		CFO certification of interim filings

SIGNATURE

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.

	Fury Gold Mines Limited

Date: August 7, 2024	By:	/s/ Phil van Staden
		Phil van Staden
		Chief Financial Officer

EX-99.1 2 fury_ex991.htm CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS fury_ex991.htm

EXHIBIT 99.1

(An exploration company)

CONDENSED INTERIM

CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2024

Fury Gold Mines Limited
Condensed Interim Consolidated Statements of Financial Position
(Expressed in thousands of Canadian dollars – Unaudited)
			At June 30			At December 31
	Note		2024			2023
Assets
Current assets:
Cash			$	8,523		$	7,313
Marketable securities		3		2,834			1,166
Accounts receivable				178			374
Prepaid expenses and deposits				322			592
				11,857			9,445
Non-current assets:
Restricted cash				144			144
Prepaid expenses and deposits				155			111
Property and equipment				430			588
Mineral interests		4		145,654			142,639
Investments in associates		5		31,009			36,248
				177,392			179,730
Total assets			$	189,249		$	189,175

Liabilities and Equity
Current liabilities:
Accounts payable and accrued liabilities			$	906		$	1,034
Lease liability				151			154
Flow-through share premium liability		6		1,837			544
				2,894			1,732
Non-current liabilities:
Lease liability				-			74
Provision for site reclamation and closure				4,552			4,495
Total liabilities			$	7,446		$	6,301

Equity:
Share capital		9	$	312,820		$	310,277
Share option and warrant reserve		10		22,476			21,660
Accumulated other comprehensive loss				(11	)		(9	)
Deficit				(153,482	)		(149,054	)
Total equity			$	181,803		$	182,874
Total liabilities and equity			$	189,249		$	189,175

Commitments (notes 5(c), 14)

Approved on behalf of the Board of Directors:

“Forrester A. Clark”		“Steve Cook”
Chief Executive Officer		Director

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

Fury Gold Mines Limited

Fury Gold Mines Limited
Condensed Interim Consolidated Statements of Loss (Earnings) and Comprehensive Loss (Income)
(Expressed in thousands of Canadian dollars, except per share amounts – Unaudited)
			Three months ended June 30						Six months ended June 30
	Note		2024			2023			2024			2023
Operating expenses:
Exploration and evaluation		7	$	1,685		$	1,826		$	2,476		$	2,688
Fees, salaries, and other employee benefits				623			517			1,105			1,397
Insurance				148			170			296			338
Legal and Professional				320			152			464			255
Marketing and investor relations				191			218			326			388
Office and administration				88			119			182			200
Regulatory and compliance				73			113			134			178
				3,128			3,115			4,983			5,444

Other expense (income), net:
Accretion of provision for site reclamation and closure				38			32			72			66
Amortization of flow-through share premium		6		(448	)		(613	)		(729	)		(613	)
Foreign exchange loss				4			1			9			5
Interest expense				8			15			17			37
Interest income				(82	)		(188	)		(165	)		(309	)
Net loss from associates		5		1,629			1,552			1,956			2,134
Realized gain on disposal of investments		5		-			-			(537	)		-
Net gain on marketable securities		3		(215	)		(639	)		(612	)		(827	)
Other income		8		(566	)		-			(566	)		-
				368			160			(555	)		493
Loss before taxes				3,496			3,275			4,428			5,937
Income tax expense				-			18			-			18
Net loss				3,496			3,293			4,428			5,955

Other comprehensive loss, net of tax

Unrealized currency loss on translation of foreign operations				1			3			2			4

Total comprehensive loss			$	3,497		$	3,296		$	4,430		$	5,959

Loss per share:
Basic loss per share		13	$	0.02		$	0.02		$	0.03		$	0.04
Diluted loss per share		13	$	0.02		$	0.02		$	0.03		$	0.04

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

Fury Gold Mines Limited

Fury Gold Mines Limited
Condensed Interim Consolidated Statements of Equity
(Expressed in thousands of Canadian dollars, except share amounts – Unaudited)
	Number of common shares		Share capital		Share option and warrant reserve		Accumulated other comprehensive loss			Deficit			Total
Balance at December 31, 2022		139,470,950	$	306,328	$	20,309	$	(3	)	$	(131,841	)	$	194,793
Total comprehensive loss		-		-		-		(4	)		(5,955	)		(5,959	)
Shares issued pursuant to offering, net of share issue costs and flow-through premium liability		6,076,500		4,037		-		-			-			4,037
Share-based compensation		-		-		926		-			-			926
Balance at June 30, 2023		145,547,450	$	310,365	$	21,235	$	(7	)	$	(137,796	)	$	193,797

Balance at December 31, 2023		145,744,795	$	310,277	$	21,660	$	(9	)	$	(149,054	)	$	182,874
Total comprehensive loss		-		-		-		(2	)		(4,428	)		(4,430	)
Shares issued pursuant to offering, net of share issue costs and flow-through premium liability (note 9)		5,320,000		2,543		-		-			-			2,543
Share-based compensation (note 10(a))		391,078		-		816		-			-			816
Balance at June 30, 2024		151,455,873	$	312,820	$	22,476	$	(11	)	$	(153,482	)	$	181,803

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

Fury Gold Mines Limited

Fury Gold Mines Limited
Condensed Interim Consolidated Statements of Cash Flows
(Expressed in thousands of Canadian dollars – Unaudited)
			Three months ended June 30						Six months ended June 30
	Note		2024			2023			2024			2023
Operating activities:
Net loss			$	(3,496	)	$	(3,293	)	$	(4,428	)	$	(5,955	)
Adjusted for:
Interest income				(82	)		(188	)		(165	)		(309	)
Items not involving cash:
Realized gain on disposal of investments		5		-			-			(537	)		-
Net gain on marketable securities		3		(215	)		(639	)		(612	)		(827	)
Depreciation				74			85			158			172
Net loss from associates		5		1,629			1,552			1,956			2,134
Amortization of flow-through share premium		6		(448	)		(613	)		(728	)		(613	)
Accretion of provision for site reclamation and closure				38			32			72			66
Share-based compensation		10		399			240			652			926
Interest expense				8			15			17			37
Changes in non-cash working capital		12		294			172			457			(69	)
Cash used in operating activities				(1,799	)		(2,637	)		(3,158	)		(4,438	)
Investing activities:
Interest received				82			188			165			309
Acquisition of mineral interests, inclusive of transaction fees				(8	)		-			(3,030	)		50
Proceeds from disposal of marketable securities				-			-			244			-
Marketable securities additions		3		-			-			(1,300	)		-
Proceeds from disposition of investment in associate, net of transaction costs		5a		-			-			3,820			-
Cash provided by (used in) investing activities				74			188			(101	)		359
Financing activities:
Lease payments				(47	)		(59	)		(94	)		(122	)
Proceeds from issuance of flow-through shares, net of issuance costs		9		4,565			-			4,565			7,926
Cash (used in) provided by financing activities				4,518			(59	)		4,471			7,804
Effect of foreign exchange on cash				(1	)		(3	)		(2	)		(4	)
Increase (decrease) in cash				2,792			(2,511	)		1,210			3,721
Cash, beginning of the period				5,731			16,541			7,313			10,309
Cash, end of the period			$	8,523		$	14,030		$	8,523		$	14,030

Supplemental cash flow information (note 12)

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

Fury Gold Mines Limited

Note 1: Nature of operations

Fury Gold Mines Limited (the “Company” or “Fury Gold”) was incorporated on June 9, 2008, under the Business Corporations Act (British Columbia) and is listed on the Toronto Stock Exchange and the NYSE-American, with its common shares trading under the symbol FURY. The Company’s registered and records office is at 1500-1055 West Georgia Street Vancouver, BC, V6E 4N7 and the mailing address is 401 Bay Street, 16th Floor, Toronto, Ontario, M5H 2Y4.

The Company’s principal business activity is the acquisition and exploration of resource projects in Canada. At June 30, 2024, the Company had two principal projects: Eau Claire in Quebec and Committee Bay in Nunavut. Additionally, the Company holds an 18.89% common share interest in Dolly Varden Silver Corporation (“Dolly Varden”), which owns the Kitsault project in British Columbia and a 25% interest in Universal Mineral Services Limited (“UMS”), a private shared-services provider (note 5).

Note 2: Basis of presentation

Statement of compliance

These unaudited condensed interim consolidated financial statements (the “interim financial statements”) have been prepared in accordance with International Accounting Standard 34 – Interim Financial Reporting (“IAS 34”) as issued by the International Accounting Standards Board (“IASB”). Certain disclosures included in the Company’s annual consolidated financial statements (the “consolidated financial statements”) prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the IASB and interpretations issued by the IFRS Interpretations Committee (“IFRICs”) have been condensed or omitted herein. Accordingly, these unaudited interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2023. These interim financial statements were approved and authorized for issuance by the Board of Directors of the Company on August 7, 2024.

Basis of preparation and consolidation

These interim financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control exists when the Company has power over an investee, exposure or rights to variable returns from its involvement with the investee, and the ability to use its power over the investee to affect the amount of the Company’s returns. The Company’s interim results are not necessarily indicative of its results for a full year.

The subsidiaries (with a beneficial interest of 100%) of the Company at June 30, 2024 were as follows:

Subsidiary	Place of incorporation	Functional currency
Eastmain Mines Inc. (“Eastmain Mines”) (a)	Canada	CAD
Eastmain Resources Inc. (“Eastmain”)	ON, Canada	CAD
Fury Gold USA Limited (“Fury Gold USA”) (b)	Delaware, U.S.A.	USD
North Country Gold Corp. (“North Country”)	BC, Canada	CAD

(a) Company incorporated federally in Canada.

(b) Fury USA provides certain administrative services with respect to employee benefits for US resident personnel.

Investments in associates and joint arrangements

These interim financial statements also include the following joint arrangement and investments in associates:

Associates and joint arrangement	Ownership interest	Location	Classification and accounting method
Dolly Varden	18.89%	BC, Canada	Associate; equity method
UMS	25.00%	BC, Canada	Associate; equity method

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

These interim financial statements have been prepared on a historical cost basis except for certain financial instruments that have been measured at fair value (note 14). All amounts are expressed in thousands of Canadian dollars unless otherwise noted. Reference to US$ are to United States dollars. All intercompany balances and transactions have been eliminated.

Segmented information

The Company’s operating segments are reviewed by the key decision maker to make decisions about resources to be allocated to the segments and to assess their performance. The Company operates in one reportable operating segment, being the acquisition, exploration, and development of mineral resource properties, and in one geographical location, Canada.

Critical accounting estimates, judgments, and policies

The preparation of financial statements in accordance with IFRS requires management to select accounting policies and make estimates and judgments that may have a significant impact on consolidated financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates.

In preparing the Company’s interim financial statements for the three and six months ended June 30, 2024, the Company applied the material accounting policy information and critical accounting estimates and judgements disclosed in notes 3 and 5, respectively, of its consolidated financial statements for the year ended December 31, 2023.

Application of new and revised accounting standards:

On October 31, 2021, the IASB issued Non-current Liabilities with Covenants (Amendments to IAS 1). The amendments to IAS 1 affect only the presentation of liabilities as current or non-current in the statement of financial position and not the amount or timing of recognition of any asset, liability, income or expenses, or the information disclosed about those items. The adoption of the new standard did not impact the financial statements of the Company.

On May 25, 2023, the IASB issued the final amendments to IAS 7 and IFRS 7 which address the disclosure requirements to enhance the transparency of supplier finance arrangements and their effects on a company’s liabilities, cash flows and exposure to liquidity risk. The amendments to IAS 7 are effective for annual periods beginning on or after January 1, 2024 with earlier application permitted. The adoption of the new standard did not impact the financial statements of the Company.

On September 22, 2022, the IASB issued "Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)" with amendments that clarify how a seller-lessee subsequently measures sale and leaseback transactions that satisfy the requirements in IFRS 15 to be accounted for as a sale. The amendments are effective for annual reporting periods beginning on or after January 1, 2024 and earlier application is permitted. The adoption of the new standard did not impact the financial statements of the Company.

On May 30, 2024, the IASB issued 'Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)' to address matters identified during the post-implementation review of the classification and measurement requirements of IFRS 9 'Financial Instruments'. The amendments are effective for reporting periods beginning on or after 1 January 2026. The adoption of the new standard did not impact the financial statements of the Company.

On 9 April 2024, the IASB issued a new standard, called “IFRS 18 — Presentation and Disclosure in Financial Statements”, which applies to an annual reporting period beginning on or after 1 January 2027. IFRS 18 includes requirements for all entities applying IFRS for the presentation and disclosure of information in financial statements. The Company did not early adopt the standard.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

Note 3: Marketable securities

The marketable securities held by the Company were as follows:

	Total
Balance at December 31, 2022	$	582
Additions		1,619
Proceeds from disposal of marketable securities		(381	)
Realized gain on disposition		293
Unrealized net loss		(947	)
Balance at December 31, 2023	$	1,166
Additions		1,300
Proceeds from disposal of marketable securities		(244	)
Realized loss on disposition		(14	)
Unrealized net gain		626
Balance at June 30, 2024	$	2,834

During the six months ended June 30, 2024, the Company acquired a 10.9% common share ownership of Sirios Resources Inc (“Sirios”) for $1,300, as part of another transaction (note 4) to consolidate its Éléonore South project ownership. The 30,392,372 Sirios common shares have been acquired for investment purposes and the Company will evaluate its investment in Sirios on an ongoing basis with respect to any possible additional purchases or dispositions, whereupon any such marketable securities transactions are accounted for as of the trade date. During the first quarter of 2024, Fury Gold sold an aggregate of 1,514,000 Sirios common shares, lowering its holdings to 9.3% as at June 30, 2024.

Note 4: Mineral interests

The Company’s resource properties are located in Canada. A summary of the carrying amounts is as follows:

Quebec				Nunavut		Total
Balance at December 31, 2022	$	125,656		$	19,534	$	145,190
Option payment received		(880	)		-		(880	)
Disposition		(1,746	)		-		(1,746	)
Change in estimate of provision for site reclamation and closure		(52	)		127		75
Option payment received		(880	)		-		(880	)
Balance at December 31, 2023	$	122,978		$	19,661	$	142,639
Additions (1)		3,030			-		3,030
Change in estimate of provision for site reclamation and closure		(21	)		6		(15	)
Balance at June 30, 2024	$	125,987		$	19,667	$	145,654

(1) On February 29, 2024, the Company, and its joint operation partner Newmont Corporation (“Newmont”), through their respective subsidiaries, closed a transaction whereby the Company acquired 100% control of the joint operation interests, the Éléonore South project, consolidating these properties into the Company’s portfolio at which time the joint venture operation was dissolved. The 49.978% that Newmont held was acquired by the Company for $3,000 while incurring $30 in transaction costs. As part of the same transaction, the Company also acquired a 10.9% interest in Sirios, as disclosed in note 3.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

Note 5: Investment in associates

(a)	Acquisition of investments in associates

	(i)	On February 25, 2022, the Company completed the sale of Homestake Resources Corporation to Dolly Varden for cash proceeds of $5,000 and 76,504,590 common shares of Dolly Varden. The Company’s resulting interest in Dolly Varden represented approximately 35.3% of the issued and outstanding common shares of Dolly Varden on February 25, 2022, which has been accounted for using the equity method. The Company recognized a gain of $48,390, net of transaction costs of $589, on the date of disposition. On October 13, 2022, the Company completed the sale of 17,000,000 common shares of Dolly Varden for total gross proceeds of $6,800. On March 13, 2024 the Company sold a further 5,450,000 common shares of Dolly Varden for gross proceeds of $4,006 to decrease its holdings to 18.89% as at June 30, 2024, recognizing a gain of $537 and incurring $185 in costs to complete the transaction.

	(ii)	On April 1, 2022, the Company purchased a 25% share interest in UMS, a private shared-services provider for nominal consideration. The Company funded, in addition to its nominal investment in UMS, a cash deposit of $150 which is held by UMS for the purposes of general working capital, and which will be returned to the Company upon termination of the UMS Canada arrangement, net of any residual unfulfilled obligations. UMS is the private company through which its shareholders, including Fury Gold, share geological, financial, and transactional advisory services as well as administrative services on a full, cost recovery basis.

(b)	Summarized financial information of the Company’s investments in associates:

The carrying amounts of the Company’s investments in associates as at June 30, 2024 were as follows:

	Dolly Varden			UMS			Total
Carrying amount at December 31, 2022	$	42,303		$	127		$	42,430
Company’s share of net loss of associates		(6,177	)		(5	)		(6,182	)
Carrying amount at December 31, 2023	$	36,126		$	122		$	36,248
Company’s share of net loss of associates		(1,935	)		(21	)		(1,956	)
Disposition(1)		(3,283	)		-			(3,283	)
Carrying amount at June 30, 2024	$	30,908		$	101		$	31,009

(1) Included in the disposition number is $26 which was the Company’s portion of its loss until disposition.

The fair market value of the Company’s 54,054,590 common shares equity interest in Dolly Varden at June 30, 2024 was $55,676, based on the closing share price on the TSX Venture Exchange on that date.

For the three months ended June 30, 2024 and 2023, the Company’s equity share of net losses of the Company’s associates on a 100% basis were as follows:

Three months ended June 30, 2024	Dolly Varden		UMS			Total
Cost recoveries	$	-	$	(829	)	$	(829	)
Exploration and evaluation		6,797		202			6,999
Marketing		401		29			430
Share-based compensation		1,146		-			1,146
Administrative and other		176		678			854
Net loss of associate, 100%		8,520		80			8,540
Company’s share of net loss of associates	$	1,609	$	20		$	1,629

Three months ended June 30, 2023	Dolly Varden			UMS			Total
Cost recoveries	$	-		$	(1,665	)	$	(1,665	)
Exploration and evaluation		6,498			676			7,174
Marketing		339			-			339
Share-based compensation		485			-			485
Administrative and other		(714	)		1,022			308
Net loss of associate, 100%		6,608			33			6,641
Company’s share of net loss of associates	$	1,543		$	8		$	1,551

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

For the six months ended June 30, 2024 and 2023, the Company’s equity share of net loss of the Company’s associates on a 100% basis were as follows:

Six months ended June 30, 2024	Dolly Varden		UMS			Total
Cost recoveries	$	-	$	(1,781	)	$	(1,781	)
Exploration and evaluation		7,233		532			7,765
Marketing		685		111			796
Share-based compensation		1,494		-			1,494
Administrative and other		739		1,222			1,961
Net loss of associate, 100%		10,151		84			10,235
Company’s share of net loss of associates	$	1,961	$	21		$	1,982

Six months ended June 30, 2023	Dolly Varden		UMS			Total
Cost recoveries	$	-	$	(3,220	)	$	(3,220	)
Exploration and evaluation		7,297		1,167			8,464
Marketing		747		-			747
Share-based compensation		904		-			904
Administrative and other		97		2,124			2,221
Net loss of associate, 100%		9,046		71			9,117
Company’s share of net loss of associates	$	2,116	$	18		$	2,134

The Company’s equity share of net assets of associates at June 30, 2024 is as follows:

	Dolly Varden			UMS
Current assets	$	19,368		$	783
Non-current assets		151,288			2,322
Current liabilities		(7,024	)		(1,366	)
Non-current liabilities		-			(1,335	)
Net assets, 100%		163,632			404
Company’s equity share of net assets of associate	$	30,908		$	101

(c)	Services rendered and balances with UMS

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Exploration and evaluation	$	52	$	286	$	110	$	582
General, marketing and administration		119		221		192		462
Total transactions for the period	$	171	$	507	$	302	$	1,044

The outstanding balance owing at June 30, 2024, was $44 (December 31, 2023 – $103) which is included in accounts payable and accrued liabilities.

As part of the UMS arrangement, the Company is contractually obliged to pay certain rental expenses in respect of a ten-year office lease entered into by UMS on July 1, 2021. As at June 30, 2024, the Company expects to incur approximately $141 in respect of its share of future rental expense of UMS for the remaining 6.75 years.

The Company issues share options to certain UMS employees, including key management personnel of the Company (note 11). The Company recognized a share-based compensation expense of $1 and recovery of $4 for the three and six months ended June 30, 2024 in respect of share options issued to UMS employees (June 30, 2023 - $24 and $248).

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

Note 6: Flow-through share premium liability

Flow-through shares are issued at a premium, calculated as the difference between the price of a flow-through share and the price of a common share at that date. Tax deductions generated by eligible expenditures are passed through to the shareholders of the flow-through shares once the eligible expenditures are incurred and renounced.

The flow-through share funding and expenditures, along with the corresponding impact on the flow-through share premium liability, were as follows:

Quebec	Flow-through funding and expenditures			Flow-through Premium liability
Balance at December 31, 2022	$	-		$	-
Flow-through funds raised (1)		8,750			3,889
Flow-through eligible expenditures		(7,527	)		(3,345	)
Balance at December 31, 2023	$	1,223		$	544
Flow-through eligible expenditures		(1,223	)		(544	)
Flow-through funds raised (2)		5,001			2,022
Flow-through eligible expenditures		(457	)		(185	)
Balance at June 30, 2024	$	4,544		$	1,837

(1) On March 23, 2023, the Company completed an offering (note 9) and raised $8,750 through the issuance of 6,076,500 common shares designated as flow-through shares. The flow-through proceeds will be used for mineral exploration in Quebec. The Company is committed to incur the full exploration expenditures of $8,750 before December 31, 2024.

(2) On June 13, 2024, the Company completed an offering (note 9) and raised $5,001 through the issuance of 5,320,000 common shares designated as flow-through shares. The flow-through proceeds will be used for mineral exploration in Quebec. The Company is committed to incur the full exploration expenditures of $5,001 before December 31, 2025.

Note 7: Exploration and evaluation costs

For the three and six months ended June 30, 2024 and 2023, the Company’s exploration and evaluation costs were as follows:

	Quebec		Nunavut		Total
Assaying	$	227	$	11	$	238
Exploration drilling		384		-		384
Camp cost, equipment, and field supplies		334		49		383
Geological consulting services		1		4		5
Permitting, environmental and community costs		21		42		63
Salaries and wages		334		2		336
Fuel and consumables		74		-		74
Aircraft and travel		123		-		123
Share-based compensation		79		-		79
Three months ended June 30, 2024	$	1,577	$	108	$	1,685

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

	Quebec		Nunavut		Total
Assaying	$	158	$	11	$	169
Exploration drilling		344		-		344
Camp cost, equipment, and field supplies		300		49		349
Geological consulting services		-		2		2
Permitting, environmental and community costs		146		49		195
Expediting and mobilization		6		-		6
Salaries and wages		491		4		495
Fuel and consumables		91		-		91
Aircraft and travel		84		-		84
Share-based compensation		89		2		91
Three months ended June 30, 2023	$	1,709	$	117	$	1,826

	Quebec		Nunavut		Total
Assaying	$	300	$	19	$	319
Exploration drilling		467		-		467
Camp cost, equipment, and field supplies		426		97		523
Geological consulting services		7		7		14
Permitting, environmental and community costs		37		86		123
Salaries and wages		659		6		665
Fuel and consumables		109		-		109
Aircraft and travel		135		-		135
Share-based compensation		120		1		121
Six months ended June 30, 2024	$	2,260	$	217	$	2,476

	Quebec		Nunavut		Total
Assaying	$	185	$	22	$	207
Exploration drilling		360		-		360
Camp cost, equipment, and field supplies		367		97		464
Geological consulting services		7		5		12
Permitting, environmental and community costs		196		93		289
Expediting and mobilization		6		-		6
Salaries and wages		844		10		854
Fuel and consumables		104		-		104
Aircraft and travel		101		-		101
Share-based compensation		285		6		291
Six months ended June 30, 2023	$	2,455	$	233	$	2,688

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

Note 8: Other income

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Exploration and evaluation	$	566	$	-	$	566	$	-
Total transactions for the period	$	566	$	-	$	566	$	-

Other income for the period consisted of fuel held in Committee Bay sold to another party.

Note 9: Share capital

Authorized

Unlimited common shares without par value.

Unlimited preferred shares – nil issued and outstanding.

Share issuances

Six months ended June 30, 2024:

During June 2024, the Company issued 5,320,000 flow-through shares for gross proceeds of $5,001 (“June 2024 Offering”). Share issue costs related to the June 2024 Offering totaled $436, which included $300 in commissions and $136 in other issuance costs. A reconciliation of the impact of the June 2024 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Flow-through shares issued at $0.94 per share		5,320,000	$	5,001
Cash share issue costs		-		(436	)
Proceeds net of share issue costs		5,320,000		4,565
Less: flow-through share premium liability (note 6)		-		(2,022	)
Total allocated to share capital		5,320,000	$	2,543

Six months ended June 30, 2023:

In March 2023, the Company issued 6,076,500 flow-through shares for gross proceeds of $8,750 (“March 2023 Offering”). Share issue costs related to the March 2023 Offering totaled $824, which included $525 in commissions and $387 in other issuance costs. A reconciliation of the impact of the March 2023 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Flow-through shares issued at $1.44 per share		6,076,500	$	8,750
Cash share issue costs		-		(912	)
Proceeds net of share issue costs		6,076,500		7,838
Less: flow-through share premium liability (note 6)		-		(3,889	)
Total allocated to share capital		6,076,500	$	3,949

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

Note 10: Share option and warrant reserve

(a)	Share-based compensation expense

The Company uses the fair value method of accounting for all share-based payments to directors, officers, employees, and other service providers. During the three and six months ended June 30, 2024 and 2023, the share-based compensation expense was as follows:

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Recognized in net loss (earnings) and included in:
Exploration and evaluation costs	$	79	$	91	$	121	$	291
Fees, salaries and other employee benefits		320		149		531		635
Total share-based compensation expense	$	399	$	240	$	652	$	926

During the three and six months ended June 30, 2024, the Company granted 100,000 and 245,000 share options, respectively (three and six months ended June 30, 2023 – 85,000 and 2,533,425, respectively) to directors, officers, employees, and certain consultants who provide certain on-going services to the Company, representative of employee services. Certain of the Company’s executive officer option grants were subject to vesting restrictions, representing certain performance measures, which were met during the three months ended June 30, 2024 and an expense of $177 was recognized during the three months ended June 30, 2024 ($0 – June 30, 2023).

The weighted average fair value per option of these share options for the three and six months ended June 30, 2024 was calculated as $0.33 and $0.31, respectively, using the Black-Scholes option valuation model at the grant date using the following weighted average assumptions:

	Three months ended June 30						Six months ended June 30
	2024			2023			2024			2023
Risk-free interest rate		3.51	%		3.44	%		3.45	%		2.99	%
Expected dividend yield	Nil			Nil			Nil			Nil
Share price volatility		71	%		69	%		70	%		68	%
Expected life in years		5.0			5.0			5.0			5.0

The risk-free interest rate assumption is based on the Government of Canada benchmark bond yields and treasury bills with a remaining term that approximates the expected life of the share-based options. The expected volatility assumption is based on the historical and implied volatility of the Company’s common shares. The expected forfeiture rate and the expected life in years are based on historical trends.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

(b)	Long-term incentive plan

The Company currently has two equity compensation plans, its 2017 Incentive Option Plan (“2017 Plan”), and the LTI Plan which was approved by shareholders on June 29, 2023. The LTI Plan is a rolling plan pursuant to which Options and Restricted Share Units (“RSUs”), totalling to a maximum of 10% of the Common Shares issued and outstanding from time to time, are available for grant.

The Company may grant share options and RSUs, from time to time to its eligible directors, officers, employees, and other service providers.

The share options typically vest as to 25% on the date of the grant and 12.5% every three months thereafter for a total vesting period of 18 months.

The number of share options issued and outstanding and the weighted average exercise price were as follows:

	Number of share options			Weighted average exercise price ($/option)
Outstanding, December 31, 2022		8,880,324		$	1.44
Granted		3,134,800			0.80
Expired		(1,672,087	)		1.58
Forfeited		(391,435	)		0.95
Outstanding, December 31, 2023		9,951,602		$	1.23
Granted		245,000			0.56
Expired		(415,509	)		1.95
Forfeited		(908,800	)		1.50
Outstanding, June 30, 2024		8,872,293		$	1.16

As at June 30, 2024, the number of share options outstanding and exercisable was as follows:

	Options outstanding						Options exercisable
Exercise price ($/option)	Number of shares		Weighted average exercise price ($/option)		Weighted average remaining life (years)		Number of shares		Weighted average exercise price ($/option)		Weighted average remaining life (years)
$0.53 – $1.00		4,069,193		0.82		3.25		3,520,531		0.84		3.13
$1.00 – $1.85		3,118,100		1.10		2.51		3,118,100		1.10		2.51
$ 2.05		1,685,000		2.05		1.31		1,685,000		2.05		1.31
		8,872,293		1.15		2.62		8,323,631		1.18		2.53

On January 9, 2024, the Company issued 1,318,623 RSU’s to directors, officers, and employees. The RSU’s were issued in accordance with the Company’s LTI plan, one third vesting annually on the anniversary and paid out as fully paid shares. The Company also approved 235,080 RSU’s to directors vesting quarterly in 2024. On March 5, 2024, 58,766 of the 235,080 RSU’s issued to directors, vested with a further 58,770 of the 235,080 vesting on June 4, 2024.

On January 31, 2024, the Company issued 273,542 RSU’s to an officer. The RSU’s were issued in accordance with the Company’s LTI plan, which vested on the same day and paid out as fully paid shares.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

The number of Restricted Share Units Issued and outstanding and the weighted average exercise price were as follows:

	Number of RSU’s			Weighted average vesting price ($/ share)
Outstanding, December 31, 2022		-		$	-
Granted		197,345			0.60
Settled		(197,345	)		(0.60	)
Outstanding, December 31, 2023		-		$	-
Granted		1,827,245			0.72
Forfeited		(111,512	)		0.78
Settled		(391,078	)		0.61
Outstanding, June 30, 2024		1,324,655		$	0.79

(c)	Share purchase warrants

The number of share purchase warrants outstanding at June 30, 2024 was as follows:

Warrants

outstanding

Weighted average exercise price

($/share)

Outstanding at December 31, 2022

7,461,450

1.20

Outstanding at December 31, 2023 and June 30, 2024

7,461,450

1.20

The following table reflects the warrants issued and outstanding as of June 30, 2024:

Expiry date	Warrants outstanding		Exercise price ($/share)
October 6, 2024		5,085,670		1.20
October 12, 2024		2,375,780		1.20
Total		7,461,450		1.20

Note 11: Key management personnel

Key management personnel include Fury Gold’s board of directors and certain executive officers of the Company, including the Chief Executive Officer and Chief Financial Officer.

The remuneration of the Company’s key management personnel was as follows:

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Short-term benefits provided to executives(a)	$	217	$	239	$	433	$	511
Directors’ fees paid to non-executive directors		42		71		84		135
Share-based compensation		289		125		435		564
Total	$	548	$	435	$	952	$	1,210

(a) Short-term employee benefits include salaries, bonuses payable within twelve months of the date of the condensed interim consolidated statements of financial position, and other annual employee benefits.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

Note 12: Supplemental cash flow information

The impact of changes in non-cash working capital was as follows:

	Three months ended June 30						Six months ended June 30
	2024			2023			2024		2023
Accounts receivable	$	(141	)	$	(20	)	$	196	$	37
Prepaid expenses and deposits		225			67			226		28
Accounts payable and accrued liabilities		210			125			35		(134	)
Change in non-cash working capital	$	294		$	172		$	457	$	(69	)

Operating activities include the following cash (paid) received:

Three months ended

June 30

Six months ended

June 30

2024

2023

2024

2023

Income taxes paid

(18

)

(18

)

Note 13: Loss (earnings) per share

For the three and six months ended June 30, 2024, and 2023, the weighted average number of shares outstanding and loss (earnings) per share were as follows:

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Net loss	$	3,496	$	3,293	$	4,428	$	5,955
Weighted average basic number of shares outstanding		146,514,842		145,547,450		146,514,842		142,794,560
Basic loss per share	$	0.02	$	0.02	$	0.03	$	0.04
Weighted average diluted number of shares outstanding		146,514,842		145,547,450		146,514,842		142,794,560
Diluted loss per share	$	0.02	$	0.02	$	0.03	$	0.04

All of the outstanding share options and share purchase warrants at June 30, 2024 were anti-dilutive for the periods then ended as the Company was in a loss position.

Note 14: Financial instruments

The Company’s financial instruments as at June 30, 2024 consisted of cash, accounts receivable, marketable securities, deposits, and accounts payable and accrued liabilities. The fair values of these financial instruments approximate their carrying values, unless otherwise noted.

(a)	Financial assets and liabilities by categories

	At June 30, 2024						At December 31, 2023
	Amortized Cost		FVTPL		Total		Amortized Cost		FVTPL		Total
Cash	$	8,523	$	-	$	8,523	$	7,313	$	-	$	7,313
Marketable securities		-		2,835		2,835		-		1,166		1,166
Deposits		147		-		147		100		-		100
Accounts receivable		178		-		178		374		-		374
Total financial assets		8,848		2,835		11,683		7,787		1,166		8,953
Accounts payable and accrued liabilities		906		-		906		1,034		-		1,034
Total financial liabilities	$	906	$	-	$	906	$	1,034	$	-	$	1,034

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

(b)	Financial assets and liabilities measured at fair value

The categories of the fair value hierarchy that reflect the significance of inputs used in making fair value measurements are as follows:

Level 1 – fair values based on unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2 – fair values based on inputs that are observable for the asset or liability, either directly or indirectly; and

Level 3 – fair values based on inputs for the asset or liability that are not based on observable market data.

The Company’s policy to determine when a transfer occurs between levels is to assess the impact at the date of the event or the change in circumstances that could result in a transfer. No transfers occurred between the levels during the period.

The Company’s financial instruments measured at fair value on a recurring basis were the Company’s marketable securities which were classified as Level 1 at June 30, 2024 (December 31, 2023 – Level 1).

During the three and six months ended June 30, 2024, there were no financial assets or financial liabilities measured and recognized in the condensed interim consolidated statements of financial position at fair value that would be categorized as level 2 or 3 in the fair value hierarchy.

(c)	Financial instruments and related risks

The Company’s financial instruments are exposed to liquidity risk, credit risk and market risks, which include currency risk and price risk. As at June 30, 2024, the primary risks were as follows:

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. The Company proactively manages its capital resources and has in place a budgeting and cash management process to help determine the funds required to ensure the Company has the appropriate liquidity to meet its current exploration plans and achieve its growth objectives. The Company ensures that there is sufficient liquidity available to meet its short-term business requirements, taking into account its anticipated cash outflows from exploration activities, and its holdings of cash and marketable securities. The Company monitors and adjusts, when required, these exploration programs as well as corporate administrative costs to ensure that adequate levels of working capital are maintained.

As at June 30, 2024, the Company had unrestricted cash of $8,523 (December 31, 2023 – $7,313), working capital surplus of $8,963 (December 31, 2023 –$7,713), which the Company defines as current assets less current liabilities, and an accumulated deficit of $153,482 (December 31, 2023 – $149,054). The Company notes that the flow-through share premium liability, which reduced the Company’s working capital by $1,837 (December 31, 2023 – $544), is not settled through cash payment. Instead, the flow-through share premium liability will be drawn down as the Company incurs flow-through eligible exploration expenditures on its Quebec properties. During the three and six months ended June 30, 2024, Fury Gold recognized net losses of $3,496 and $4,428 respectively, (three and six months ended June 30, 2023 – $3,293 and $5,955). The Company expects to incur future operating losses in relation to exploration activities. With no source of operating cash flow, there is no assurance that sufficient funding will be available to conduct further exploration and development of its mineral properties.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

The Company’s contractual obligations are as follows:

	Within 1 year		2 to 3 years		Over 3 years		At June 30 2024		At December 31 2023
Accounts payable and accrued liabilities	$	906	$	-	$	-	$	906	$	1,034
Quebec flow-through expenditure requirements		4,544		-		-		4,544		1,223
Undiscounted lease payments		159		-		-		159		253
Total	$	5,609	$	-	$	-	$	5,609	$	2,510

The Company also makes certain payments arising on mineral claims and leases on an annual or bi-annual basis to ensure all the Company’s properties remain in good standing. Cash payments of $41 and $84 were made during the three and six months ended June 30, 2024, in respect of these mineral claims.

During the six months ended June 30, 2024, the Company entered into a drilling services contract and has committed to an approximate 3,500 metre drilling program with the contractor, to be completed during the third quarter of 2024.

Credit risk

The Company’s cash and accounts receivable are exposed to credit risk, which is the risk that the counterparties to the Company’s financial instruments will cause a loss to the Company by failing to pay their obligations. The amount of credit risk to which the Company is exposed is considered insignificant as the Company’s cash is held with highly rated financial institutions in interest-bearing accounts and the accounts receivable primarily consist of sales tax receivables and a receivable from a reputable supplier of services in Canada.

Market risk

This is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Significant market risks to which the Company is exposed are as follows:

i.	Currency risk

The Company is exposed to currency risk by having balances and transactions in currencies that are different from its functional currency (the Canadian dollar). The Company’s foreign currency exposure related to its financial assets and liabilities held in US dollars was as follows:

	At June 30 2024			At December 31 2023
Financial assets
US$ bank accounts	$	6		$	1
Financial liabilities
Accounts payable		(9	)		(7	)
	$	(3	)	$	(6	)

A 10% increase or decrease in the US dollar to Canadian dollar exchange rate would not have a material impact on the Company’s net loss.

ii.	Price risk

The Company holds certain investments in marketable securities (note 3) which are measured at fair value, being the closing share price of each equity security at the date of the condensed interim consolidated statements of financial position. The Company is exposed to changes in share prices which would result in gains and losses being recognized in the earnings for the period. A 10% increase or decrease in the Company’s marketable securities’ share prices would not have a material impact on the Company’s net income.

Fury Gold Mines Limited

Notes to Q2 2024 Condensed Interim Consolidated Financial Statements

(Expressed in thousands of Canadian dollars, except where noted – Unaudited)

EX-99.2 3 fury_ex992.htm MANAGEMENT'S DISCUSSION AND ANALYSIS fury_ex992.htm

EXHIBIT 99.2

(An exploration company)

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2024

MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2024

This Management’s Discussion and Analysis (the “MD&A”) for Fury Gold Mines Limited (“Fury Gold” or the “Company”) should be read in conjunction with the condensed interim consolidated financial statements of the Company and related notes thereto for the three and six months ended June 30, 2024. The condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34 – Interim Financial Reporting (“IAS 34”) of the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). All dollar amounts presented are expressed in thousands of Canadian dollars unless otherwise stated. Certain amounts presented in this MD&A have been rounded. The effective date of this MD&A is August 7, 2024.

SECTION 1: FORWARD-LOOKING STATEMENTS AND RISK FACTORS	2
SECTION 2: BUSINESS OVERVIEW	4
SECTION 3: Q2 2024 HIGHLIGHTS AND SUBSEQUENT EVENTS	5
SECTION 4: PROJECTS OVERVIEW	6
SECTION 5: REVIEW OF QUARTERLY FINANCIAL INFORMATION	10
SECTION 6: FINANCIAL POSITION, LIQUIDITY, AND CAPITAL RESOURCES	12
SECTION 7: FINANCIAL RISK SUMMARY	16
SECTION 8: RELATED PARTY TRANSACTIONS AND BALANCES	17
SECTION 9: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS	18
SECTION 10: CONTROLS AND PROCEDURES	19

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 1: Forward-looking statements and risk factors

Certain statements made in this MD&A contain forward-looking information within the meaning of applicable Canadian and United States securities laws (“forward-looking statements”). These forward-looking statements are presented for the purpose of assisting the Company’s securityholders and prospective investors in understanding management’s views regarding those future outcomes and may not be appropriate for other purposes. When used in this MD&A, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “seek”, “propose”, “estimate”, “expect”, and similar expressions, as they relate to the Company, are intended to identify forward-looking statements. Specific forward-looking statements in this MD&A include, but are not limited to: the Company’s exploration plans and objectives and the timing and costs of these plans; future capital expenditures and requirements, and sources and timing of additional financing; the timing, costs and success of the Company’s exploration activities, estimates of the Company’s mineral resources; the realization of mineral resource estimates; any objectives, expectations, intentions, plans, results, levels of activity, goals or achievements; capital expenditures; the Company’s plans for its ownership interests in Dolly Varden Silver Corporation and Sirios Resources Inc. and the realization of carrying values of securities held for resale, and liabilities related to unused tax benefits or flow-through obligations; statements relating to the business, operations or prospects of the Company; and other events or conditions that may occur in the future.

The forward-looking statements contained in this MD&A represent the Company’s views only as of the date such statements were made and may change. Many assumptions are subject to risks and uncertainties, and so may prove to be incorrect, including the Company’s budget, including expected costs and the assumptions regarding market conditions and other factors upon which the Company has based its expenditure expectations; the Company’s ability to complete its planned exploration activities with its available working capital; the Company’s ability to raise additional capital to proceed with its exploration plans; the Company’s ability to obtain or renew the licences and permits necessary for exploration; the Company’s ability to obtain all necessary regulatory approvals, permits and licences for its planned exploration activities under governmental and other applicable regulatory regimes including the legally, mandated consultation process with affected First Nations; the Company’s ability to complete and successfully integrate acquisitions; the effects of climate change, extreme weather events, wildfires, water scarcity, and seismic events, and the effectiveness of strategies to deal with these issues; the Company’s expectations regarding the demand for, and supply and price of, precious metals; the Company’s ability to recruit and retain qualified personnel; the Company’s resource estimates, and the assumptions upon which they are based; the Company’s ability to comply with current and future environmental, safety and other regulatory requirements.

The foregoing is not an exhaustive list of the risks and other factors that may affect any of the Company’s forward-looking statements. Readers should refer to the risks discussed herein and in the Company’s Annual Information Form (the “Annual Information Form”) for the year ended December 31, 2023, subsequent disclosure filings with the Canadian Securities Administrators, the Company’s annual report on Form 20-F for the year ended December 31, 2023 with the United States Securities and Exchange Commission (the “SEC”) on May 6, 2024 (the “2023 Form 20-F Annual Report”), and subsequent disclosure filings with the SEC, available on SEDAR+ at www.sedarplus.com and with the SEC at www.sec.gov, as applicable.

The Company does not undertake to update any forward-looking statements, except to the extent required by applicable securities laws.

Readers are cautioned not to place heavy reliance on forward looking statements.

Cautionary Note to Investors concerning Differences Between Canadian and United States Terminology About Estimates of Measured, Indicated, and Inferred Resource Estimates:

This MD&A uses the terms “mineral resource”, “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource”, which are Canadian mining terms as defined in, and required to be disclosed in accordance with, National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”), which references the guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum (the “CIM”) – CIM Definition Standards on mineral resources and mineral reserves (“CIM Definition Standards”), adopted by the CIM Council, as amended. Mining disclosure under U.S. securities law was previously required to comply with SEC Industry Guide 7 (“SEC Industry Guide 7”) under the United States Securities Exchange Act of 1934, as amended. The SEC has adopted rules to replace SEC Industry Guide 7 with new mining disclosure rules under sub-part 1300 of Regulation S-K of the U.S. Securities Act (“Regulation S-K 1300”) which became mandatory for U.S. reporting companies beginning with the first fiscal year commencing on or after January 1, 2021. Under Regulation S-K 1300, the SEC now recognizes estimates of “Measured Mineral Resources”, “Indicated Mineral Resources” and “Inferred Mineral Resources”. In addition, the SEC has amended its definitions of “Proven Mineral Reserves” and “Probable Mineral Reserves” to be substantially similar to international standards. Readers are cautioned that despite efforts to harmonize U.S. mining disclosure rules with NI 43-101 and other international requirements, there are differences between the terms and definitions used in Regulation S-K 1300 and mining terms defined by CIM and used in NI 43 101, and there is no assurance that any mineral reserves or mineral resources that an owner or operator may report as “proven mineral reserves”, “probable mineral reserves”, “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources” under NI 43-101 would be the same had the owner or operator prepared the reserve or resource estimates under the standards of Regulation S-K 1300.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

As a “foreign private issuer” under United States securities laws, the Company was previously eligible to file its annual report on Form 40-F with the SEC pursuant to the multi-jurisdictional disclosure system. Consequently, the Company was not required to provide disclosure on its mineral properties under US Regulation S-K 1300 but rather provided disclosure under Canadian NI 43-101 and the Canadian Institute of Mining and Metallurgy (CIM) Standards. The Company has recently lost its eligibility to file its annual report on Form 40-F using Canadian standards due to the non-affiliate market capitalization of its public share float having a market value less than US$75 million. Consequently, the 2023 Form 20-F Annual Report filed by the Company with the SEC included disclosure on the Company’s material properties in accordance with the requirements of Regulation S-K 1300 which as noted above may materially differ from the requirements of NI 43-101 and the CIM Definition Standards.

There is no assurance any mineral resources that the Company may report as “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources” under NI 43-101 would be the same had the Company prepared the resource estimates under the standards adopted under the Regulation S-K 1300. United States investors are also cautioned that while the SEC will now recognize “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”, investors should not assume that any part or all of the mineralization in these categories will ever be converted into a higher category of mineral resources or into mineral reserves. Mineralization described using these terms has a greater amount of uncertainty as to their existence and feasibility than mineralization that has been characterized as reserves.

The Company has no mineral reserves which require that the estimated resources be demonstrated to be economic in at least a pre-feasibility study. Accordingly, investors are cautioned not to assume that any “measured mineral resources”, “indicated mineral resources” or “inferred mineral resources” that the Company reports are or will be economically or legally mineable. Although in Canada, “inferred mineral resources” are subject to an expectation that there must be a reasonable probability of upgrading a majority of an inferred resource into a measured or indicated category, inferred resources have a greater amount of uncertainty as to their existence and as to whether they can be mined legally or economically. Therefore, United States investors are also cautioned not to assume that all or any part of the “inferred mineral resources” exist. In accordance with Canadian securities laws, estimates of “inferred mineral resources” cannot form the basis of feasibility or other economic studies, except in limited circumstances where permitted under NI 43-101.

Accordingly, information contained in this MD&A describing the Company’s mineral deposits may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder.

See the heading “Resource Category (Classification) Definitions” in the 2023 Annual Information Form for a more detailed description of certain of the mining terms used in this MD&A.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

1.1 Qualified persons and technical disclosures

Bryan Atkinson. P.Geol., Senior Vice President, Exploration, and David Rivard, P.Geo., Exploration Manager, of the Company are each a “qualified person” or “QP” under and for the purposes of NI 43-101 with respect to the technical disclosures in this MD&A in respect to the Committee Bay and Eau Claire projects respectively.

Section 2: Business overview

Fury Gold is a Canadian-focused gold exploration company strategically positioned in two prolific mining regions: the Eeyou Istchee James Bay Region of Quebec and the Kitikmeot Region in Nunavut. The Company’s vision is to deliver shareholder value by growing our multi-million-ounce gold portfolio through additional significant gold discoveries in Canada.

The Company was incorporated on June 9, 2008, under the Business Corporations Act (British Columbia) and is listed on the Toronto Stock Exchange and the NYSE-American, with its common shares trading under the symbol FURY. The Company’s registered and records office is located at 1055 West Georgia Street, Suite 1500, Vancouver, British Columbia, V6E 4N7, and the mailing address is 401 Bay Street, 16th Floor, Toronto, Ontario, M5H 2Y4.

At June 30, 2024, the Company had two principal projects, which are 100% owned: Eau Claire in Quebec and Committee Bay in Nunavut. The Company also acquired the 49.978% interest in the Eleonore South Joint Venture (“ESJV”) in February 2024, previously held by Newmont Corporation (“Newmont”) to now own a 100% of the project. Additionally, the Company holds a 18.89% common share equity interest in Dolly Varden Silver Corporation (Dolly Varden”), which owns the Kitsault project in British Columbia. The Company’s equity interests in Dolly Varden and UMS are accounted for as investments in associates meaning cost less a share of its losses and the carrying value does not reflect market value of these securities.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 3: Q2 2024 highlights and subsequent events

3.1 Corporate highlights

	·	On June 27, 2024, the Company announced the voting results from its Annual General Meeting (“Meeting”) of Shareholders held on June 26, 2024. The Company confirmed that each director nominee listed in the Company’s management information circular (“Circular”) dated May 14, 2024 in connection with the Meeting, were re-elected as directors of the Company and Deloitte LLP, was re-appointed as the Company’s auditor.

	·	On June 13, 2024, the Company announced the closing of $5 Million financing announced on May 23, 2024. The Company issued 5,320,000 common shares of the Company that qualify as “flow-through shares” as defined under subsection 66(15) of the Income Tax Act (Canada) and section 359.1 of the Taxation Act (Québec) (the “FT Shares”) at a price of C$0.94 per FT Share (the “Issue Price”) for total gross proceeds to the Company of C$5,000,800 (the “Offering”).

3.2 Operational highlights

	·	On June 19, 2024 the Company announced that a drill has been mobilized to the greenfield Serendipity Prospect on its wholly owned Eau Claire project in the Eeyou Istchee Territory in the James Bay region of Quebec. The Serendipity Prospect lies within the same prospective geological setting as the Company’s Percival deposit. The Serendipity Prospect is defined by 10 robust geochemical targets with up to 150 times background gold values proximal to the regional scale Hashimoto Deformation Zone. The Company intends to drill test three targets at Serendipity with approximately 3,500 m of diamond drilling during the 2024 Summer.

	·	On May 14, 2024, the Company announced an updated Mineral Resource Estimate for the high-grade Eau Claire deposit as well as a Maiden Mineral Resource Estimate for the Percival deposit located in the Eeyou Istchee Territory of the James Bay region of Quebec. The Eau Claire project now contains a combined mineral resource of 1.16Moz gold (Au) at a grade of 5.64 g/t Au in the Measured and Indicated category as well as an additional 723koz gold at a grade of 4.13 g/t Au in the Inferred Category. Gold mineralization remains open for expansion in all directions at both the Eau Claire and Percival deposits through additional drilling. The 43-101 Technical report was filed on June 28, 2024.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 4: Projects overview

4.1 Indigenous community relations and environmental

The pursuit of environmentally sound and socially responsible mineral development guides Fury Gold’s activities as the Company understands the broad societal benefits that responsible mining can bring, as well as the risks that must be managed through the implementation of sustainable development practices. The Company strives to maintain high standards of environmental protection and community engagement at all its projects.

The Company considers sustainability to include the pursuit of four mutually reinforcing pillars: environmental and cultural heritage protection; social and community development; economic growth and opportunity; and cultural intelligence development for all employees. The Company assesses the environmental, social, and financial benefits and risks of all business decisions and believes this commitment to sustainability generates value and benefits for local communities and shareholders alike.

The Company’s approach to Indigenous and stakeholder engagement provides opportunities and benefits through:

	·	the provision of jobs and training programs
	·	contracting opportunities
	·	capacity funding for Indigenous engagement
	·	sponsorship of community events
	·	supporting professional development opportunities, building cultural and community intelligence capacity.

The Company places a priority on creating mutually beneficial, long-term relationships with the communities in which it operates. Engagement goals include providing First Nations governments, communities, and residents with corporate and project-related information, including details of work programs, collaborative opportunities, and other activities being undertaken in the field.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

4.2 Quebec

Fury Gold holds 100% interests in the Eau Claire project as well as interests in seven other properties covering approximately 93,000 hectares within the Eeyou Istchee James Bay region of Quebec. This now includes a 100% interest in the Eleonore South Project. The Eastmain Mine project along with the Ruby Hill East and Ruby Hill West projects are under option to Benz Mining Corp. (“Benz Mining”) whereby Benz Mining has earned a 75% interest in those properties, by completing certain option payments and exploration expenditures, with a further option to increase Benz Mining’s holding to 100% in the Eastmain Mine property upon receipt of a final milestone payment. Benz Mining currently acts as operator and is current with regards to all option payment and expenditure obligations. The Radis project is under option to Ophir Gold Corp. (“Ophir”) whereby Ophir can earn a 100% interest in the project, subject to certain option payments being met.

4.2.1 Eau Claire

The Eau Claire project is located immediately north of the Eastmain reservoir, 10 kilometre (“km”) northeast of Hydro Quebec’s EM-1 hydroelectric power facility, 80km north of the town of Nemaska, approximately 320km northeast of the town of Matagami, and 800km north of Montreal. This property consists of map-designated claims totaling approximately 23,000 hectares. These claims are held 100% by Fury Gold and are in good standing. Permits are obtained on a campaign basis for all surface exploration, particularly trenching and drilling, undertaken on the property.

On May 14, 2024 the Company announced that it had received the results of an updated mineral resource estimate for Eau Claire which resulted in the addition of 307koz Au in the Measured and Indicated category (a 36.0% increase) and 223koz Au in the Inferred category (a 44.6% increase). The Eau Claire project now contains a combined mineral resource of 1.16Moz gold (Au) at a grade of 5.64 g/t Au in the Measured and Indicated category as well as an additional 723koz gold at a grade of 4.13 g/t Au in the Inferred Category:

Combined Mineral Resource Estimate for the Eau Claire Project

In 2024, the Company plans to drill approximately 3,500 metres (“m”) at the project with the goal of following up on biogeochemical anomalies within the Percival – Serendipity trend 14km to the east of Eau Claire. This work is projected to cost $2,000.

Percival to Serendipity trend: Fury has gained a better understanding of the combination of pathfinder elements and structural controls on the gold mineralization at Percival. The broad low-grade gold mineralization occurs along a well-defined east–west trending structural splay of the Cannard Deformation Zone. Certain elemental associations, most notably Arsenic, Bismuth, and Tungsten, are proving to be important pathfinders for the gold mineralization. Higher-grade gold within the broader corridor is controlled by secondary shearing and is identified by the high degree of silicification. With this knowledge, the Company has refined its targeting along the Percival to Serendipity Trend identifying ten priority targets for 2024. These identified targets lie within the same stratigraphic package as Percival Main and have undergone varying degrees of deformation. The proximity of the main Cannard and Hashimoto Deformation Zones varies from one target to the other and may have a significant impact on the gold mineralization. Fury believes the varying degrees of deformation are an important control on both gold mineralization and the potential preservation of a sizeable mineralized body.

The Company expects to incur approximately $35 annually in project maintenance costs, including certain mineral claims payments, in order to keep the properties in good standing in 2024.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Eau Claire resource estimate technical report

The Eau Claire resource estimation was completed by Maxime Dupere, Geologist at SGS Geological Services (Mineral Resource Estimate Update for the Eau Claire Project, Eeyou Istchee James Bay Region of Quebec, Canada” is dated June 25, 2024, has an effective date of May 10, 2024 and filed on SEDAR+).

A NI 43-101 technical report supporting the updated mineral resource estimate was filed on June 28, 2024.

4.2.2 Eleonore South

On March 1, 2024 Fury Gold completed the purchase of Newmont Corporation’s 49.978% interest in the Eleonore South project for $3,000 consolidating Fury’s interest in the Project to 100%.

The Éléonore South property is strategically located in an area of prolific gold mineralization within the Eeyou Istchee James Bay gold camp and is locally defined by Newmont’s Éléonore mine and Sirios Resources’ Cheechoo deposit. The property has been explored over the last 12 years by the joint venture focused on the extension of the Cheechoo deposit mineralization within the portion of the Cheechoo Tonalite on the Joint Venture ground. Approximately 27,000m of drilling in 172 drill holes, covering only a small proportion of the property at the Moni and JT prospects has been completed. Notable drill intercepts include 53.25m of 4.22 g/t gold; 6.0m of 49.50 g/t gold including 1.0m of 294 g/t gold and 23.8m of 3.08 g/t gold including 1.5m of 27.80 g/t gold.

On March 5, 2024 the Company announced that it has identified a robust biogeochemical gold anomaly within the same sedimentary rock package that hosts Newmont’s Éléonore Mine at the Éléonore South project. The orientation level biogeochemical sampling survey was designed to target an interpreted fold nose within the Low Formation sediments in an area where conventional soil or till sampling was not possible due to the ground conditions. The targeted area exhibited similar geological, geophysical, and structural characteristics to those present at the nearby Éléonore Mine. The identified anomaly is up to 200x the background value in gold and outlines the folded sedimentary package.

On March 20, 2024 Fury announced its intention to commence diamond core drilling operations at the Éléonore South gold project. The diamond drilling program will commenced in late March and will comprise approximately 2,000 metres (m) focussed on the Moni showing trend where previous drilling intercepted up to; 53.25 m of 4.22 g/t gold (Au); 6.0 m of 49.50 g/t Au including 1.0 m of 294 g/t Au and 23.8 m of 3.08 g/t Au including 1.5 m of 27.80 g/t Au, several of which remain open.

On June 4, 2024 Fury announced the results from its Spring 2024 diamond core drilling program at the Éléonore South gold project. The Spring 2024 diamond drilling program comprised 2,331.4 m completed in seven diamond drill holes testing 2.3 km of strike along the JT – Moni Trend. The drilling targeted 100 to 125 m downdip extensions from historical drilling. All seven drill holes intercepted anomalous gold mineralization including 137.5 m of 0.44 g/t gold and 18.7 m of 0.97 g/t from drill hole 24ES-161, 115.5 m of 0.50 g/t gold from drill hole 24ES-162 and, 28.0 m of 0.47 g/t gold from drill hole 24ES-160. The limited drilling completed confirms that the gold mineralization hosted within the Cheechoo tonalite remains open.

In addition to the newly identified Éléonore style biogeochemical targets several gold in-till anomalies remain undrilled throughout the project. These gold in-till anomalies have similar geological and geochemical characteristics to the Cheechoo style of mineralization.

The Company intends to complete the biogeochemical sampling program in summer 2024 with the goal of identifying drill targets for later in 2024 to early 2025. This work is projected to cost roughly $200.

The Company expects to incur approximately $35 annually in project maintenance costs, including certain mineral claims payments, in order to keep the properties in good standing in 2024.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

4.3 Nunavut

Committee Bay

The Committee Bay project comprises approximately 250,000 hectares situated along the Committee Bay Greenstone Belt located 180km northeast of the Meadowbank mine operated by Agnico Eagle Mines Limited. The Committee Bay belt comprises one of a number of Archean-aged greenstone belts occurring within the larger Western Churchill province of northeastern Canada. The Committee Bay project is held 100% by the Company, subject to a 1% Net Smelter Return (“NSR”), and an additional 1.5% NSR payable on only 7,596 hectares which may be purchased within two years of the commencement of commercial production for $2,000 for each one-third (0.5%) of the NSR.

The Company is currently undertaking a small reconnaissance sampling program in Nunavut. The goal of the 2024 sampling program will be to follow up on the success of the 2021 diamond drilling program where the Company successfully targeted shear zone hosted gold mineralization and define drill targets for a future campaign. This work is projected to cost approximately $250.

The Company expects to incur approximately $160 in annual project maintenance costs in 2024, including certain mineral claims payments, in order to keep the property in good standing.

Committee Bay resource estimate and technical report

Three Bluffs resource estimations were completed by Bryan Atkinson, Senior Vice President of Exploration and Andrew Turner, Principal at APEX Geoscience Ltd. (see the Technical Report on the Committee Bay Project, Nunavut Territory, Canada, filed on SEDAR+ with an effective date of July 22, 2023, as amended September 11, 2023).

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 5: Review of quarterly financial information

Three months ended:	Interest income		Net loss		Comprehensive loss		Loss per share ($/share)
June 30, 2024	$	82	$	3,496	$	3,497	$	0.02
March 31, 2024		82		934		935		0.01
December 31, 2023		119		4,609		4,612		0.03
September 30, 2023		162		6,650		6,649		0.05
June 30, 2023		188		3,293		3,296		0.02
March 31, 2023		121		2,661		2,662		0.02
December 31, 2022		112		2,871		2,872		0.03
September 30, 2022		67		12,280		12,282		0.09

5.1 Three months ended June 30, 2024 compared to three months ended June 30, 2023

During the three months ended June 30, 2024, the Company reported net loss of $3,496 and loss per share of $0.02 compared to $3,293 and loss per share of $0.02 for the three months ended June 30, 2023. The significant drivers of net loss were as follows:

Operating expenses

·	Exploration and evaluation costs decreased to $1,685 for the three months ended June 30, 2024 compared to $1,826 for the three months ended June 30, 2023. The slight decrease resulted from limited exploration activity, while preparing the updated resource, starting at Elenore South during Q1 before continuing at the end of Q2 at Eau Claire, as compared to 2023 when there was a program running from around the same time, but also had a break when the wildfires interrupted operations.

·	Fees, salaries, and other employment benefits increased to $623 for the three months ended June 30, 2024 compared to $517 for the three months ended June 30, 2023. The increase in costs resulted from higher share-based compensation expense, which was $320 for the three months ended June 30, 2024 as compared to only $149 for the comparative period which was due to performance base measures that was met during the period;

·	Legal and professional fees increased to $320 for the three months ended June 30, 2024 compared to $152 for the three months ended June 30, 2023. The higher costs were primarily due to work performed to ensure compliance with the change in filing requirements in the United States and performing additional internal control framework review work; and

·	Marketing and investor relations costs decreased to $191 for the three months ended June 30, 2024 compared to $218 for the three months ended June 30, 2023. The decrease in costs was due to a reduction in consulting and advertising activities during the second quarter of 2024 as compared to the comparative period of 2023.

·	Regulatory and compliance costs decreased to $73 for the three months ended June 30, 2024 compared to $113 for the three months ended June 30, 2023. The higher costs in 2023 was due to the prospectus filing fees incurred, which was also finalized during 2023 as compared to the comparative period of 2024 which didn’t include these costs.

Other expenses (income), net

·	Net loss from associates of $1,629 primarily comprising the Company’s share of net losses of Dolly Varden, compared to $1,552 for the three months ended June 30, 2023; and

·	Amortization of flow-through share premium decreased to $448 for the three months ended June 30, 2024 as a result of the extinguishment of the flow-through liability at the end of April, and only raising further flow- through funds during June.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

5.2 Six months ended June 30, 2024 compared to six months ended June 30, 2023

During the six months ended June 30, 2024, the Company reported net loss of $4,428 and loss per share of $0.03 compared to $5,955 and loss per share of $0.04 for the six months ended June 30, 2023. The significant drivers of net loss were as follows:

Operating expenses:

	·	Exploration and evaluation costs decreased to $2,476 for the six months ended June 30, 2024 compared to $2,688 for the six months ended June 30, 2023. The decrease resulted from a break between programs in 2024, after the initial Elenore South drill program that commenced in March wrapped up, the program at Eau Claire only started during the last part of June. In comparison, during 2023, the program started at the end of March, but had to shut down during most of June due to the wildfires;

	·	Fees, salaries, and other employment benefits decreased to $1,105 for the six months ended June 30, 2024 compared to $1,397 for the six months ended June 30, 2023. The decrease in costs resulted from lower share-based compensation expense of $531 for the first six months of 2023 as compared to $635 for the comparative 2023 period, in addition to a lower headcount in 2024. The lower year-to-date share-based compensation expense is due to a lower overall number of options issued during 2024 as compared to the comparative period in 2023;

	·	Legal and professional fees increased to $464 for the six months ended June 30, 2024 compared to $255 for the six months ended June 30, 2023. The higher costs in the current year are primarily due to the work performed to ensure compliance with the change in filing requirements in the United States and performing additional internal control framework review work; and

	·	Marketing and investor relations costs decreased to $326 for the six months ended June 30, 2024 compared to $388 for the six months ended June 30, 2023. The decrease in costs was due to a reduction in marketing campaigns undertaken in the first six months of 2024 as compared to the first six months of 2023.

Other income, net:

	·	A net gain on disposal of investment of $537, for the six months ended June 30, 2024, compared to $0 recognized on the sale of Dolly Varden shares. The gain recognized was comprised of cash proceeds net of transaction costs;

	·	Net loss from associates of $1,956 comprising the Company’s share of net losses of Dolly Varden and UMS compared to $2,134 for the six months ended June 30, 2023; and

	·	Amortization of flow-through share premium of $729 for the six months ended June 30, 2024 as compared to $613 for the six months ended June 30, 2023, reflecting the extinguishment of the 2021 flow-through liability at the end of 2022, with a lower amortization throughout 2023 as additional flow through funding was only acquired during March 2023.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 6: Financial position, liquidity, and capital resources

	June 30 2024		December 31 2023
Cash	$	8,523	$	7,313
Restricted cash		144		144
Marketable securities		2,834		1,166
Other assets		1,085		1,665
Mineral property interests		145,654		142,639
Investments in associates		31,009		36,248
Current liabilities		2,894		1,732
Non-current liabilities		4,552		4,569
Working capital surplus (1)		8,963		7,713
Accumulated deficit		153,482		149,054

(1) defined as total current assets less total current liabilities

Cash flows from continuing operations:	Three months ended June 30						Six months ended June 30
	2024			2023			2024			2023
Cash (used in) operating activities		(1,799	)		(2,637	)		(3,158	)		(4,438	)
Cash (used in) provided by investing activities		74			188			(101	)		359
Cash (used in) provided by financing activities		4,518			(59	)		4,471			7,804

6.1 Cash flows

Operating activities:

	·	During the three months ended June 30, 2024, the Company used cash of $1,799 in operating activities compared to $2,637 in 2023. The cash outflow for the current period was lower primarily due to the sale of fuel that was on hand for $566.

	·	During the six months ended June 30, 2024, the Company used cash of $3,158 in operating activities compared to $4,438 during the six months ended June 30, 2023. The cash outflow was lower in 2024 due to overall lower operating expenditure as well as the sale of fuel compared to 2023, together with a net inflow of non-cash working capital compared to an outflow in 2023.

Investing activities:

	·	During the three months ended June 30, 2024, the Company generated cash from investing activities of $74, representing mostly interest received on cash deposits. During the three months ended June 30, 2023, the Company generated cash from investing activities of $188 representing interest received on cash deposits.

	·	During the six months ended June 30, 2024, the Company used cash from investing activities of $101, representing mainly the acquisition of the Elenore South share of our operating partner, set off by proceeds from the sale of some of our associates’ shares. During the six months ended June 30, 2023, the Company generated cash from investing activities of $359 primarily representing interest received on cash deposits.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Financing activities:

	·	For the three months ended June 30, 2024, cash provided by financing activities of $4,518, primarily due to the flow-through funds raised during June. For the three months ended June 30, 2023, cash used in financing activities of $59 represented lease payments.

	·	For the six months ended June 30, 2024, cash provided by financing activities of $4,471, primarily represented the net proceeds received in respect of a flow through common share (section 6.4) offering which was completed in June 2024. For the six months ended June 30, 2023, cash provided by financing activities of $7,804, primarily represented the net proceeds received in respect of the March 2023 financing.

6.2 Contractual commitments

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following table summarizes the remaining contractual maturities of the Company’s financial liabilities and commitments as at June 30, 2024, shown in contractual undiscounted cashflows:

	Within 1 year		2 to 3 years		Over 3 years		At June 30 2024
Accounts payable and accrued liabilities	$	906	$	-	$	-	$	906
Flow-through obligation		4,544		-		-		4,544
Undiscounted lease payments		159		-		-		159
Total	$	5,609	$	-	$	-	$	5,609

As well, the Company is committed to certain office rental expense in respect of shared head office premises as noted in section 8.

6.3 Summary of mineral property interests

	Quebec			Nunavut		Total
Balance at December 31, 2023	$	122,978		$	19,661	$	142,639
Additions(1)		3,030			-		3,030
Change in estimate of provision for site reclamation and closure		(21	)		6		(15	)
Balance at June 30, 2024	$	125,987		$	19,667	$	145,654

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

6.4 Capital resources

The Company proactively manages its capital resources and makes adjustments in light of changes in the economic environment and the risk characteristics of the Company’s assets. To effectively manage its capital requirements, the Company has in place a budgeting and cash management process to help determine the funds required to ensure the Company has the appropriate liquidity to meet its current project plans and achieve its growth objectives. The Company ensures that there is sufficient liquidity available to meet its short-term business requirements, including contractual commitments, taking into account its anticipated cash outflows from exploration activities and its holdings of cash and marketable securities. The Company monitors and adjusts, when required, these exploration programs as well as corporate administrative costs to ensure that adequate levels of working capital are maintained.

As at the date of this MD&A, the Company expects its existing capital resources to support certain planned activities for the next 12 months at the Eau Claire project and short-term contractual commitments. The Company’s ability to undertake further project expansionary plans is dependent upon the Company’s ability to obtain adequate financing in the future. While the Company has been successful at raising capital in the past, there can be no assurance that the Company will have sufficient financing to meet its future capital requirements or that additional financing will be available on terms acceptable to the Company in the future.

June 2024 financing

In June 2024 the Company issued 5,320,000 flow-through shares for gross proceeds of $5,001 (“June 2024 Offering”). Share issue costs related to the June 2024 Offering totaled $436, which included $300 in commissions and $136 in other issuance costs. A reconciliation of the impact of the June 2024 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Flow-through shares, issued at $0.94 per share		5,320,000	$	5,001
Less: flow-through share premium liability		-		(2,022	)
Cash share issue costs		-		(436	)
Proceeds, net of share issue costs		5,320,000	$	2,543

The proceeds of the June 2024 Offering will be used for the Company’s exploration program in Quebec.

March 2023 financing

In March 2023, the Company issued 6,076,500 flow-through shares for gross proceeds of $8,750 (“March 2023 Offering”). Share issue costs related to the March 2023 Offering totaled $912, which included $525 in commissions and $387 in other issuance costs. A reconciliation of the impact of the March 2023 Offering on share capital is as follows:

	Number of common shares		Impact on share capital
Flow-through shares, issued at $1.44 per share		6,076,500	$	8,750
Less: flow-through share premium liability		-		(3,889	)
Cash share issue costs		-		(912	)
Proceeds, net of share issue costs		6,076,500	$	3,949

The proceeds of the March 2023 Offering will be used for the Company’s exploration program in Quebec.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Reconciliation of Use of funds of 2023-2024 Fundings

Fury’s stated use of proceeds for the June 2024 financing were for (i) exploration at Eau Claire, (ii) Geochemical sampling and exploration at Eleonore South. Fury’s stated use of proceeds for the March 2023 financing were for (i) exploration at Eau Claire, (ii) regional exploration at the Percival prospect, and (iii) exploration for the Eleonore South Joint Venture. The funds raised and the application of these funds and working capital is summarized below.

	Q1 2023		Q2 2023			Q3 2023			Q4 2023			Q1 2024			Q2 2024
Eau Claire Exploration		-		(1,620	)		(3,660	)		(2,570	)		(76	)		(456	)
G&A expenditures		-		-
Total		-		(1,620	)		(3,660	)		(2,570	)		(76	)		(456	)
Amount raised		7,926		-			-			-			-			4,565
2023 remaining to be spent		7,926		6,306			(2,646	)		(76	)		-			-
2024 remaining to be spent		-		-			-			-			-			(4,109	)

The Company use of funds for the 2023-2024 financings is summarized below:

Previous Financing

Intended Use of Funds ($,000)

Actual Use of Proceeds ($,000)

Variance and Impact on Business Objectives and Milestones

June 2024 Financing:

• Issuance of 5,320,000 “flow-through” Common Shares for net proceeds of $4,565

• $2,500 for exploration on Eau Claire Project

• $2,000 to $2,500 for exploration at Eleonore South

Work started on both Eau Claire and Eleonore South at the end of Q2 2024

No variance. Planned exploration programs are to be completed in subsequent fiscal quarters.

March 2023 Financing

• Issuance of 6,076,500 “flow-through” Common Shares for net proceeds of $7,926

• $3,000 to $5,000 for exploration on Eau Claire Project

• $2,500 to $3,500 for regional exploration at the Percival prospects

• $1,000 for exploration at the Eleonore South Joint Venture

Applied to exploration for the Eau Claire Project, regional projects and Eleonore South.

No variance. Planned exploration programs were completed in line with its intended use for the various projects.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Exercise of share options and warrants

During the three months ended June 30, 2024, there were no exercises of share options and warrants.

As at June 30, 2024, the share options and warrants outstanding were as follows:

	Share options outstanding						Share options exercisable
Exercise price ($/option)	Number of shares		Weighted average exercise price ($/option)		Weighted average remaining life (years)			Number of shares		Weighted average exercise price ($/option)		Weighted average remaining life (years)
$0.53 – $1.00		4,069,193		0.82		3.25			3,520,531		0.84		3.13
$1.00 – $1.85		3,118,100		1.10		2.51			3,118,100		1.10		2.51
$ 2.05		1,685,000		2.05		1.31			1,685,000		2.05		1.31
		8,872,293		1.15		2.62			8,323,631		1.18		2.53

Expiry date	Warrants outstanding		Exercise price ($/share)
October 6, 2024		5,085,670		1.20
October 12, 2024		2,375,780		1.20
Total		7,461,450		1.20

As at August 7, 2024, there were 8,872,293 and 7,461,450 of share options and warrants outstanding, respectively, with a weighted average exercise price of $1.15 and $1.20, respectively.

Capital structure

Authorized: Unlimited common shares without par value.Unlimited preferred shares – nil issued and outstanding.

Number of common shares issued and outstanding as at June 30, 2024: 151,455,873

Number of common shares issued and outstanding as at August 7, 2024: 151,455,873

Section 7: Financial risk summary

As at June 30, 2024, the Company’s financial instruments consist of cash, marketable securities, accounts receivable, deposits, and accounts payable and accrued liabilities. The fair values of these financial instruments, other than the marketable securities, approximate their carrying values due to their short term to maturity. The Company’s marketable securities, representing investments held in publicly traded entities, were classified as level 1 of the fair value hierarchy and measured at fair value using their quoted market price at period end.

The Company’s financial instruments are exposed to certain financial risks, primarily liquidity risk, credit risk and market risk, including price risk. Details of the primary financial risks that the Company is exposed to are available in the notes to the Company’s interim consolidated financial statements for the three and six months ended June 30, 2024.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 8: Related party transactions and balances

8.1 UMS:

The Company owns 25% of the shares of Universal Mineral Services Ltd (“UMS “) with the other 75% owned by three other mineral exploration companies. UMS is the private company through which its shareholders, including Fury Gold, share geological, financial, and transactional advisory services as well as administrative services on a full, cost recovery basis. This allows the Company to maintain a more efficient and cost-effective corporate overhead structure by hiring fewer full-time employees and engaging outside professional advisory firms less frequently. The agreement has an indefinite term and can be terminated by either party upon providing 180 days notice.

All transactions with UMS have occurred in the normal course of operations, and all amounts owing to or from UMS are unsecured, non-interest bearing, and have no specific terms of settlement, unless otherwise noted.

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Exploration and evaluation costs	$	52	$	286	$	110	$	582
General and administration		119		221		192		462
Total transactions for the period	$	171	$	507	$	302	$	1,044

The outstanding balance owing at June 30, 2024, was $44 (December 31, 2023 – $103) which is included in accounts payable and accrued liabilities.

As part of the UMS arrangement, the Company is contractually obliged to pay certain rental expenses in respect of a ten-year office lease entered into by UMS on July 1, 2021. As at June 30, 2024, the Company expects to incur approximately $207 in respect of its share of future rental expense of UMS for the remaining 6.75 years.

The Company issues share options to certain UMS employees, including key management personnel of the Company. The Company recognized a share-based compensation expense of $1 and recovery of $4 for the three and six months ended June 30, 2024 in respect of share options issued to UMS employees (June 30, 2023 - $24 and $248)

8.2 Key management personnel

Key management personnel include Fury Gold’s board of directors and certain executive officers of the Company, including the Chief Executive Officer and Chief Financial Officer. The remuneration of the Company’s key management personnel was as follows:

	Three months ended June 30				Six months ended June 30
	2024		2023		2024		2023
Short-term benefits provided to executives(a)	$	217	$	239	$	433	$	511
Directors’ fees paid to non-executive directors		42		71		84		135
Share-based compensation		289		125		435		564
Total	$	548	$	435	$	952	$	1,210

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 9: Critical accounting estimates and judgements

Application of new and revised accounting standards

New and amended standards not yet effective

Certain pronouncements have been issued by the IASB that are mandatory for accounting periods beginning after December 31, 2024. The Company has not early adopted any of these pronouncements, and they are not expected to have a significant impact in the foreseeable future on the Company's consolidated financial statements once adopted.

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

Section 10: Controls and procedures

Disclosure controls and procedures

Disclosure controls and procedures (“DC&P”) are designed to provide reasonable assurance that information required to be disclosed in reports filed with, or submitted to, securities regulatory authorities is recorded, processed, summarized and reported within the time periods specified under Canadian and U.S. securities laws. As of December 31, 2023, an evaluation was carried out under the supervision of, and with the participation of, the Company's management, including the CEO and CFO, of the effectiveness of the Company's DC&P, as defined in the applicable Canadian and U.S. securities laws. Based on that evaluation, the CEO and CFO concluded that such DC&P are effective as of December 31, 2023. No changes have occurred in the Company’s DC&P during the three months ended June 30, 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s disclosure controls and procedures.

Internal control over financial reporting

Internal control over financial reporting (“ICFR”) includes those policies and procedures that:

·	pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

·	provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with IFRS, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

·	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company assets, or incurring liabilities or other obligations that could have a material effect on the consolidated financial statements.

It is management’s responsibility to establish and maintain adequate ICFR to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with IFRS.

The Company's management, including the Company’s CEO and CFO, assessed the effectiveness of the Corporation's ICFR as of December 31, 2023, based on the criteria set forth in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that, as of December 31, 2023, the Company's ICFR was effective. No changes have occurred in the Company’s ICFR during the three months ended June 30, 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Additional disclosures pertaining to the Company’s management information circulars, material change reports, press releases, and other information are available on SEDAR+ at www.sedarplus.com.

On behalf of the Board of Directors,

“Forrester A. (“Tim”) Clark”

Forrester A. (“Tim”) Clark

Chief Executive Officer

August 7, 2024

Fury Gold Mines Limited

Management’s Discussion and Analysis of Financial Condition and

Results of Operations for the Three and Six Months Ended June 30, 2024

(Amounts expressed in thousands of Canadian dollars, unless otherwise noted)

EX-99.3 4 fury_ex993.htm CEO CERTIFICATION OF INTERIM FILINGS fury_ex993.htm

EXHIBIT 99.3

Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Forrester A. Clark, Chief Executive Officer of Fury Gold Mines Limited., certify the following:

1.	Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Fury Gold Mines Limited (the “issuer”) for the interim period ended June 30, 2024.

2.	No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.	Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.	Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.	Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

	(i)	material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

	(ii)	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)

designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1	Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is based on Internal Control – Integrated Framework (2013) published by the Committee of Sponsoring Organizations of the Treadway Commission.

5.2	ICFR – material weakness relating to design: NA

5.3	Limitation on scope of design: NA

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

Date: August 7, 2024

Signed “Forrester A. Clark”

Forrester A. Clark

Chief Executive Officer

EX-99.4 5 fury_ex994.htm CFO CERTIFICATION OF INTERIM FILINGS fury_ex994.htm

EXHIBIT 99.2

Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Phil van Staden, Chief Financial Officer of Fury Gold Mines Limited, certify the following:

1.	Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Fury Gold Mines Limited (the “issuer”) for the interim period ended June 30, 2024.

2.	No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.	Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.	Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.	Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

	(i)	material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

	(ii)	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)

5.1	Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is based on Internal Control – Integrated Framework (2013) published by the Committee of Sponsoring Organizations of the Treadway Commission.

5.2	ICFR – material weakness relating to design: NA

5.3	Limitation on scope of design: NA

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

Date: August 7, 2024

Signed “Phil van Staden”

Phil van Staden

Chief Financial Officer