EX-99.2 3 arismining-financialstatem.htm EX-99.2 Document










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Condensed Consolidated Interim Financial Statements
For the three and nine months ended September 30, 2024 and 2023
(expressed in thousands of United States dollars)
(Unaudited)







    



Condensed Consolidated Interim Statements of Financial Position
(Unaudited; Expressed in thousands of US dollars)
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NotesSeptember 30,
2024
December 31,
2023
January 1,
2023
(Restated - Note 3)
(Restated - Note 3)
ASSETS
Current
Cash and cash equivalents$80,304 $194,622 $299,461 
Gold in trust10b1,704 1,704 907 
Trade and other receivables15b72,625 49,269 48,526 
Inventories646,172 38,864 26,633 
Prepaid expenses and deposits6,195 4,641 2,674 
207,000 289,100 378,201 
Non-current
Cash in trust2,497 1,612 1,110 
Mining interests, plant and equipment81,605,435 943,453 749,146 
Investments in associates7193 108,780 113,527 
Other financial assets7b13,744 9,756 — 
Other long-term assets15b52 170 136 
Total assets$1,828,921 $1,352,871 $1,242,120 
LIABILITIES AND EQUITY
Current
Accounts payable and accrued liabilities9$61,697 $69,348 $47,282 
Income tax payable27,920 6,285 25,765 
Note payable7a — 51,504 
Current portion of long-term debt1018,742 36,826 28,707 
Warrant liabilities13c27,429 26,606 21,794 
Current portion of deferred revenue121,723 1,163 1,606 
Current portion of provisions113,616 2,950 1,153 
Current portion of lease obligations1,617 2,015 2,415 
142,744 145,193 180,226 
Non-current
Long-term debt10346,263 341,005 349,727 
Deferred revenue12150,114 147,383 143,052 
Provisions1128,543 30,378 20,963 
Deferred income taxes58,129 60,364 48,255 
Lease obligations3,302 3,080 3,710 
Other long-term liabilities5,13g7,332 813 292 
Total liabilities736,427 728,216 746,225 
Equity
Share capital13a934,238 719,806 715,035 
Share purchase warrants13d4,491 9,708 10,183 
Contributed surplus211,100 181,758 180,674 
Accumulated other comprehensive loss(128,425)(71,179)(183,140)
Retained deficit(212,542)(215,438)(226,857)
Equity attributable to owners of the Company808,862 624,655 495,895 
Non-controlling interest14$283,632 $— $— 
Total equity1,092,494 624,655 495,895 
Total liabilities and equity$1,828,921 $1,352,871 $1,242,120 
Commitments and contingencies
Note 11d,15c
Subsequent Events    
Note 13c,e, 23
Approved by the Board of Directors and authorized for issue on November 12, 2024:
"Neil Woodyer" (signed)
Director
"David Garofalo" (signed)
Director
See accompanying notes to the Consolidated Financial Statements.
Page | 2

Condensed Consolidated Interim Statements of Income (Loss) (Unaudited; Expressed in thousands of US dollars, except share and per share amounts)
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Three months ended September 30,Nine months ended September 30,
Notes2024202320242023
(Recast -
Note 13c)
(Recast -
Note 13c)
Revenue16$134,723 $116,469 $359,528 $322,691 
Cost of sales17(83,243)(68,534)(231,570)(185,186)
Depreciation and depletion(9,019)(10,938)(24,620)(27,409)
Social contributions(4,479)(2,434)(10,205)(7,504)
Income from mining operations37,982 34,563 93,133 102,592 
General and administrative costs(3,962)(3,925)(10,222)(10,300)
Derecognition of investment in associate —  (10,023)
Income (loss) from investments in associates7(17)1,063 (2,871)(3,608)
Share-based compensation13h(2,533)(528)(5,748)(2,134)
Other income (expense)428 (21)(2,252)31 
Income from operations31,898 31,152 72,040 76,558 
Gain (loss) on financial instruments19(12,842)374 (22,728)351 
Finance income1,351 3,672 5,288 8,203 
Interest and accretion18(6,493)(6,757)(19,792)(22,384)
Foreign exchange gain (loss)(311)(2,285)7,010 (11,865)
Income before income tax13,603 26,156 41,818 50,863 
Income tax (expense) recovery
Current(17,280)(12,153)(36,590)(35,289)
Deferred1,450 (170)(2,485)1,789 
Net income$(2,227)$13,833 $2,743 $17,363 
Net income attributable to:
Owners of the Company(2,074)13,833 2,896 17,363 
Non-controlling interest14(153)— (153)— 
$(2,227)$13,833 $2,743 $17,363 
Earnings per share – basic
13i$(0.01)$0.10 $0.02 $0.13 
Weighted average number of outstanding common shares – basic169,873,924 137,192,545 153,304,168 136,710,913 
Earnings per share - diluted13i$(0.01)$0.10 $0.02 $0.11 
Weighted average number of outstanding common shares – diluted169,873,924 137,484,041 153,826,303 140,898,278 
See accompanying notes to the Consolidated Financial Statements.
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Condensed Consolidated Interim Statements of Comprehensive Income (Loss)
(Unaudited; Expressed in thousands on US dollars)
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Three months ended September 30,Nine months ended September 30,
Notes2024202320242023
(Recast -
Note 13c)
(Recast -
Note 13c)
Net income$(2,227)$13,833 $2,743 $17,363 
Other comprehensive earnings (loss):
Items that will not be reclassified to profit in subsequent periods:
Unrealized gain on Convertible Debentures due to change in credit risk ($nil tax effect)
10c 86 103 198 
  Actuarial gain (loss) on health plan obligation ($nil tax effect)
11   (341)
  Unrealized gain (loss) on Gold Notes due to changes in credit risk (net of tax effect) (1)
10b(5,818)228 (4,505)4,006 
Items that may be reclassified to profit in subsequent periods:
  Equity accounted investees – share of other comprehensive income (loss) ($nil tax effect)
7b   64 
  Reclassification of OCI to net earnings due to Denarius dilution and derecognition ($nil tax effect)
7b —  2,417 
  Foreign currency translation adjustment (net of tax effect)
(2,632)14,180 (52,844)71,179 
Other comprehensive income (loss)(8,450)14,494 (57,246)77,523 
Comprehensive income (loss)$(10,677)$28,327 $(54,503)$94,886 
Comprehensive income (loss) attributable to:
Owners of the Company(10,524)28,327 (54,350)94,886 
Non-controlling interest(153)— (153)— 
$(10,677)$28,327 $(54,503)$94,886 
(1)Tax effect for Gold Notes for the three and nine months ended September 30, 2024, respectively, were $(47) and $438 (2023 - $85 and $1,416).
See accompanying notes to the Consolidated Financial Statements.
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Condensed Consolidated Interim Statements of Equity
(Unaudited; Expressed in thousands of US dollars, except share and per share amounts)
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Share Capital - common sharesShare purchase
warrants
Contributed
surplus
Accumulated
OCI
Retained
earnings
Equity attributable to owners of the CompanyNon-controlling InterestTotal
equity
Nine months ended September 30, 2024NotesNumberAmount
At December 31, 2023137,569,590$719,806 $9,708 $181,758 $(71,179)$(215,438)$624,655 $— $624,655 
Exercise of options
13b,e2,555,8998,866 — (1,309)— — 7,557 — 7,557 
Exercise of warrants
13b,c,d11,340,43741,673 (5,217)— — — 36,456 — 36,456 
Stock-based compensation
13h— — — 1,704 — — 1,704 — 1,704 
Conversion of convertible debenture10c3,410,526 11,920 — — — — 11,920 — 11,920 
Acquisition of PSN5, 13b15,750,000 151,973 — 28,947 — — 180,920 283,785 464,705 
Comprehensive earnings (loss)
— — — — (57,246)2,896 (54,350)(153)(54,503)
At September 30, 2024170,626,452$934,238 $4,491 $211,100 $(128,425)$(212,542)$808,862 $283,632 $1,092,494 
Notes
Share Capital - common sharesShare purchase
warrants
Contributed
surplus
Accumulated
OCI
Retained
earnings
Equity attributable to owners of the CompanyNon-controlling InterestTotal
equity
Nine months ended September 30, 2023(Recast - Note 13c)
NumberAmount
At December 31, 2022136,057,661$715,035 $10,183 $180,674 $(183,140)$(226,857)$495,895 $— $495,895 
Exercise of options
13e452,9411,411 — (323)— — 1,088 — 1,088 
Exercise of warrants
13c,d705,6682,295 (278)— — — 2,017 — 2,017 
Stock based compensation
— — — 1,064 — — 1,064 — 1,064 
Comprehensive earnings
— — — — 77,523 17,363 94,886 — 94,886 
At September 30, 2023137,216,270$718,741 $9,905 $181,415 $(105,617)$(209,494)$594,950 $ $594,950 
See accompanying notes to the Consolidated Financial Statements.
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Condensed Consolidated Interim Statements of Cash Flows
(Unaudited; Expressed in thousands of US dollars)
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Three months ended September 30,Nine months ended September 30,
Notes2024202320242023
(Recast -
Note 13c)
(Recast -
Note 13c)
Operating Activities



Net income

$(2,227)$13,833$2,743$17,363
Adjusted for the following items:



Depreciation9,23111,42125,38328,864
Loss from investments in associates717(1,063)2,8713,608
Materials and supplies inventory provision3235313353
Share-based compensation13h2,5335285,7482,134
Interest and accretion186,4936,75719,79222,384
Derecognition of Investment in associate10,023
Loss (gain) on financial instruments1912,842(374)22,728(351)
Loss (gain) on gold in trust21(28)
Amortization of deferred revenue12(916)(1,100)(2,889)(2,802)
Unrealized foreign exchange loss (gain)(42)1,157(8,024)9,283
Change in provisions111515(21)385
Income tax expense15,83012,32339,07533,497
Payment of PSUs and DSUs13f,g(2,246)(47)
Settlement of provisions
11(370)(159)(1,095)(549)
Increase in cash in trust
(564)(817)(1,001)(938)
Changes in non-cash operating working capital items
20(7,052)1,871(47,722)2,988
Operating cash flows before taxes35,82244,76655,355126,167
Income taxes paid
 
(4,705)(13,202)(52,433)
Net cash provided by operating activities
31,11744,76642,15373,734
Investing Activities



Additions to mining interests, plant and equipment
8(57,758)(32,403)(133,567)(74,674)
Acquisition of investment in associate7a(50,000)
Contributions to investment in associates
7a(1,404)(2,646)(4,837)
Increase in cash acquired with Soto Norte Acquisition55,251
Acquisition costs and project funding 5(6,085)
Capitalized interest paid (net)

(3,737)(1,746)(9,880)(4,967)
Net cash used in investing activities
 
(61,495)(35,553)(146,927)(134,478)
Financing Activities



Repayment of Gold Notes
10b(3,694)(1,847)(11,083)(5,541)
Payment of lease obligations
(629)(720)(1,857)(2,518)
Interest received (paid)(10,382)(10,525)(20,945)(24,959)
Repayment of convertible debenture10c(1,325)
Proceeds from exercise of stock options and warrants
4,30932528,8072,320
Net cash provided by (used in) financing activities
 
(10,396)(12,767)(6,403)(30,698)
Impact of foreign exchange rate changes on cash and equivalents

(579)48(3,141)2,819
Decrease in cash and cash equivalents

(41,353)(3,506)(114,318)(88,623)
Cash and cash equivalents, beginning of period
 
121,657214,344194,622299,461
Cash and cash equivalents, end of period
 
$80,304$210,838$80,304$210,838
See accompanying notes to the Consolidated Financial Statements.
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Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
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1.    Nature of Operations
Aris Mining Corporation (the “Company” or “Aris Mining”), is a company incorporated under the laws of the Province of British Columbia, Canada. The address of the Company’s registered and records office is 2900 – 550 Burrard Street, Vancouver, British Columbia, V6C 0A3. The Company’s common shares are listed on the Toronto Stock Exchange (“TSX”) under the symbol “ARIS” and on the NYSE American LLC (“NYSE American”) under the symbol “ARMN”.
Aris Mining is primarily engaged in the acquisition, exploration, development and operation of gold properties in Colombia, Guyana and Canada. Aris Mining operates the Segovia Operations and Marmato Mine in Colombia. On June 28, 2024, the Company increased its interest in the Soto Norte Project from 20% to 51% (Note 5) located within Colombia. Aris Mining also owns the advanced stage Toroparu Project in Guyana and the Juby Project in Ontario, Canada.
2.    Basis of Presentation
These condensed consolidated interim financial statements, as approved by the Company's Board of Directors on November 12, 2024, have been prepared in accordance with International Accounting Standards (“IAS”) 34, Interim Financial Reporting, using accounting policies consistent with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Certain disclosures required by IFRS have been condensed or omitted in the following note disclosures or are disclosed or have been disclosed on an annual basis only. Accordingly, these condensed consolidated interim financial statements should be read in conjunction with the consolidated financial statements for the years ended December 31, 2023 and 2022 (“annual financial statements”), which have been prepared in accordance with IFRS as issued by the IASB.
The financial statements have been prepared under the historical cost basis, except for certain financial assets and liabilities which are measured at fair value, and are presented in U.S. dollars. They have been prepared on a going concern basis assuming that the Company will be able to realize its assets and discharge its liabilities in the normal course of business as they come due for the foreseeable future.
3.    Summary of Material Accounting Policies
The material accounting policies are the same as those applied in preparing the annual financial statements for the year ended December 31, 2023, except as disclosed below. These financial statements comprise the financial results of the Company and its subsidiaries. On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project ("PSN") and determined that the Company obtained control as a result of its 51% ownership interest. The remaining 49% interest in the Soto Norte Project not held by the Company is presented as a non-controlling interest (Note 14).
Details regarding the Company and its principal subsidiaries as of September 30, 2024 are as follows:
EntityProperty/
function
Registered
Functional currency (1)
Aris Mining CorporationCorporateCanadaUSD
Aris Mining Holdings Corp.CorporateCanadaUSD
Aris Mining (Panama) Marmato Inc.CorporatePanamaUSD
Aris Mining Segovia
Segovia OperationsColombiaCOP
Aris Mining Marmato
Marmato MineColombiaCOP
Minerales Andinos de Occidente, S.A.S.
Marmato Zona AltaColombiaCOP
Minera Croesus S.A.S.
Marmato Zona AltaColombiaCOP
MIC Global Mining Ventures S.L.
Soto Norte ProjectSpainUSD
ETK Inc.
Toroparu ProjectGuyanaUSD
(1)“USD” = U.S. dollar; “COP” = Colombian peso.

Intercompany transactions, balances and unrealized gains on transactions between group companies are eliminated. Accounting policies of subsidiaries have been aligned, where necessary, to ensure consistency with the policies adopted by the Company.






Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
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3.    Summary of Material Accounting Policies (cont.)
The following previously adopted accounting policies not disclosed in the annual financial statements were applied in preparing these interim financial statements.

Non-Controlling interest

Non-controlling interest represents equity interests in subsidiaries owned by outside parties. The share of net assets of subsidiaries attributable to non-controlling interests is presented as a component of equity. The non-controlling interest is allocated a share of net income and other comprehensive income, which is recognized directly in equity even if the results of the non-controlling interest have a deficit balance.

The Company recognizes transactions with non-controlling interest as transactions with equity shareholders. Changes in the Company's ownership interest in subsidiaries that do not result in the loss of control are accounted for as equity transactions.

The Company elected to measure the non-controlling interest of MDC Industry Holding Company LLC ("Mubadala") in the Soto Norte Project at the date the Company acquired control based on the proportionate share of the entity's recognized net assets (Note 5).

Measurement of previously held interest in an asset acquisition

In an acquisition of assets that does not constitute a business, the previously held interest forms a part of the consideration paid for the assets acquired and liabilities assumed at the time control of the assets and liabilities is obtained. The Company has elected an accounting policy not to remeasure the carrying amount of previously held investments in associates on acquisition of additional interests that do not constitute a business.

New accounting standards issued

IAS 1 – Presentation of Financial Statements

The IASB issued an amendment to IAS 1, Presentation of Financial Statements that clarifies that the classification of liabilities as current or non-current depends on the rights existing at the end of the reporting period as opposed to the expectations of exercising the right for settlement of the liability. The amendments were effective January 1, 2024 and have been applied retrospectively. Under previous IAS 1 requirements, companies classify a liability as current when they do not have an unconditional right to defer settlement for at least 12 months after the reporting date. The IASB removed the requirement for a right to be unconditional and instead now requires that a right to defer settlement must exist at the reporting date and have substance. The amendments therefore resulted in a change in the classification of liabilities that can be settled in an entity's own shares. Previously, counterparty conversion options were not considered when classifying the related liabilities as current or non-current. Subsequent to the application of the amendments, when a liability includes a counterparty conversion option that may be settled by a transfer of an entity's own shares, the Company takes into account the conversion option in classifying the liability as current or non-current. The Company's convertible debentures and warrant liabilities were impacted by the amendments.

Previously, the Company's convertible debentures were recorded as long-term debt and were classified as current when the instrument was maturing within 12 months after the reporting period. However, given the holders of the debenture have the option from issuance to maturity to convert the principal into common shares of the Company, the related liability is classified as current as at January 1, 2023 under the revised policy because the conversion option can be exercised by the holders within 12 months after the reporting period. Similarly, the Company's warrant liabilities were previously classified as non-current and warrants expiring within 12 months after the reporting period were classified as current. Under the revised policy, the warrant liabilities are classified as current as at January 1, 2023 and December 31, 2023 because the warrants can be exercised by the holders at any time subsequent to issuance.

As a result of the adoption of the IAS 1 amendments, the statement of financial position as at January 1, 2023 has been restated, with a reclassification of $13.2 million from non-current portion of long-term debt to current portion of long-term debt, and a reclassification of $21.8 million from non-current portion of warrant liabilities to current portion of warrant liabilities. The statement of financial position as at December 31, 2023 has also been restated, with a reclassification of $11.0 million from non-current portion of warrant liabilities to current portion of warrant liabilities.


Page | 8


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
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3.    Summary of Material Accounting Policies (cont.)
There was no impact on the statement of income (loss), statement of other comprehensive income (loss), statement of equity, and statement of cash flows for the three and nine months ended September 30, 2023.

As at January 1, 2023As at December 31, 2023
As previously disclosedAdjustmentAdjusted balancesAs previously disclosedAdjustmentAdjusted balances
Current portion of long-term debt$15,525 $13,181 $28,706 $36,826 $— $36,826 
Current portion of warrant liabilities— 21,794 21,794 15,625 10,981 26,606 
Long-term debt362,909 (13,181)349,728 341,005 — 341,005 
Warrant liabilities21,794 (21,794)— 10,981 (10,981)— 

New accounting standards issued but not effective

IFRS 18 – Presentation and Disclosure in Financial Statements

On April 9, 2024, the IASB issued IFRS 18 “Presentation and Disclosure in the Financial Statements” (“IFRS 18”) replacing IAS 1. IFRS 18 introduces categories and defined subtotals in the statement of profit or loss, disclosures on management-defined performance measures, and requirements to improve the aggregation and disaggregation of information in the financial statements. As a result of IFRS 18, amendments to IAS 7 were also issued to require that entities use the operating profit subtotal as the starting point for the indirect method of reporting cash flows from operating activities and also to remove presentation alternatives for interest and dividends paid and received. Similarly, amendments to IAS 33 “Earnings per Share” were issued to permit disclosure of additional earnings per share figures using any other component of the statement of profit or loss, provided the numerator is a total or subtotal defined under IFRS 18. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact of the standard on its financial statements.

4.    Significant Accounting Judgments, Estimates and Assumptions
Judgments, estimates and assumptions are continually evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The significant judgments, estimates and assumptions made by management in applying the Company’s accounting policies are the same as those that applied to the consolidated financial statements for the years ending December 31, 2023 and 2022 (annual financial statements), in addition to the following:

Asset Acquisition - The Soto Norte Project

The assessment of whether an acquisition of assets and liabilities meets the definition of a business or whether it is an acquisition of assets requires judgment. In this assessment, management considers whether the acquired set of assets and activities consists of inputs and a substantive process and whether these inputs and substantive processes have the ability to contribute to the creation of outputs. Management concluded that the Soto Norte Project did not constitute a business and accounted for the acquisition as an asset acquisition (Note 5).

Fair value of assets acquired and liabilities assumed of the Soto Norte Project

Determining the fair value of assets acquired and liabilities assumed in an asset acquisition requires management to make estimates and assumptions, giving consideration to both market and income-based valuation methodologies to determine the fair value of the exploration project to be recognized. In the case of an asset acquisition, the measurement of common shares and contingently issuable common shares paid as consideration for the acquisition is also determined with reference to the fair value of the net assets acquired and liabilities assumed.




Page | 9


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
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4.    Significant Accounting Judgments, Estimates and Assumptions (cont.)
Determination of Control or Significant Influence in the Soto Norte Project

The Soto Norte Transaction resulted in the Company obtaining a 51% interest in the Soto Norte Project. Judgment is required to determine whether the Company controls or has significant influence over the Soto Norte Project, which impacts the accounting treatment to consolidate or account for the investment using the equity method, respectively. The assessment required judgment related to factors including, but not limited to, the relevant activities of the Soto Norte Project, and the substantive rights of the shareholders to approve, amongst other things, operating policies, budgets, and financing plans. The Company determined that it had obtained control over Soto Norte as of June 28, 2024.

5. Acquisition of Additional Interest in the Soto Norte Project
On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project from Mubadala, resulting in the Company increasing its ownership interest in the Soto Norte Project to 51% and obtaining control over the Soto Norte Project (the "Soto Norte Transaction" or "PSN Transaction").

The consideration for this acquisition was comprised of:

15,750,000 common shares issued to Mubadala, and
6,000,000 common shares issuable to Mubadala upon the receipt of an environmental license for the Soto Norte Project.

The transaction did not qualify as a business combination under IFRS 3, Business Combinations, as significant inputs and processes that together constitute a business were not identified, given the early stage of exploration and evaluation of PSN. As such, the acquisition has been accounted for as an asset acquisition, and the consideration paid was allocated to the assets acquired and liabilities assumed based on their relative fair value. Acquisition costs incurred by the Company related to the PSN Transaction have been capitalized as part of the consideration paid.

The total consideration paid was allocated based on the relative fair value of the assets and the liabilities acquired as shown below:

Consideration paid
15,750,000 common shares issued and 6,000,000 contingently issuable common shares of Aris Mining (Note 13b)$180,920 
Previously held interest in the Soto Norte Project (Note 7)108,363 
Acquisition costs and project funding ⁽¹⁾6,085 
Total consideration paid
$295,368 
Fair value of assets acquired and liabilities assumed
Cash and cash equivalents$5,251 
Prepaid expenses and other receivables213 
Mining interests, plant and equipment (Note 8)4,790 
Exploration and evaluation assets (Note 8)578,110 
Accounts payable and accrued liabilities(2,511)
Reclamation and rehabilitation provision (Note 11)(1,690)
Other long-term liabilities (5,010)
Non-controlling interest(283,785)
Assets acquired and liabilities assumed $295,368 
(1)Acquisition costs and project funding consist of legal and advisory fees associated with the transaction ($1.0 million) and funding advanced by the Company on behalf of Mubadala prior to the close of the transaction ($5.1 million).




Page | 10


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
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5. Acquisition of Additional Interest in the Soto Norte Project (cont.)
The fair values of cash and cash equivalents, prepaid expenses and other receivables, and accounts payable and accrued liabilities (each of which is a Level 1 fair value measurement) was determined to approximate their carrying amounts. The Company retained an independent valuation specialist to assist with the determination of the fair value of the mining interests, plant and equipment, and exploration and evaluation assets acquired, with consideration given to both market and income-based valuation methodologies (a Level 3 fair value measurement). The Company estimated the fair value of the Soto Norte Project using a market multiples approach based on comparable public companies that operate in similar jurisdictions and precedent transactions. The fair value of the reclamation and rehabilitation provision was determined using the estimated inflated undiscounted costs to be incurred with respect to remediation of current disturbances and reclamation activities related to the existing infrastructure of the Soto Norte Project.

Mubadala also retained a streaming interest of 7.35% of payable gold and 100% of payable silver on the Soto Norte Project, applicable to incremental production after the first 5.7 million ounces of gold have been produced. If upon expiry or termination of the streaming arrangement, the Joint Venture (of which is 51% owned by the Company) has not delivered enough gold and silver to fully reduce the $10.0 million deposit balance to zero, the Joint Venture is required to pay any remaining deposit balance in cash. The streaming obligation has been recognized at fair value using a discounted cash flow model using discount rates that reflect the risks inherent in the expected future cash flows at the acquisition date and has been classified as an other long-term liability.

6.    Inventories
September 30,
2024
December 31,
2023
Finished goods$8,309 $7,907 
Metal in circuit921 783 
Ore stockpiles2,299 794 
Materials and supplies34,643 29,380 
As at September 30, 2024$46,172 $38,864 
During the nine months ended September 30, 2024, the total cost of inventories recognized in the consolidated statement of income (loss) amounted to $231.6 million (2023 - $185.2 million). As at September 30, 2024, materials and supplies are recorded net of an obsolescence provision of $2.7 million (2023 - $2.7 million).
7.     Investments in Associates
Percentage of
ownership
Common
shares
September 30,
2024
December 31,
2023
Soto Norte (a)— %— $ $108,527 
Denarius (b)— % 
Seasif Exploration (previously Western Atlas) (c)24.3 %29,910,588193 253 
Total$193 $108,780 

The income (loss) from investments in associates during the three months ended September 30, 2024 and 2023 comprises:

Three months ended September 30,Nine months ended September 30,
2024202320242023
Soto Norte (a)$ $1,096 $(2,811)$(1,039)
Denarius (b) —  (2,463)
Seasif Exploration (previously Western Atlas) (c)(17)(33)(60)(106)
Total$(17)$1,063 $(2,871)$(3,608)



Page | 11


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg
7.    Investments in Associates (cont.)
a)Soto Norte

On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project, resulting in the Company obtaining control and as a result, its previously-held interest was reclassified (Note 5).

The following table summarizes the change in the carrying amount of the Company’s investment in Soto Norte:
Amount
Investment in associate as of December 31, 2022$100,772 
Company’s share of the income from the associate2,650 
Cash contributions to Soto Norte5,105 
Investment in associate as of December 31, 2023108,527 
Company’s share of the loss from the associate(2,811)
Cash contributions to Soto Norte2,647 
Reclassification of investment (Note 5)(108,363)
Investment in associate as of September 30, 2024$ 

As part of the acquisition of the Company's initial 20% interest in the Soto Norte Project on April 12, 2022, the Company recognized a note payable related to the deferred $50 million tranche payment due to Mubadala. The note incurred interest at 7.5% and was amortized using the effective interest method, resulting in an effective interest rate of 11.87%. The note was repaid on March 21, 2023.

Amount
As at December 31, 2022$51,504 
Interest expense2,246 
Repayment(50,000)
Interest paid(3,750)
As at December 31, 2023$ 

Summarized financial information for the Soto Norte Project during the period in which the Company exercised significant influence, on a 100% basis and reflecting adjustments made by the Company, including fair value adjustments made at the time of acquisition and adjustments for differences in accounting policies, is as follows:

Three months ended September 30,Nine months ended September 30,
2024202320242023
Project expenses (712)(13,022)(7,646)
Net loss and comprehensive loss of associate 5,483 (14,054)(5,193)
Company’s equity share of the net loss and comprehensive loss of associate – 20%
 $1,097 $(2,811)$(1,039)








Page | 12


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg
7.    Investments in Associates (cont.)
b)Denarius
During the year ended December 31, 2023, Denarius Metals Corp. (“Denarius”) completed the following equity offerings:
a rights offering in January 2023 whereby the Company participated for less than the Company's pro rata ownership interest and acquired 3,750,000 common shares in Denarius for cash consideration of $1.1 million, decreasing its equity interest in Denarius to approximately 24.9%; and
a private placement in April 2023 in which the Company did not participate, decreasing the Company's equity investment in Denarius to approximately 17.2%.
As a result of the reduced ownership percentage subsequent to the private placement, the Company concluded that it no longer had significant influence in the investee, and therefore, discontinued accounting for the investment using the equity method from April 4, 2023, being the date of the completion of the private placement and began carrying the investment at fair value through profit or loss. The Company recorded a loss on discontinuation of the equity method of $10.0 million and reclassified the fair value of the Denarius investment of $3.5 million to other financial assets. The loss was calculated as the difference between the fair value (as determined based on the current market price of Denarius) of Aris Mining’s retained interest and the carrying amount of the investment in Denarius at the date the equity method was discontinued, including a $1.9 million loss previously recognized in other comprehensive income that was reclassified to profit and loss on discontinuation of the equity method.
The following table summarizes the change in the carrying amount of the Company’s investment in Denarius:

 Common shares
Warrants
  Total
As of December 31, 2022$11,960 $409 $12,369 
Additions1,122 — 1,122 
Company’s share of the loss from the associate(783)— (783)
Equity share of other comprehensive loss600 — 600 
Loss on dilution(1,680)— (1,680)
Loss on derecognition(8,142)— (8,142)
Reclassification of investment(3,077)(409)(3,486)
Investment in Denarius at at December 31, 2023$ $ $ 

During the year-ended December 31, 2023, the Company also subscribed for C$5.0 million of Denarius Convertible Debentures ("Denarius Debenture"). The Denarius Debenture is due, in cash, on October 19, 2028 and may be converted into common shares of Denarius at a conversion price of C$0.45 per share. The Denarius Debenture pays interest monthly at a rate of 12.0% per annum and also pays quarterly in cash an amount equal to the Gold Premium (as defined below) multiplied by the principal amount of the Denarius Debenture. The Gold Premium is calculated as the percentage equal to (i) 25% of the amount, if any, by which the London P.M. Fix exceeds $1,800 per ounce, divided by (ii) $1,800. Approval by the shareholders of Denarius is required in order for the Company to convert such amount of Denarius Debentures that would result in the Company's ownership interest in Denarius increasing above 19.9%.




Page | 13


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg
7.    Investments in Associates (cont.)

The Company’s investment in Denarius is carried at $13.7 million at September 30, 2024. During the three months ended September 30, 2024, the Company recognized a gain of $2.4 million and during the nine months ended September 30, 2024, the Company recognized a gain of $4.0 million in gain (loss) on financial instruments related to the change in fair value of the investment in the period (year ended December 31, 2023 - $2.7 million).
Common sharesWarrantsConvertible DebentureTotal
Reclassification of investment$3,077 $409 $— $3,486 
Purchase of Denarius Debenture— — 3,603 3,603 
Change in fair value 919 (160)1,908 2,667 
Other financial asset as at December 31, 2023$3,996 $249 $5,511 $9,756 
Change in fair value1,134 (170)3,019 3,983 
Other financial asset as at September 30, 2024$5,130 $79 $8,530 $13,739 
c)Seasif Exploration (previously Western Atlas)
The following table summarizes the change in the carrying amount of the Company’s investment in Seasif Exploration:

Amount
As of December 31, 2022$381 
Company’s share of the loss from the associate(128)
As of December 31, 2023$253 
Company’s share of the loss from the associate(60)
Investment in Seasif Exploration as of September 30, 2024$193 

























Page | 14


Notes to the Consolidated Financial Statements Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg

8.    Mining Interest, Plant & Equipment

Plant and
equipment
Depletable mineral propertiesNon-Depletable development
projects
Exploration
projects
Total
Cost
Balance at December 31, 2023$253,861 $427,182 $216,723 $521,200$1,418,966
Additions44,079 39,440 44,299 11,026138,844
Acquisition of PSN (Note 5)4,790 — — 578,110582,900
Disposals(2,912)(186)— (3,098)
Change in decommissioning liability (Note 11)— (535)— (535)
Capitalized interest— — 16,060 16,060
Exchange difference(19,059)(41,612)(11,180)(1,139)(72,990)
Balance at September 30, 2024$280,759 $424,289 $265,902 $1,109,197$2,080,147
Accumulated Depreciation and Impairment Charges
Balance at December 31, 2023$(91,854)$(204,183)$— $(179,476)$(475,513)
Depreciation(12,718)(12,667)— (25,385)
Disposals881 186 — 1,067
Exchange difference8,303 16,816 — 25,119
Balance at September 30, 2024$(95,388)$(199,848)$ $(179,476)$(474,712)
Net book value at December 31, 2023$162,007 $222,999 $216,723 $341,724$943,453
Net book value at September 30, 2024$185,371 $224,441 $265,902 $929,721$1,605,435


Plant and
equipment
Depletable mineral propertiesNon-Depletable development
projects
Exploration
projects
Total
Cost
Balance at December 31, 2022$182,566 $292,386 $153,540 $503,759 $1,132,251 
Additions33,455 36,190 30,412 14,969 115,026 
Disposals(1,937)— — — (1,937)
Transfers105 (105)— — — 
Change in decommissioning liability (Note 11)— 3,182 — — 3,182 
Capitalized interest— — 14,550 — 14,550 
Exchange difference39,672 95,529 18,221 2,472 155,894 
Balance at December 31, 2023$253,861 $427,182 $216,723 $521,200 $1,418,966 
Accumulated Depreciation and Impairment Charges
Balance at December 31, 2022$(60,844)$(142,785)$— $(179,476)$(383,105)
Depreciation(13,478)(23,034)— — (36,512)
Disposals668 — — — 668 
Exchange difference(18,200)(38,364)— — (56,564)
Balance at December 31, 2023$(91,854)$(204,183)$ $(179,476)$(475,513)
Net book value at December 31, 2022$121,722 $149,601 $153,540 $324,283 $749,146 
Net book value at December 31, 2023$162,007 $222,999 $216,723 $341,724 $943,453 



Page | 15


Notes to the Condensed Consolidated Interim Financial Statements Three and Nine months ended September 30, 2024 and 2023 (Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg
8.    Mining Interest, Plant, & Equipment (cont.)

The capitalized interest is broken down as follows:
September 30,
2024
December 31,
2023
Capitalized Interest - Gold Notes (Note 10b)$9,903 $7,484 
Capitalized Interest - Deferred Revenue (Note 12a)6,180 7,818 
Capitalized Interest - Income(23)(752)
Total$16,060 $14,550 

Plant and equipment as of September 30, 2024 include Right of Use assets with a net book value of $5.5 million (December 31, 2023 - $4.3 million).

9.    Accounts Payable and Accrued Liabilities
September 30,
2024
December 31,
2023
Trade payables related to operating, general and administrative expenses$48,355 $53,913 
Trade payables related to capital expenditures3,342 1,591 
Other provisions5,230 9,312 
Acquisitions of mining interests581 623 
DSU and PSU Liability (Note 13g,f)4,185 3,894 
Other taxes payable4 15 
Total$61,697 $69,348 
10.     Long-term Debt
September 30,
2024
December 31,
2023
Senior Notes (a)$297,462 $300,608 
Gold Notes (b)67,543 63,310 
Convertible Debentures (c) 13,913 
Total365,005 377,831 
Less: current portion(18,742)(36,826)
Non-current portion$346,263 $341,005 













Page | 16


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


10.     Long-term Debt (cont.)
a)Senior Unsecured Notes due 2026 (“Senior Notes”)
Amount
Carrying value of the debt as at December 31, 2022$298,107 
Interest expense accrued20,625 
Interest expense paid(20,625)
Accretion of discount2,501 
Carrying value of the debt as at December 31, 2023$300,608 
Interest expense accrued15,469 
Interest expense paid(20,625)
Accretion of discount (Note 18)2,010 
As at September 30, 2024297,462 
Less: current portion, represented by accrued interest(2,979)
Non-current portion as at September 30, 2024$294,483 
The Company’s subsidiaries which directly own the Segovia Operations and the Toroparu Project have provided unsecured guarantees for the Senior Notes.
On and after August 9, 2023, the Company may redeem the Senior Notes, in whole or in part, at the relevant redemption price (expressed as a percentage of the principal amount of the Senior Notes) and accrued and unpaid interest on the Senior Notes up to the redemption date. The redemption price for the Senior Notes during the 12-month period beginning on August 9 of each of the following years is: 2023 – 103.4%; 2024 – 101.7%; 2025 and thereafter – 100.0%.
The discount and transaction costs incurred on issuance of the Senior Notes totaling $14.0 million have been offset against the carrying amount of the Senior Notes and are being amortized to net income using the effective interest method, resulting in an effective interest rate of 7.9%, including the 6.9% coupon.
Subsequent to September 30, 2024, the Company issued a Conditional Notice of Optional Redemption to holders of the Senior Notes. Redemption is expected to occur on November 20, 2024 (Note 23).

b)Gold Notes
The face value of the Gold Notes as at September 30, 2024 was $47.5 million. The fair value of the Gold Notes was calculated using valuation pricing models as at September 30, 2024. Significant inputs used in the valuation model include a credit spread, risk free rates, gold prices, implied volatility of gold prices and recent trading history.

Number of
Gold Notes
Amount
Fair value of Gold Notes as at December 31, 202266,006,346$67,145 
Repayments(7,388,882)(7,388)
Change in fair value through profit and loss (Note 19)8,950 
Change in fair value through other comprehensive income due to changes in credit risk(5,397)
Fair value of Gold Notes as at December 31, 202358,617,46463,310 
Repayments(11,083,134)(11,083)
Change in fair value through profit and loss (Note 19)11,250 
Change in fair value through other comprehensive income due to changes in credit risk4,066 
Fair value of Gold Notes as at September 30, 202447,534,33067,543 
Less: current portion(15,762,679)(15,763)
Non-current portion as at September 30, 202431,771,651$51,780 

Page | 17


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


10.     Long-term Debt (cont.)

The key terms of the Gold Notes include:
The Gold Notes are denominated in units of $1.00.
The Gold Notes are non-callable, are secured over all assets of Aris Holdings, will be repaid over a seven-year term, and mature on August 26, 2027.
The Gold Notes represent senior secured obligations of Aris Holdings, ranking pari passu with all present and future senior indebtedness, including the Wheaton stream financing (Note 12), and senior to all present and future subordinated indebtedness of Aris Holdings.
The Gold Notes bear cash interest at a rate of 7.5% per annum, payable monthly.
An amount of physical gold will be set aside monthly by Aris Holdings in an escrow account (the “Gold Escrow Account”) to be used to fund the principal payments (the “Amortizing Payments”). Amortizing Payments are based on a prescribed number of ounces of gold and a $1,400 per ounce floor price.
To fund the quarterly Amortizing Payments, within five business days after the 15th day of each of February, May, August and November (the “Measurement Dates”), the gold accumulated in the Gold Escrow Account will be sold and the proceeds will be paid to holders on the following basis:
If the afternoon per ounce London Bullion Market Association Gold Price (the “London PM Fix”) on the Measurement Dates is above the $1,400 per ounce floor price, Aris Holdings will make a total cash payment to the holders of the Gold Notes equal to that number of gold ounces sold multiplied by the London PM Fix.
The Gold Premium will be the portion of the gold sale proceeds attributed to the excess of the London PM Fix over the $1,400 per ounce floor price and will not reduce the principal amount of the Gold Notes outstanding.
If the London PM Fix is at or below the $1,400 per ounce floor price, Aris Holdings will make a cash payment to the holders of the Gold Notes equal to the applicable Amortizing Payment. Any shortfall in the proceeds from the sale of the gold ounces below $1,400 per ounce will be paid by Aris Holdings.
Aris Holdings will use commercially reasonable efforts to hedge the $1,400 per ounce floor price for the Amortizing Payments on a rolling four-quarters basis.
The Gold Notes trade on the Cboe Canada Exchange under the symbol “AMNG.NT.U”

Payments made to Gold Note holders are as follows:
Three months endedNine months ended
2024202320242023
Repayments$3,694 $1,847 $11,083 $5,541 
Gold premiums2,762 665 6,883 2,052 
Interest payment937 1,157 3,020 3,629 
As at September 30, 2024, there were 880 ounces (December 31, 2023 - 880 ounces) of gold held in gold in trust with a carrying value of $1.7 million (December 31, 2023 - $1.7 million).

Page | 18


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


10.    Long-term Debt (cont.)
c)Convertible Debentures
The convertible debentures matured on April 5, 2024 and C$16.2 million of the debentures with a principal value of C$16.2 million were converted, resulting in the issuance of 3,410,526 common shares, and C$1.8 million of the debentures were settled through the repayment of C$1.8 million.
Number of DebenturesAmount
As at December 31, 202218,000$13,182 
Change in fair value through profit and loss (Note 19)1,032 
Change in FVOCI due to changes in credit risk(301)
As at December 31, 202318,000$13,913 
Change in fair value through profit and loss (Note 19)(565)
Change in FVOCI due to changes in credit risk(103)
Conversion of convertible debenture(16,200)(11,920)
Repayment of convertible debenture(1,800)(1,325)
Current portion as at September 30, 2024$ 

Prior to their maturity, the Convertible Debentures were a financial liability and were designated as FVTPL.

11.    Provisions
A summary of changes to the provisions is as follows:
Reclamation and
rehabilitation
Environmental
fees
Health plan
obligations
Total
As at December 31, 2023$15,984 $5,480 $11,864 $33,328 
Recognized in period— 47 — 47 
Acquisition of PSN (Note 5)1,690 — — 1,690 
Change in assumptions(535)— (68)(603)
Settlement of provisions(520)(46)(529)(1,095)
Accretion expense (Note 18)
633 33 893 1,559 
Exchange difference(1,308)(466)(993)(2,767)
As at September 30, 2024$15,944 $5,048 $11,167 $32,159 
Less: current portion(2,923)(30)(663)(3,616)
Non-current portion$13,021 $5,018 $10,504 $28,543 
As at December 31, 2022$9,540 $4,299 $8,277 $22,116 
Recognized in period— 57 — 57 
Change in assumptions3,182 — 215 3,397 
Settlement of provisions(83)(79)(618)(780)
Accretion expense (Note 18)
715 86 1,546 2,347 
Exchange difference2,630 1,117 2,444 6,191 
As at December 31, 2023$15,984 $5,480 $11,864 $33,328 
Less: current portion(2,194)(65)(691)(2,950)
Non-current portion$13,790 $5,415 $11,173 $30,378 




Page | 19


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


11.    Provision (cont.)
a)Reclamation and rehabilitation provision
As of September 30, 2024, the Company estimated the inflated undiscounted costs to be incurred with respect to future mine closure and reclamation activities related to the existing mining operation of the Marmato mine to be COP 42.5 billion (December 31, 2023 – COP 46.2 billion), equivalent to $10.2 million at the September 30, 2024 exchange rate (December 31, 2023 - $12.1 million).
As of September 30, 2024, the Company estimated the inflated undiscounted costs to be incurred with respect to future mine closure and reclamation activities related to the existing mining operation of the Segovia Operations to be COP 81.6 billion (December 31, 2023 – COP 81.8 billion), equivalent to $19.6 million at the September 30, 2024 exchange rate (December 31, 2023 - $21.4 million).

As of September 30, 2024, the Company estimated the inflated undiscounted costs to be incurred with respect to remediation of current disturbances and reclamation activities related to the existing infrastructure of the Soto Norte Project to be COP 38.0 billion, equivalent to $9.1 million at the September 30, 2024 exchange rate.

The following table summarizes the assumptions used to determine the decommissioning provision:

Expected date
of expenditures
Inflation ratePre-tax risk-free
rate
Marmato Mine
2024-2042
2.49 %10.14 %
Segovia Operations
2024-2034
2.97 %9.58 %
PSN 2025-20682.51 %9.69 %
b)Environmental fees
The Company’s mining and exploration activities are subject to Colombian laws and regulations governing the protection of the environment. Colombian regulations provide for fees applicable to entities discharging effluents to river basins. The local environmental authority in Segovia has issued two resolutions assessing fees totaling COP 34.6 billion ($8.3 million), which the Company is disputing. The Company has a provision in the amount of COP 21.0 billion ($5.1 million) related to the present value of its best estimate of the potential liability for these fees (December 31, 2023 – COP 20.9 billion equivalent to approximately $5.0 million).
c)Health plan obligations
The health plan obligation of COP 46.5 billion (approximately $11.2 million) is based on an actuarial report prepared as at December 31, 2023 with an inflation rate of 6.6% and a discount rate of 10.9%. The Company is currently paying approximately COP 0.2 billion (approximately less than $0.1 million) monthly to fund the obligatory health plan contributions. At September 30, 2024, non-current cash in trust includes approximately $0.9 million deposited in a restricted cash account as security against this obligation (December 31, 2023 - $0.9 million).
d)Claims
In the ordinary course of business, the Company is involved in and potentially subject to legal actions and proceedings. The Company records provisions for such claims when considered material and an outflow of resources is considered probable.
The Company is subject to tax audits from various tax authorities on an ongoing basis. As a result, from time to time, tax authorities may disagree with the positions and conclusions taken by the Company in its tax filings or legislation could be amended or interpretations of current legislation could change, and any of these events could lead to reassessments. The Company records provisions for such claims when it determines it is not probable that the taxation authority will accept its filing position.

No such provisions have been recorded by the Company.




Page | 20


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


12.    Deferred Revenue
September 30,
2024
December 31,
2023
Marmato (a)$67,837 $64,546 
Toroparu (b)84,000 84,000 
Total$151,837 $148,546 
Less: current portion(1,723)(1,163)
Non-current portion$150,114 $147,383 
a)Marmato
The Company is party to a Precious Metals Purchase Agreement at the Marmato Mine (the “Marmato PMPA”) with Wheaton Precious Metals International ("WPMI"). Under the arrangement, WPMI will provide aggregate funding of $175 million. Total funds received to date are $53 million. The remaining balance of $122 million to be received during the construction and development of the Marmato Lower Mine, with construction milestones at 25% ($40 million), 50% ($40 million), and 75% ($42 million).

The contract will be settled by the Company delivering precious metal credits to WPMI. The Company recorded the deposit received as deferred revenue and recognizes amounts in revenue as gold and silver are delivered under the PMPA. Each period management estimates the cumulative amount of the deferred revenue obligation that has been satisfied and, therefore, recognized as revenue.
Accretion will be capitalized during the development of the Marmato Lower Mine (Note 8).

The following are the key inputs for the Marmato PMPA contract as of September 30, 2024:

Key inputs in the estimateSeptember 30, 2024December 31, 2023
Estimated financing rate12.50 %12.50 %
Gold price
$2,031 - $2,359
$1,724 - $1,939
Silver price
$25.84 - $29.91
$22.71 - $24.33
Construction milestone timelines
2024 - 2025
2024 - 2025

A summary of changes to the deferred revenue balance is as follows:
Total
As at December 31, 2022$60,658 
Recognition of revenue on ounces delivered(3,878)
Cumulative catch-up adjustment(52)
Accretion (Note 8)7,818 
As at December 31, 2023$64,546 
Recognition of revenue on ounces delivered(2,786)
Cumulative catch-up adjustment(103)
Accretion (Note 8)6,180 
As at September 30, 2024$67,837 
Less: current portion(1,723)
Non-current portion as at September 30, 2024$66,114 
b)Toroparu
The Company is also party to a Precious Metals Purchase Agreement (“Toroparu PMPA”) with WPMI. The key terms of the Toroparu
PMPA are summarized in the annual financial statements. The Company recorded deferred revenue of $84.0 million, all non-current which represents the estimated future cash flows attributable to expected future gold and silver deliveries to WPMI.



Page | 21


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


13.     Share Capital
a)Authorized
Unlimited number of common shares with no par value.
b)Issued and fully paid
As at September 30, 2024, the Company had 170,626,452 common shares issued and outstanding (December 31, 2023 – 137,569,590 common shares). During the nine months ended September 30, 2024, the Company issued a total of 2,555,899 common shares for the exercise of stock options and 11,340,437 common shares for the exercise of warrants.
As described in Note 5, the Company issued 15,750,000 common shares to Mubadala and will issue 6,000,000 common shares upon the receipt of an environmental license for the PSN. The Company determined the fair value of the issued and contingently issuable shares to be $180.9 million and used the relative fair value method to allocate such amount between the common shares and the contingently issuable shares. The fair value of the contingently issuable shares, which are recognized in contributed surplus, was determined using a Black-Scholes model and applying an estimated probability of issuance. The value ascribed to the 15,750,000 common shares was $152.0 million and the ascribed value to the 6,000,000 contingently issuable common shares was $28.9 million.

c)Share Purchase Warrants – liability classified
The following table summarizes the change in the number of issued and outstanding share purchase warrants and the associated warrant liabilities during the period ended September 30, 2024:
UnitsAmount
Listed Warrants – exercise price C$2.21, exercisable until Apr 30, 2024
As at December 31, 202210,064,255$9,667 
 Exercised(763,103)(924)
  Fair value adjustment (Note 19)
6,329 
Balance at December 31, 20239,301,152$15,072 
 Exercised(8,546,249)(15,200)
  Fair value adjustment (Note 19)
128 
Expired(754,903)
Balance at September 30, 2024$ 
Aris Unlisted Warrants(¹) – exercise price C$6.00, exercisable until Dec 19, 2024
Balance at December 31, 20221,650,000588
  Fair value adjustment (Note 19)
(35)
Balance at December 31, 20231,650,000$553 
 Exercised
(21,750)(5)
  Fair value adjustment (Note 19)
209 
Balance at September 30, 2024 ⁽²⁾1,628,250$757 
Aris Listed Warrants(¹) – exercise price C$5.50, exercisable until Jul 29, 2025
Balance at December 31, 202229,084,37711,173
Exercised (25,000)(21)
 Fair value adjustment (Note 19)(171)
Balance at December 31, 202329,059,377$10,981 
Exercised(900)(1)
  Fair value adjustment (Note 19)
15,692 
Balance at September 30, 2024 ⁽²⁾29,058,477$26,672 
Balance at December 31, 2023$26,606 
Balance at September 30, 2024$27,429 
(1)Number of replacement warrants and exercise price have been adjusted by the share Exchange Ratio of 0.5.
(2)Subsequent to September 30, 2024, 1,800 Aris Listed Warrants and 182,000 Aris Unlisted Warrants were exercised.
Page | 22


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


13.    Share Capital (cont.)

Valuation inputs for Unlisted Warrants

The fair value of the Unlisted Warrants was determined using the Black-Scholes option pricing model and Level 2 fair value inputs as follows:
Valuation InputsAris Unlisted Warrants
Expected volatility52 %
Liquidity discount17 %
Risk-free interest rate2.91 %
Expected life of warrants3 months
Dividend yield%

During the year ended December 31, 2023, the Company identified a non-material error in the fair value of the listed warrant liability previously reported. As a result, the statement of income (loss) for the three and nine months ended September 30, 2023 has been recast, with the loss on financial instruments decreasing by $1.4 million for the three months ended September 30, 2023 and the loss on financial instruments decreasing by $2.1 million for the nine months ended September 30, 2023 . The net impact of the recast for the three months ended September 30, 2023 was to increase net income previously reported of $12.4 million ($0.09 basic and $0.09 diluted earnings per share) to a net income of $13.8 million ($0.10 basic and $0.10 diluted earnings per share), and for the nine months ended September 30, 2023 was to increase net income previously reported of $15.3 million ($0.11 basic and $0.10 diluted earnings per share) to a net income of $17.4 million ($0.13 basic and $0.11 diluted earnings per share).

There was no impact on the statement of cash flows for the three and nine months ended September 30, 2023, other than the amounts reported for net income (loss) and gain on financial instruments changing by the amounts described above within the Operating Activities section of the statement of cash flows.
d)Share Purchase Warrants – equity classified
The following table summarizes the change in the number of issued and outstanding equity classified share purchase warrants during the periods ending September 30, 2024 and December 31, 2023:
UnitsCommon shares
issuable
Amount
As at December 31, 20227,224,965 5,019,905 $10,183 
Exercised (1)
(281,500)(195,586)(475)
Expired (2,795,090)(1,942,029)— 
As at December 31, 20234,148,375 2,882,290 9,708 
Exercised (2)
(3,915,079)(2,771,550)(5,217)
Expired(233,296)(110,740)— 
Balance at September 30, 2024$4,491 
(1)The exercise price per Gold X Warrant exercised averaged C$2.14.
(2)The exercise price per Gold X warrant exercised averaged C$3.57.






Page | 23


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


13. Share Capital (cont.)
e)Stock option plan

The Company has a rolling Stock Option Plan (the “Option Plan”) in compliance with the TSX policies for granting stock options. Under the Option Plan, the maximum number of common shares reserved for issuance may not exceed 10% of the total number of issued and outstanding common shares and, to any one option holder, may not exceed 5% of the issued common shares on a yearly basis. The exercise price of each stock option will not be less than the market price of the Company’s stock at the date of grant. Each stock option vesting period and expiry is determined on a grant-by-grant basis.

A summary of the change in the stock options outstanding during the periods ended September 30, 2024 and December 31, 2023 is as follows:
Options
outstanding
Weighted average
exercise price (C$)
Balance at December 31, 20226,713,506$4.71 
Options granted1,778,9313.99 
Exercised (1)
(528,241)3.27 
Expired or cancelled(683,076)5.11 
Balance at December 31, 20237,281,120$4.57 
Options granted2,869,0044.22 
Exercised (2)
(2,555,899)4.03 
Expired or cancelled(759,365)5.50 
Balance at September 30, 2024 (3)
6,834,860$4.51 
(1)The weighted average share price at the date stock options were exercised was C$4.10.
(2)The weighted average share price at the date stock options were exercised was C$5.44.
(3)Subsequent to September 30, 2024, 87,500 stock options were exercised.

A summary of the inputs used in the determination of the fair values of the stock options granted in the periods ended September 30, 2024 and December 31, 2023, using the Black-Scholes option pricing model, is as follows:

January 12,
2023
May 12,
2023
October 2,
2023
January 31,
2024
July 1,
2024
Total options issued1,691,96426,81560,1522,525,561343,443
Market price of shares at grant date$4.03$3.40$3.09$4.09$5.17
Exercise price$4.03$3.40$3.09$4.09$5.17
Dividends expectedNilNilNilNilNil
Expected volatility58.36 %55.47 %46.95 %44.42 %45.75 %
Risk-free interest rate3.67 %3.50 %4.64 %3.82%3.83%
Expected life of options3.0 years3.0 years3.0 years3.0 years3.0 years
Vesting terms2 years
(1)
2 years
(1)
2 years
(1)
2 years
(1)
2 years
(1)
(1)50% of the options vest one year after issue date, the remaining 50% vest two years after issue date.











Page | 24


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


13.    Share Capital (cont.)
The table below summarizes information about the stock options outstanding and the common shares issuable as at September 30, 2024:

Expiry dateOutstandingVested stock optionsRemaining contractual life in yearsExercise price
(C$/share)
April 1, 2025185,000185,0000.504.05 
July 2, 202550,00050,0000.756.88 
April 1, 2026703,000703,0001.506.04 
January 26, 202790,00090,0002.325.45 
April 1, 2027724,000724,0002.505.84 
March 1, 2025670,000670,0000.424.00 
March 23, 2025382,070382,0700.483.80 
June 26, 20255,0005,0000.745.00 
January 12, 20261,258,076614,1741.294.03 
May 12, 202613,4081.623.40 
October 2, 202660,1522.013.09 
January 31, 20272,350,7112.344.09 
July 1, 2027343,4432.85.17 
Balance at September 30, 20246,834,8603,423,2441.73 $4.51 

f)DSUs

A summary of changes to the DSU liability, included in accounts payable and accrued liabilities, during the period ended September 30, 2024 and the year ended December 31, 2023 is as follows:
UnitsAmount
Balance at December 31, 2022333,818$826 
Granted and vested during the period241,223649 
Change in fair value428 
Balance at December 31, 2023575,041$1,903 
Granted and vested during the period125,565487 
Paid(259,691)(956)
Change in fair value609 
Balance at September 30, 2024440,915$2,043 

The DSU liability at September 30, 2024 was determined based on the Company’s quoted closing share price on the TSX, a Level 1 fair value input, of C$6.35 ($4.70) (December 31, 2023 - C$4.43 ($3.35)) per share.











Page | 25


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


13.    Share Capital (cont.)
g)PSUs
A summary of changes to the PSU liability during the period ended September 30, 2024 and the year ended December 31, 2023 is as follows:
UnitsAmount
Balance at December 31, 2022706,286$292 
Unvested PSUs recognized in the period796,7581,178 
Vested PSUs recognized in the period29 
Paid
(30,325)(47)
Change in fair value1,352 
Balance at December 31, 20231,472,719$2,804 
Unvested PSUs recognized in the period1,033,1431,323 
Expired/cancelled(442,417)— 
Paid(206,428)(1,290)
Change in fair value1,627 
Balance at September 30, 20241,857,017$4,464 
Less: current portion(2,142)
Non-current portion as at September 30, 2024$2,322 

h)Share-based compensation expense

Three months ended September 30,Nine months ended September 30,
2024202320242023
Stock-option expense$625 $262 $1,704 $1,064 
DSU expense493 107 1,095 377 
PSU expense1,415 159 2,949 693 
Total$2,533 $528 $5,748 $2,134 










Page | 26


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


13.    Share Capital (cont.)
i)Earnings (loss) per share
Three months ended September 30, 2024Three months ended September 30, 2023
(Recast - Note 13c)
Weighted
average
shares
outstanding
Net
earnings
(loss)
Net
earnings
(loss) per
share
Weighted
average
shares
outstanding
Net
earnings
(loss)
Net
earnings
(loss) per
share
Basic EPS169,873,924$(2,074)$(0.01)137,192,545$13,833 $0.10 
Effect of dilutive stock-options
Effect of dilutive warrants291,496
Diluted EPS169,873,924$(2,074)$(0.01)137,484,041$13,833 $0.10 
Nine months ended September 30, 2024Nine months ended September 30, 2023
(Recast - Note 13c)
Weighted
average
shares
outstanding
Net
earnings
(loss)
Net
earnings
(loss) per
share
Weighted
average
shares
outstanding
Net
earnings
(loss)
Net
earnings
(loss) per
share
Basic EPS153,304,168$2,896 $0.02 136,710,913$17,363 $0.13 
Effect of dilutive stock-options522,1352,286
Effect of dilutive warrants4,185,079(1,180)
Diluted EPS153,826,303$2,896 $0.02 140,898,278$16,183 $0.11 
Diluted earnings per share amounts are calculated by adjusting the basic earnings per share to take into account the after-tax effect of interest and other finance costs associated with dilutive convertible debentures as if they were converted at the beginning of the period, and the effects of potentially dilutive stock options and share purchase warrants calculated using the treasury stock method. When the impact of potentially dilutive securities increases the earnings per share or decreases the loss per share, they are excluded for purposes of the calculation of diluted earnings per share.

The following table lists the number of warrants, stock options and Convertible Debenture which were excluded from the computation of diluted earnings per share. Instruments were excluded because either the instruments were not vested, the exercise prices exceeded the average market value of the common shares or the impact of including the in the money securities were anti-dilutive to EPS.
Three months ended September 30,Nine months ended September 30,
2024202320242023
Stock options50,0007,404,7681,477,0007,149,768
Convertible Debenture3,789,4743,789,474
Warrants30,686,72846,685,72730,686,72837,184,372







Page | 27


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


14.    Non-Controlling Interest
On June 28, 2024, the Company acquired an additional 31% interest in PSN from Mubadala, resulting in the Company increasing its ownership interest in the Soto Norte Project to 51% and obtaining control over the Soto Norte Project (Note 5). The remaining 49% interest in the Soto Norte Project not held by the Company is presented as non-controlling interest.

The following table summarizes the financial information for PSN shown on a 100% basis, except where stated:

September 30,
2024
Current assets$925
Non-current assets587,782
Total assets588,707
Current liabilities4,466
Non-current liabilities5,400
Total liabilities9,866
Net assets578,841
Non-controlling interest percentage49 %
Non-controlling interest$283,632

Three months ended September 30, 2024Nine months ended September 30, 2024
Revenue$$
Project expenses(312)(312)
Total net loss(312)(312)
Non-controlling interest percentage49 %49 %
Non-controlling interest$(153)$(153)

Three months ended September 30, 2024Nine months ended September 30, 2024
Cash flows from:
Operating activities(2,508)(2,508)
Investing activities(2,008)(2,008)
Financing activities— — 













Page | 28


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


15.    Financial Risk Management
The nature of the acquisition, exploration, development and operation of gold properties exposes the Company to risks associated with fluctuations in commodity prices, foreign currency exchange rates and credit risk. The Company may at times enter into risk management contracts to mitigate these risks. It is the Company’s policy that no speculative trading in derivatives shall be undertaken.

a)Financial instrument risk
Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

Level 1 – unadjusted quoted prices in active markets for identical assets or liabilities
Level 2 – inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and
Level 3 – inputs that are not based on observable market data.

The fair values of the Company’s cash and cash equivalents, cash in trust, accounts receivable, accounts payable and accrued liabilities, and, taxes payable approximate their carrying values due to their short-term nature.

The Senior Notes are recognized at amortized cost using the effective interest rate method. An observable fair value of the Company’s Senior Notes has been estimated using the trading value of the bonds on the Singapore exchange which indicate a fair value of $299.2 million (carrying amount - $294.5 million).

Financial liabilities measured at FVTPL on a recurring basis include the warrant derivative liabilities, the DSU payable, PSU payable, the Convertible Debenture and gold notes which are measured at their fair value at the end of each reporting period. The levels in the fair value hierarchy into which the Company’s financial assets and liabilities are recognized in the statements of financial position at fair value are categorized as follows:
September 30, 2024December 31, 2023
Level 1Level 2Level 1Level 2
Gold Notes (Note 10b)
$ $67,543 $— $63,310 
Warrant liabilities (Note 13c)
26,672 757 26,053 553 
DSU and PSU liabilities (Note 13g,f)
2,043 4,464 1,903 2,804 
Investments and other assets (Note 7b)
5,220 8,524 4,254 5,505 
Convertible Debentures (Note 10c)
  — 13,913 
Total$33,935 $81,288 $32,210 $86,085 

At September 30, 2024, there were no financial assets and liabilities measured and recognized at fair value on a non-recurring basis. There were no transfers between Level 1 and Level 2, and no financial assets or liabilities measured and recognized at fair value that would be categorized as Level 3 in the fair value hierarchy during the period.

b)Credit risk
September 30,
2024
December 31,
2023
Trade
$2,427 $3,505 
VAT receivable67,530 40,045 
Tax recoverable1,890 4,503 
Other, net of allowance for doubtful accounts830 1,386 
Total$72,677 $49,439 

The exposure to credit risk arises through the failure of a third party to meet its contractual obligations to the Company. The Company’s exposure to credit risk primarily arises from its cash balances (which are held with highly rated Canadian, Colombian and other international financial institutions) and accounts receivable. The timing of collection of the VAT recoverable is in accordance with Government of Colombia’s filing process. As at September 30, 2024, the Company expects to recover the outstanding amount of current VAT and HST receivable in the next 12 months.
Page | 29


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


15.    Financial Risk Management (cont.)
Credit risk associated with trade accounts receivable arises from the Company’s delivery of its production to international customers from whom it receives 97.0% - 99.5% of the sales proceeds in the case of gold and silver, and 90% of sales proceeds in the case of concentrates, shortly after delivery of its production to an agreed upon transfer point in Colombia. The balance is received within a short settlement period thereafter, once final metal content has been agreed between the Company and the customer.

c)Liquidity risk
The Company manages its liquidity risk by continuously monitoring forecast cash flow requirements. The Company believes it has sufficient cash resources to pay its obligations associated with its financial liabilities as at September 30, 2024. The Company’s undiscounted commitments at September 30, 2024 are as follows:
Less than 1 year1 to 3 years4 to 5 yearsOver 5 yearsTotal
Trade, tax and other payables$89,617 $— $— $— $89,617 
Reclamation and closure costs1,544 3,345 6,212 27,850 38,951 
Lease payments1,831 2,439 877 2,435 7,582 
Gold Notes29,432 53,843 — — 83,275 
Senior unsecured notes20,625 317,646 — — 338,271 
Other contractual commitments375 — — — 375 
Total$143,424 $377,273 $7,089 $30,285 $558,071 
Following receipt of funds under the Marmato and Toroparu PMPA, Aris Mining’s silver and gold production from the Marmato Mine and Toroparu Project is subject to the terms of the PMPA with WPMI.
As part of the PSN Transaction, Mubadala retained a streaming interest of 7.35% of payable gold and 100% of payable silver on PSN. The stream applies to incremental production after the first 5.7 million ounces of gold have been produced. Mubadala will make payments upon delivery equal to 15% of the spot gold and silver prices (Note 5).

Subsequent to the PSN Transaction (Note 5), Aris Mining has the obligation to fund Mubadala's 49% share of certain operating costs until the earlier of the receipt of the environmental license for the Soto Norte Project or December 31, 2027.

d)Foreign currency risk
The Company is exposed to foreign currency fluctuations. Such exposure arises primarily from:
Translation of subsidiaries that have a functional currency, such as COP, which differ from the USD functional currency of the Company. The impact of such exposure is recorded through other comprehensive income (loss).
Translation of monetary assets and liabilities denominated in foreign currencies, such as the Canadian dollar (“C$”) and Guyanese Dollar (“GYD”). The impact of such exposure is recorded in the consolidated statement of income (loss).
The Company monitors its exposure to foreign currency risks arising from foreign currency balances and transactions. To reduce its foreign currency exposure associated with these balances and transactions, the Company may enter foreign currency derivatives to manage such risks. In 2024 and 2023, the Company did not utilize derivative financial instruments to manage this risk.









Page | 30


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


15.    Financial Risk Management (cont.)
The following table summarizes the Company’s net financial assets and liabilities denominated in Canadian dollars, Colombian pesos and Guyanese dollar (in US dollar equivalents) as of September 30, 2024 and December 31, 2023, as well as the effect on earnings and other comprehensive earnings after-tax of a 10% appreciation or depreciation in the foreign currencies against the US dollar on the financial and non-financial assets and liabilities of the Company, if all other variables remain constant:

September 30,
2024
Impact of a 10%
Change
December 31,
2023
Impact of a 10%
Change
Canadian Dollars (C$)(6,255)(570)(15,664)(1,425)
Colombian Peso (COP)20,292 1,844 11,301 1,027 
Guyanese Dollar (GYD)(670)(62)100 
e)Price risk
Price risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because of changes in market prices. Gold and silver prices can be subject to volatile price movements, which can be material and can occur over short periods of time and are affected by numerous factors, all of which are beyond the Company’s control. The Company may enter commodity hedging contracts from time to time to reduce its exposure to fluctuations in spot commodity prices.
The Company is required under the covenants of the Gold Notes to use commercially reasonable efforts to put in place commodity hedging contracts (put options) on a rolling four-quarters basis to establish a minimum selling price of $1,400 per ounce for the physical gold being accumulated in the Gold Escrow Account (Note 10b). Gold being accumulated in the Gold Escrow Account will be sold to meet the Company’s financial obligations for the quarterly Amortizing Payments of the Gold Notes. Under the terms of the agreement, such hedging will not be required if one of the following conditions is met:
the Company determines that any such hedging contracts are not obtainable on commercially reasonable terms; or
the failure to obtain any such hedging contracts would not reasonably be expected to materially adversely impact the ability of the Company to satisfy its obligations to make the quarterly Amortizing Payments.
As at September 30, 2024, the Company had no outstanding commodity hedging contracts in place.
16.    Revenue
Three months ended September 30,Nine months ended September 30,
2024202320242023
Gold in dore$131,577 $112,955 $350,937 $311,057 
Silver in dore1,869 1,559 4,538 3,952 
Metals In concentrate1,277 1,955 4,053 7,682 
Total$134,723 $116,469 $359,528 $322,691 
17.    Cost of Sales
Three months ended September 30,Nine months ended September 30,
2024202320242023
Production costs$78,394 $64,345 $218,425 $172,972 
Royalties4,849 4,189 13,145 12,214 
Total$83,243 $68,534 $231,570 $185,186 





Page | 31


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg


18.    Interest and Accretion

Three months ended September 30,Nine months ended September 30,
2024202320242023
Interest expense$5,267 $5,442 $15,810 $18,575 
Financing fees (income)- (22) (70)
Accretion of Senior Notes (Note 10a)
683 631 2,010 1,857 
Accretion of lease obligations
84 79 413 318 
Accretion of provisions (Note 11)
459 627 1,559 1,704 
Total$6,493 $6,757 $19,792 $22,384 
19. Gain (loss) on Financial Instruments
Three months ended September 30,Nine months ended September 30,
2024202320242023
(Recast - Note 13c)(Recast - Note 13c)
Financial Assets
Denarius common shares (Note 7b)
$671 $(1,192)$1,134 $(362)
Denarius convertible debenture (Note 7b)1,732 — 3,019 — 
Denarius warrants (Note 7b)1 (172)(170)(248)
Other gain (loss) on financial instruments — 2 
2,404 (1,364)3,985 (609)
Financial Liabilities
Gold Notes (Note 10b)
(3,891)(1,201)(11,250)(5,313)
Convertible Debentures (Note 10c)
 609 565 32 
Unlisted Warrants (Note 13c)
(395)51 (209)762 
Listed Warrants (Note 13c)
(10,960)2,279 (15,819)5,479 
(15,246)1,738 (26,713)960 
Total$(12,842)$374 $(22,728)$351 
20.    Changes in Non-Cash Operating Working Capital Items
Three months ended September 30,Nine months ended September 30,
2024202320242023
Accounts receivable and other (excluding VAT receivable)$773 $(17,146)$3,269 $12,161 
VAT Receivable ⁽¹⁾(12,202)20,173 (32,133)5,751 
Inventories(1,648)(3,795)(11,048)(6,314)
Prepaid expenses and deposits(812)(1,144)(1,759)(2,783)
Accounts payable and accrued liabilities6,837 3,783 (6,051)(5,827)
Total$(7,052)$1,871 $(47,722)$2,988 
(1)Subsequent to September 30, 2024, the Company received credit for $29.6M of VAT, of which $16.2M of VAT has been applied to offset 2023 income taxes and $13.4M of VAT has been collected by the Company.








Page | 32


Notes to the Condensed Consolidated Interim Financial Statements
Three and Nine months ended September 30, 2024 and 2023
(Tabular amounts expressed in thousands of US dollars unless otherwise noted)
arisminingimage.jpg
21.    Related Party Transactions
Key management personnel compensation
Three months ended September 30,Nine months ended September 30,
2024202320242023
Short-term employee benefits$968 $1,012 $2,807 $2,995 
Termination benefits — 1,394 — 
Share-based compensation1,406 309 3,178 1,220 
Total$2,374 $1,321 $7,379 $4,215 

These transactions, occurring in the normal course of operations, are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.

22. Segment Disclosures

Reportable segments are consistent with the geographic regions in which the Company’s projects are located. In determining the Company’s segment structure, the basis on which management reviews the financial and operational performance was considered and whether any of the Company’s mining operations share similar economic, operational and regulatory characteristics. The Company considers its Segovia Operations and Marmato Mine in Colombia, its Toroparu Project in Guyana, its Soto Norte Project in Colombia and its corporate functions in Canada and Panama as its reportable segments.
SegoviaMarmatoToroparuSoto NorteCorporate
and Other
Total
Three months ended September 30, 2024
Revenue$120,612 $14,111 $ $ $ $134,723 
Cost of sales(66,570)(16,673)   (83,243)
Depreciation and depletion(8,174)(669)  (176)(9,019)
Social Contributions(4,294)(185)  - (4,479)
Income from Mining Operations41,574 (3,416)  (176)37,982 
Gain loss on Financial Instruments    (12,842)(12,842)
Interest and accretion(531)(67)44 (40)(5,899)(6,493)
Income taxes(16,114)330   (46)(15,830)
Segment net income (loss)25,349 (1,895) (153)(25,528)(2,227)
Capital expenditures21,286 27,399 2,208 (23,830)32 27,095 
Three months ended September 30, 2023 (Recast - Note 13c)
Revenue$103,949 $12,520 $— $— $— $116,469 
Cost of sales(56,543)(11,991)— — — (68,534)
Depreciation and depletion(10,025)(701)— — (212)(10,938)
Social Contributions(2,249)(185)— — (2,434)
Income from Mining Operations35,132 (357)— — (212)34,563 
Gain loss on Financial Instruments— — — — 374 374 
Interest and accretion(652)(473)— — (5,632)(6,757)
Income taxes(12,404)(92)— — 173 (12,323)
Segment net income (loss) 20,098 (128)— 1,096 (7,233)13,833 
Capital expenditures12,763 15,389 3,888 — — 32,040 






Page | 33


Notes to the Condensed Consolidated Financial Statements Three and Nine months ended September 30, 2024 and 2023 (Tabular amounts expressed in thousands in US dollars unless otherwise noted)
arisminingimage.jpg
22. Segment Disclosures (cont.)
SegoviaMarmatoToroparuSoto NorteCorporate
and Other
Total
Nine months ended September 30, 2024
Revenue$319,484 $40,044 $ $ $ $359,528 
Cost of sales(186,801)(44,769)   (231,570)
Depreciation and depletion(21,696)(2,400)  (524)(24,620)
Social Contributions(8,703)(1,502)  (10,205)
Income from Mining Operations102,284 (8,627)  (524)93,133 
Gain loss on Financial Instruments    (22,728)(22,728)
Interest and accretion(1,740)(195) (40)(17,817)(19,792)
Income taxes(40,014)503   436 (39,075)
Segment net income (loss)68,570 (4,729) (2,964)(58,134)2,743 
Capital expenditures61,436 66,006 5,838 (152)2,618 135,746 
Nine months ended September 30, 2023 (Recast - Note 13c)
Revenue$290,757 $31,934 $— $— $— $322,691 
Cost of sales(151,656)(33,530)— — — (185,186)
Depreciation and depletion(25,181)(1,640)— — (588)(27,409)
Social Contributions(7,072)(432)— — (7,504)
Income from Mining Operations106,848 (3,668)— — (588)102,592 
Gain loss on Financial Instruments— — — — 351 351 
Interest and accretion(1,874)(541)— — (19,969)(22,384)
Income taxes(36,426)36 — — 2,890 (33,500)
Segment net income (loss)57,174 (2,386)— (1,038)(36,387)17,363 
Capital expenditures32,633 28,844 12,505 — — 73,982 
As at September 30, 2024
Total assets$373,667 $386,142 $353,509 $589,032 $126,571 $1,828,921 
Total liabilities(103,165)(135,944)(84,856)(9,243)(403,219)(736,427)
As at December 31, 2023
Total assets$311,680 $367,188 $348,397 $108,527 $217,079 $1,352,871 
Total liabilities (90,953)(133,061)(86,174)— (418,028)(728,216)

23. Subsequent Events

On October 31, 2024, Aris Mining completed its offering of $450 million of 8.000% Senior Notes due 2029. A portion of the net proceeds from the offering will be used to redeem the $300 million 6.875% Senior Notes due 2026 which is expected to occur on November 20, 2026.

On November 6, 2024, Aris Mining received a $40 million milestone payment under its precious metals purchase agreement with WPMI. This payment was triggered when the Marmato Lower Mine project achieved a “25% construction spend” threshold in Q3 2024.









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