EX-99.1 2 tmb-20230809xex99d1.htm EX-99.1

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CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and six months ended

June 30, 2023 and 2022

(UNAUDITED)


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Income Statements

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended June 30,

Six months ended June 30,

Note

    

2023

    

2022

    

2023

    

2022

Sales

18

$

158,406

$

167,871

$

334,059

$

350,200

Cost of sales

19

126,539

135,327

261,764

254,155

Mine operating income

31,867

32,544

72,295

96,045

General and administration

20

14,587

14,820

29,533

31,742

Exploration and evaluation

547

481

589

983

Foreign exchange loss

1,960

3,080

3,532

6,050

Other expenses

21

7,050

1,016

7,055

3,412

24,144

19,397

40,709

42,187

Operating income

7,723

13,147

31,586

53,858

Interest and finance costs, net

(3,459)

(3,727)

(6,098)

(6,508)

Gain (loss) on derivatives

244

5,853

(1,182)

1,677

(3,215)

2,126

(7,280)

(4,831)

Income before income taxes

4,508

15,273

24,306

49,027

Income taxes

Current income tax expense

1,448

8,992

10,445

20,855

Deferred income tax (recovery) expense

(412)

4,602

(1,465)

(482)

1,036

13,594

8,980

20,373

Net income for the period

$

3,472

$

1,679

$

15,326

$

28,654

Net income attributable to:

Fortuna shareholders

$

3,137

$

2,329

$

14,014

$

28,394

Non-controlling interest

25

335

(650)

1,312

260

$

3,472

$

1,679

$

15,326

$

28,654

Earnings per share

17

Basic

$

0.01

$

0.01

$

0.05

$

0.10

Diluted

$

0.01

$

0.01

$

0.05

$

0.10

Weighted average number of common shares outstanding (000's)

Basic

290,761

291,937

290,503

291,765

Diluted

293,106

295,208

292,480

294,654

The accompanying notes are an integral part of these interim financial statements.

Page | 1


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Comprehensive Income

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended June 30,

Six months ended June 30,

Note

    

2023

    

2022

    

2023

    

2022

Net income for the period

$

3,472

$

1,679

$

15,326

$

28,654

Items that will remain permanently in other comprehensive income:

Changes in fair value of investments in equity securities, net of $nil tax

(20)

(59)

(21)

(164)

Items that may in the future be reclassified to profit or loss:

Currency translation adjustment, net of tax1

760

(3,867)

982

(5,254)

Changes in fair value of hedging instruments, net of $nil tax

(12)

-

-

70

Total other comprehensive income (loss) for the period

728

(3,926)

961

(5,348)

Comprehensive income (loss) for the period

$

4,200

$

(2,247)

$

16,287

$

23,306

Comprehensive income (loss) attributable to:

Fortuna shareholders

3,865

(1,597)

14,975

23,046

Non-controlling interest

25

335

(650)

1,312

260

$

4,200

$

(2,247)

$

16,287

$

23,306

1 For the three and six months ended June 30, 2023, the currency translation adjustment is net of income tax expenses of $223 thousand and $275 thousand, respectively (2022 - $312 thousand and $282 thousand, respectively).

The accompanying notes are an integral part of these financial statements.

Page | 2


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Financial Position

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Balance at

Note

    

June 30, 2023

    

December 31, 2022

ASSETS

CURRENT ASSETS

Cash and cash equivalents

$

93,424

$

80,493

Trade and other receivables

4

63,270

68,165

Inventories

5

105,067

92,033

Other current assets

6

13,249

12,021

275,010

252,712

NON-CURRENT ASSETS

Restricted cash

907

3,967

Mineral properties and property, plant and equipment

7

1,653,353

1,567,622

Other non-current assets

8

62,233

51,923

Total assets

$

1,991,503

$

1,876,224

LIABILITIES

CURRENT LIABILITIES

Trade and other payables

9

$

110,736

$

111,896

Income taxes payable

9,390

11,591

Current portion of lease obligations

11

15,601

9,416

Current portion of closure and reclamation provisions

14

2,933

2,177

138,660

135,080

NON-CURRENT LIABILITIES

Debt

12

285,868

219,175

Deferred tax liabilities

165,902

167,619

Closure and reclamation provisions

14

55,557

51,128

Lease obligations

11

37,359

11,930

Other non-current liabilities

13

2,675

2,596

Total liabilities

686,021

587,528

SHAREHOLDERS' EQUITY

Share capital

16

1,079,259

1,076,342

Reserves

28,472

29,929

Retained earnings

152,499

138,485

Equity attributable to Fortuna shareholders

1,260,230

1,244,756

Equity attributable to non-controlling interest

25

45,252

43,940

Total equity

1,305,482

1,288,696

Total liabilities and shareholders' equity

$

1,991,503

$

1,876,224

Contingencies and Capital Commitments (Note 26)

/s/ Jorge Ganoza Durant

    

/s/ Kylie Dickson

Jorge Ganoza Durant

Kylie Dickson

Director

Director

The accompanying notes are an integral part of these financial statements.

Page | 3


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Cash Flows

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended June 30,

Six months ended June 30,

Note

    

2023

    

2022

2023

2022

Operating activities:

Net income for the period

$

3,472

1,679

$

15,326

$

28,654

Items not involving cash

Depletion and depreciation

39,917

42,943

84,152

81,448

Accretion expense

1,784

1,200

3,134

2,306

Income taxes

1,036

13,594

8,980

20,373

Interest expense, net

1,674

2,529

2,937

4,205

Share-based payments, net of cash settlements

(594)

(1,083)

(897)

(1,823)

Inventory net realizable value adjustments

976

4,036

947

4,036

Write-off of mineral properties

-

-

-

2,124

Unrealized foreign exchange gain

(403)

(1,898)

(617)

(1,265)

Unrealized gain on derivatives

(1,526)

(5,974)

(164)

(2,399)

Other

81

39

203

110

Closure and reclamation payments

(239)

(64)

(445)

(110)

Changes in working capital

24

2,660

(1,610)

(10,873)

(29,687)

Cash provided by operating activities

48,838

55,391

102,683

107,972

Income taxes paid

(3,513)

(6,170)

(16,417)

(26,246)

Interest paid

(1,839)

(1,997)

(2,300)

(2,351)

Interest received

743

208

1,400

602

Net cash provided by operating activities

44,229

47,432

85,366

79,977

Investing activities:

Costs related to Chesser acquisition

27

(4,586)

-

(4,586)

-

Restricted cash

-

(910)

-

(1,412)

Additions to mineral properties and property, plant and equipment

(67,484)

(53,986)

(128,413)

(118,978)

Contractor advances on Séguéla construction

(2,496)

(3,194)

(927)

(3,194)

Other investing activities

1,328

-

1,719

9

Cash used in investing activities

(73,238)

(58,090)

(132,207)

(123,575)

Financing activities:

Proceeds from credit facility

12

40,500

20,000

65,500

60,000

Repurchase of common shares

16

-

(3,009)

-

(3,009)

Payments of lease obligations

(2,834)

(2,966)

(5,830)

(6,197)

Cash provided by financing activities

37,666

14,025

59,670

50,794

Effect of exchange rate changes on cash and cash equivalents

36

2,394

102

1,833

Increase in cash and cash equivalents during the period

8,693

5,761

12,931

9,029

Cash and cash equivalents, beginning of the period

84,731

$

110,365

80,493

107,097

Cash and cash equivalents, end of the period

$

93,424

$

116,126

$

93,424

$

116,126

Cash and cash equivalents consist of:

Cash

$

82,147

$

67,550

$

82,147

$

67,550

Cash equivalents

11,277

48,576

11,277

48,576

Cash and cash equivalents, end of the period

$

93,424

$

116,126

$

93,424

$

116,126

Supplemental cash flow information (Note 24)

The accompanying notes are an integral part of these financial statements.

Page | 4


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Changes in Equity

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Share capital

Reserves

Note

    

Number of common shares

Amount

    

Equity
reserve

    

Hedging
reserve

    

Fair value
reserve

Equity component of convertible debentures

    

Foreign
currency
reserve

    

Retained
earnings

    

Non-controlling interest

    

Total equity

Balance at January 1, 2023

290,221,971

$

1,076,342

$

28,850

$

198

$

(976)

$

4,825

$

(2,968)

$

138,485

$

43,940

$

1,288,696

Total comprehensive income for the period

Net income for the period

-

-

-

-

-

-

-

14,014

1,312

15,326

Other comprehensive income for the period

-

-

-

-

(21)

-

982

-

-

961

Total comprehensive income for the period

-

-

-

-

(21)

-

982

14,014

1,312

16,287

Transactions with owners of the Company

Shares issued on vesting of share units

615,678

2,692

(2,692)

-

-

-

-

-

-

-

Convertible debenture conversion

45,000

225

-

-

-

-

-

-

-

225

Share-based payments

15

-

-

274

-

-

-

-

-

-

274

660,678

2,917

(2,418)

-

-

-

-

-

-

499

Balance at June 30, 2023

290,882,649

$

1,079,259

$

26,432

$

198

$

(997)

$

4,825

$

(1,986)

$

152,499

$

45,252

$

1,305,482

Balance at January 1, 2022

291,529,330

$

1,079,746

$

27,435

$

128

$

(696)

$

4,825

$

(2,907)

$

266,617

$

54,422

$

1,429,570

Total comprehensive income for the period

Net income for the period

-

-

-

-

-

-

-

28,394

260

28,654

Other comprehensive loss for the period

-

-

-

70

(164)

-

(5,254)

-

-

(5,348)

Total comprehensive income for the period

-

-

-

70

(164)

-

(5,254)

28,394

260

23,306

Transactions with owners of the Company

Repurchase of common shares

(924,404)

(3,009)

-

-

-

-

-

-

-

(3,009)

Shares issued on vesting of share units

802,762

2,524

(2,524)

-

-

-

-

-

-

-

Share-based payments

15

-

-

2,288

-

-

-

-

-

-

2,288

(121,642)

(485)

(236)

-

-

-

-

-

-

(721)

Balance at June 30, 2022

291,407,688

$

1,079,261

$

27,199

$

198

$

(860)

$

4,825

$

(8,161)

$

295,011

$

54,682

$

1,452,155

The accompanying notes are an integral part of these financial statements.

Page | 5


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

1.   NATURE OF OPERATIONS

Fortuna Silver Mines Inc. (the “Company”) is a publicly traded company incorporated and domiciled in British Columbia, Canada.

The Company is engaged in precious and base metal mining and related activities in Argentina, Burkina Faso, Mexico, Peru, and Côte d’Ivoire. The Company operates the open pit Lindero gold mine (“Lindero”) in northern Argentina, the underground Yaramoko gold mine (“Yaramoko”) in south western Burkina Faso, the underground San Jose silver and gold mine (“San Jose”) in southern Mexico, the underground Caylloma silver, lead, and zinc mine (“Caylloma”) in southern Peru, and the open pit Séguéla gold mine (“Séguéla”) in south western Côte d’Ivoire.

The Company’s common shares are listed on the New York Stock Exchange under the trading symbol FSM and on the Toronto Stock Exchange under the trading symbol FVI.

The Company’s registered office is located at Suite 650 - 200 Burrard Street, Vancouver, Canada, V6C 3L6.

2.   BASIS OF PRESENTATION

Statement of Compliance

These unaudited condensed interim consolidated financial statements (“interim financial statements”) were prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to the preparation of interim financial statements, including IAS 34 Interim Financial Reporting. They do not include all the information required for full annual financial statements. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2022, which includes information necessary for understanding the Company’s business and financial presentation.

Other than as described below, the same accounting policies and methods of computation are followed in these interim financial statements as compared with the most recent annual financial statements.

On August 9, 2023, the Company's Board of Directors approved these interim financial statements for issuance.

Basis of Measurement

These interim financial statements have been prepared on a going concern basis under the historical cost basis, except for those assets and liabilities that are measured at fair value (Note 23) at the end of each reporting period.

Adoption of new accounting standards

The Company adopted various amendments to IFRSs, which were effective for accounting periods beginning on or after January 1, 2023. These include amendments to IAS 1 (Presentation of Financial Statements) and IFRS Practice Statement 2 (Making Materiality Judgements), IAS 8 (Definition of Accounting Estimates) and IAS 12 (Deferred tax related to assets and liabilities arising from a single transaction). The impact of adoption was not significant to the Company's interim financial statements.

Page | 6


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

3.   USE OF ESTIMATES, ASSUMPTIONS, AND JUDGEMENTS

The preparation of these financial statements requires management to make estimates and judgements that affect the reported amounts of assets and liabilities at the period end date and reported amounts of expenses during the reporting period. Such judgements and estimates are, by their nature, uncertain. Actual outcomes could differ from these estimates.

The impact of such judgements and estimates are pervasive throughout the financial statements, and may require accounting adjustments based on future occurrences. These judgements and estimates are continuously evaluated and are based on management’s experience and knowledge of the relevant facts and circumstances. Revisions to accounting estimates are recognized in the period in which the estimate is revised and are accounted for prospectively.

In preparing these interim financial statements for the three and six months ended June 30, 2023, the Company applied the critical estimates, and judgements as disclosed in note 4 of its audited consolidated financial statements for the year ended December 31, 2022.

4.   TRADE AND OTHER RECEIVABLES

As at

    

June 30, 2023

    

December 31, 2022

Trade receivables from doré and concentrate sales

$

17,972

$

23,977

Advances and other receivables

6,599

7,443

Value added taxes recoverable

38,699

36,745

Trade and other receivables

$

63,270

$

68,165

The Company’s trade receivables from concentrate and doré sales are expected to be collected in accordance with the terms of the existing concentrate and doré sales contracts with its customers. No amounts were past due as at June 30, 2023 and December 31, 2022.

5.   INVENTORIES

As at

Note

    

June 30, 2023

    

December 31, 2022

Concentrate stockpiles

$

1,066

$

2,161

Doré bars

6,400

4,494

Leach pad and gold-in-circuit

29,227

31,649

Ore stockpiles

50,115

52,692

Materials and supplies

57,900

44,476

Total inventories

$

144,708

$

135,472

Less: non-current portion

8

(39,641)

(43,439)

Current inventories

$

105,067

$

92,033

During the three and six months ended June 30, 2023, the Company expensed $113.7 million and $235.6 million of inventories to cost of sales (June 30, 2022 - $121.9 million and $228.0 million, respectively).

During the three and six months ended June 30, 2023, a charge of $1.0 million (June 30, 2022 - $4.0 million), including $0.6 million (June 30, 2022 - $1.5 million) related to depletion and depreciation, was recognized to reduce low grade stockpiles at Yaramoko to net realizable value.

Page | 7


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

6.   OTHER CURRENT ASSETS

As at

    

June 30, 2023

    

December 31, 2022

Prepaid expenses

8,567

11,180

Income tax recoverable

4,576

718

Other

106

123

Other current assets

$

13,249

$

12,021

7.   MINERAL PROPERTIES AND PROPERTY, PLANT AND EQUIPMENT

Mineral
Properties -
Depletable

Mineral
Properties -
Non depletable

Construction in Progress

Property, Plant & Equipment

Total

COST

Balance as at December 31, 2022

$

866,999

$

712,269

$

154,647

$

704,781

$

2,438,696

Additions

44,896

31,398

46,958

40,223

163,475

Changes in closure and reclamation provision

1,896

1,091

-

184

3,171

Disposals

-

-

-

(1,351)

(1,351)

Transfers

(1,077)

-

(6,441)

7,517

-

Balance as at June 30, 2023

$

912,714

$

744,758

$

195,164

$

751,354

$

2,603,990

ACCUMULATED DEPLETION AND IMPAIRMENT

Balance as at December 31, 2022

$

506,268

$

-

$

-

$

364,807

$

871,075

Disposals

-

-

-

(1,300)

(1,300)

Depletion and depreciation

45,212

-

-

35,650

80,862

Balance as at June 30, 2023

$

551,480

$

-

$

-

$

399,157

$

950,637

Net Book Value as at June 30, 2023

$

361,234

$

744,758

$

195,164

$

352,197

$

1,653,353

During the three months and six months ended June 30, 2023, the Company capitalized $3.7 million and $6.5 million, respectively, of interest related to the construction of the Séguéla Mine (year ended December 31, 2022 - $3.3 million).

As at June 30, 2023, non-depletable mineral properties include $29.7 million of exploration and evaluation assets (December 31, 2022 - $26.4 million).

During the six months ended June 30, 2023, mining equipment arrived at site and was placed into use at the

Séguéla Mine as part of a mining services contract. As a result, the Company recognized a right of use asset of $31.6

million.

As at June 30, 2023, property, plant and equipment includes right-of-use assets with a net book value of $55.0 million (December 31, 2022 - $21.5 million). Related depletion and depreciation for the three and six months was $2.4 million and $4.8 million, respectively (year ended December 31, 2022 - $9.5 million).

Page | 8


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Mineral
Properties -
Depletable

Mineral
Properties -
Non depletable

Construction in Progress

Property, Plant & Equipment

Total

COST

Balance as at December 31, 2021

$

758,112

$

719,663

$

57,759

$

675,486

$

2,211,020

Additions

74,301

35,468

117,860

14,255

241,884

Changes in closure and reclamation provision

(10,024)

5,238

-

(235)

(5,021)

Disposals

(372)

(5,502)

-

(3,313)

(9,187)

Transfers

44,982

(42,598)

(20,972)

18,588

-

Balance as at December 31, 2022

$

866,999

$

712,269

$

154,647

$

704,781

$

2,438,696

ACCUMULATED DEPLETION AND IMPAIRMENT

Balance as at December 31, 2021

$

275,460

$

-

$

-

$

223,206

$

498,666

Disposals

-

-

-

(1,970)

(1,970)

Impairment

117,237

-

-

65,605

182,842

Depletion and depreciation

113,571

-

-

77,966

191,537

Balance as at December 31, 2022

$

506,268

$

-

$

-

$

364,807

$

871,075

Net Book Value as at December 31, 2022

$

360,731

$

712,269

$

154,647

$

339,975

$

1,567,622

8.   OTHER NON-CURRENT ASSETS

As at

Note

    

June 30, 2023

    

December 31, 2022

Ore stockpiles

5

$

39,641

$

43,439

Value added tax recoverable

13,339

3,642

Income tax recoverable

1,196

1,137

Other

8,057

3,705

Total other non-current assets

$

62,233

$

51,923

9.   TRADE AND OTHER PAYABLES

As at

Note

    

June 30, 2023

    

December 31, 2022

Trade accounts payable

$

74,283

$

72,571

Payroll and related payables

20,277

22,967

Mining royalty payable

1,328

2,476

Other payables

9,916

7,794

Derivative liabilities

87

270

Share units payable

15(a)(b)(c)

4,845

5,818

Total trade and other payables

$

110,736

$

111,896

10.   RELATED PARTY TRANSACTIONS

In addition to the related party transactions and balances disclosed elsewhere in these financial statements, the Company entered into the following related party transactions during the three and six months ended June 30, 2023, and 2022:

(a)    Key Management Personnel

Amounts paid to key management personnel were as follows:

Three months ended June 30,

Six months ended June 30,

2023

2022

2023

    

2022

Salaries and benefits

$

1,985

$

3,720

$

4,814

$

6,979

Directors fees

207

238

414

540

Consulting fees

17

17

33

35

Share-based payments

565

(3,535)

1,825

2,963

$

2,774

$

440

$

7,086

$

10,517

Page | 9


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

During the three and six months ended June 30, 2023, and 2022, the Company was charged for consulting services by Mario Szotlender, a director of the Company.

11.   LEASE OBLIGATIONS

Minimum lease payments

As at

    

June 30, 2023

    

December 31, 2022

Less than one year

$

20,109

$

11,343

Between one and five years

39,863

14,044

More than five years

7,708

5,806

67,680

31,193

Less: future finance charges

(14,720)

(9,847)

Present value of lease obligations

52,960

21,346

Less: current portion

(15,601)

(9,416)

Non-current portion

$

37,359

$

11,930

12.   DEBT

The following table summarizes the changes in debt:

Credit
Facility

Convertible debentures

Total

Balance at December 31, 2021

$

117,082

$

40,407

$

157,489

Convertible debenture conversion

-

(60)

(60)

Drawdown

80,000

-

80,000

Transaction costs

(688)

-

(688)

Amortization of discount

626

1,808

2,434

Payments

(20,000)

-

(20,000)

Balance at December 31, 2022

177,020

42,155

219,175

Convertible debenture conversion

-

(225)

(225)

Drawdown

65,500

-

65,500

Amortization of discount

453

965

1,418

Balance at June 30, 2023

$

242,973

$

42,895

$

285,868

As at June 30, 2023, the Company was in compliance with all of the covenants under the Credit Facility, as outlined in the Company’s most recent annual financial statements.  

13.   OTHER NON-CURRENT LIABILITIES

As at

Note

    

June 30, 2023

    

December 31, 2022

Restricted share units

15(b)

$

1,358

$

1,490

Other

1,317

1,106

Total other non-current liabilities

$

2,675

$

2,596

Page | 10


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

14.   CLOSURE AND RECLAMATION PROVISIONS

The following table summarizes the changes in closure and reclamation provisions:

Closure and Reclamation Provisions

    

Caylloma
Mine

    

San Jose
Mine

Lindero
Mine

    

Yaramoko
Mine

Séguéla
Mine

Total

Balance as at December 31, 2022

$

13,956

$

7,670

$

11,514

$

13,375

$

6,790

$

53,305

Changes in estimate

967

(777)

1,548

342

1,091

3,171

Reclamation expenditures

(371)

(74)

-

-

-

(445)

Accretion

407

354

243

272

134

1,410

Effect of changes in foreign exchange rates

-

1,049

-

-

-

1,049

Balance as at June 30, 2023

14,959

8,222

13,305

13,989

8,015

58,490

Less: Current portion

(2,261)

(672)

-

-

-

(2,933)

Non-current portion

$

12,698

$

7,550

$

13,305

$

13,989

$

8,015

$

55,557

Closure and Reclamation Provisions

Caylloma
Mine

    

San Jose
Mine

Lindero
Mine

    

Yaramoko Mine

Séguéla
Mine

Total

Balance as at December 31, 2021

$

14,898

$

7,128

$

19,639

$

12,895

$

1,552

$

56,112

Changes in estimate

(1,235)

(493)

(8,666)

135

5,238

(5,021)

Reclamation expenditures

(503)

(120)

-

-

-

(623)

Accretion

796

682

541

345

-

2,364

Effect of changes in foreign exchange rates

-

473

-

-

-

473

Balance as at December 31, 2022

13,956

7,670

11,514

13,375

6,790

53,305

Less: Current portion

(1,577)

(600)

-

-

-

(2,177)

Non-current portion

$

12,379

$

7,070

$

11,514

$

13,375

$

6,790

$

51,128

The following table summarizes certain key inputs used in determining the present value of reclamation costs related to mine and development sites:

Closure and Reclamation Provisions

Caylloma
Mine

San Jose
Mine

Lindero
Mine

Yaramoko
Mine

Séguéla
Mine

Total

Undiscounted uninflated estimated cash flows

$

15,823

$

9,542

$

14,791

$

14,305

$

8,439

$

62,900

Discount rate

5.59%

8.67%

3.81%

4.49%

3.81%

Inflation rate

3.50%

5.10%

2.20%

4.20%

2.45%

The Company is expecting to incur progressive reclamation costs throughout the life of its mines.

15.   SHARE BASED PAYMENTS

During the three and six months ended June 30, 2023, the Company recognized share-based payments of $1.2 million and $3.3 million, respectively, (June 30, 2022 - $0.4 million and $3.9 million, respectively) related to the amortization of deferred, restricted and performance share units and $nil and $nil (June 30, 2022 – $nil and $0.1 million, respectively) related to amortization of stock options.

Page | 11


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

(a)Deferred Share Units (DSUs)

    

Cash Settled

Number of DSUs

Fair Value

Outstanding, December 31, 2021

805,055

$

3,137

Granted

117,643

452

Changes in fair value

-

(121)

Outstanding, December 31, 2022

922,698

3,468

Granted

125,802

431

Changes in fair value

-

(486)

Outstanding, June 30, 2023

1,048,500

$

3,413

(b)Restricted Share Units (RSUs)

Cash Settled

Equity Settled

Number of RSUs

    

Fair Value

Number of RSUs

Outstanding, December 31, 2021

1,859,139

$

5,503

1,644,461

Granted

1,348,538

5,264

-

Units paid out in cash

(1,256,288)

(5,737)

-

Vested and paid out in shares

-

-

(665,305)

Transferred from equity to cash settled

413,864

-

(413,864)

Transferred from cash to equity settled

(155,674)

-

155,674

Forfeited or cancelled

(260,870)

-

(15,111)

Changes in fair value and vesting

-

(1,190)

-

Outstanding, December 31, 2022

1,948,709

3,840

705,855

Granted

1,716,286

5,887

-

Units paid out in cash

(738,784)

(3,045)

-

Vested and paid out in shares

-

-

(297,275)

Forfeited or cancelled

(95,182)

-

(2,093)

Changes in fair value and vesting

-

(3,892)

-

Outstanding, June 30, 2023

2,831,029

2,790

406,487

Less: current portion

(1,432)

Non-current portion

$

1,358

Page | 12


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

(c)    Performance Share Units

Cash Settled

Equity Settled

Number of PSUs

    

Fair Value

Number of PSUs

Outstanding, December 31, 2021

515,008

$

3,104

1,845,887

Granted

-

-

824,768

Forfeited or cancelled

-

-

(434,007)

Transferred from equity to cash settled

168,452

-

(168,452)

Units paid out in cash

(683,460)

(3,882)

-

Vested and paid out in shares

-

-

(228,740)

Changes in fair value and vesting

-

778

-

Outstanding, December 31, 2022

-

-

1,839,456

Granted

-

-

844,187

Forfeited or cancelled

-

-

(128,013)

Transferred from equity to cash settled

340,236

-

(340,236)

Units paid out in cash

(340,236)

(1,240)

-

Vested and paid out in shares

-

-

(318,403)

Change in fair value and vesting

-

1,240

-

Outstanding, June 30, 2023

-

$

-

1,896,991

(d)    Stock Options

The Company’s Stock Option Plan, as amended and approved from time to time, permits the Company to issue up to 12,200,000 stock options. As at June 30, 2023, a total of 2,950,529 stock options are available for issuance under the plan.

Number of stock options

Weighted average
exercise price

    

Canadian dollars

Outstanding, December 31, 2021

1,249,383

$

5.88

Expired unexercised

(612,565)

6.16

Outstanding, December 31, 2022

636,818

5.62

Expired unexercised

(509,468)

6.21

Outstanding, June 30, 2023

127,350

$

3.22

Vested and exercisable, December 31, 2022

636,818

$

5.62

Vested and exercisable, June 30, 2023

127,350

$

3.22

16.   SHARE CAPITAL

Authorized Share Capital

The Company has an unlimited number of common shares without par value authorized for issue.

On April 28, 2023, the Company announced a renewal of its Normal Course Issuer Bid Program (“NCIB”) pursuant to which the Company can purchase up to five percent of its outstanding common shares.  Under the NCIB, purchases of common shares may be made through the facilities of the TSX, the NYSE and/or alternative Canadian trading systems. The share repurchase program started on May 2, 2023 and will expire on the earlier of May 1, 2024; the

Page | 13


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

date the Company acquires the maximum number of common shares allowable under the NCIB; or the date the Company otherwise decides not to make any further repurchases under the NCIB.

During the three and six months ended June 30, 2023, the Company did not purchase any of its outstanding common shares. During the three and six months ended June 30, 2022, the Company acquired and cancelled 924,404 common shares through its previous program at an average cost of $3.25 per share for a total cost of $3.0 million.

17.    EARNINGS PER SHARE

Three months ended June 30,

Six months ended June 30,

2023

2022

    

2023

    

2022

Basic:

Net income attributable to Fortuna shareholders

$

3,137

$

2,329

$

14,014

$

28,394

Weighted average number of shares (000's)

290,761

291,937

290,503

291,765

Earnings per share - basic

$

0.01

$

0.01

$

0.05

$

0.10

Three months ended June 30,

Six months ended June 30,

2023

2022

    

2023

    

2022

Diluted:

Net income attributable to Fortuna shareholders

$

3,137

$

2,329

$

14,014

$

28,394

Diluted net income for the period

$

3,137

$

2,329

$

14,014

$

28,394

Weighted average number of shares (000's)

290,761

291,937

290,503

291,765

Incremental shares from dilutive potential shares

2,345

3,271

1,977

2,889

Weighted average diluted number of shares (000's)

293,106

295,208

292,480

294,654

Earnings per share - diluted

$

0.01

$

0.01

$

0.05

$

0.10

For the three and six months ended June 30, 2023, nil (June 30, 2022 - 509,468) out of the money options, and 9,143,000 (June 30, 2022 - 9,188,000) potential shares issuable on conversion of the debentures were excluded from the diluted earnings per share calculation. These items were excluded from the diluted earnings per share calculations as their effect would have been anti-dilutive.

18.   SALES

The Company’s geographical analysis of revenue from contracts with customers attributed to the location of the products produced, is as follows:

Three months ended June 30, 2023

Peru

Mexico

Argentina

Burkina Faso

Total

Silver-gold concentrates

$

-

$

29,815

$

-

$

-

$

29,815

Silver-lead concentrates

17,206

-

-

-

17,206

Zinc concentrates

10,513

-

-

-

10,513

Gold doré

-

-

51,994

51,275

103,269

Provisional pricing adjustments

(2,066)

(331)

-

-

(2,397)

Sales to external customers

$

25,653

$

29,484

$

51,994

$

51,275

$

158,406

Three months ended June 30, 2022

Peru

Mexico

Argentina

Burkina Faso

Total

Silver-gold concentrates

$

-

$

44,868

$

-

$

-

$

44,868

Silver-lead concentrates

11,361

-

-

-

11,361

Zinc concentrates

15,101

-

-

-

15,101

Gold doré

-

-

57,158

45,946

103,104

Page | 14


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Provisional pricing adjustments

(1,254)

(5,309)

-

-

(6,563)

Sales to external customers

$

25,208

$

39,559

$

57,158

$

45,946

$

167,871

Six months ended June 30, 2023

Peru

Mexico

Argentina

Burkina Faso

Total

Silver-gold concentrates

$

-

$

71,868

$

-

$

-

$

71,868

Silver-lead concentrates

29,838

-

-

-

29,838

Zinc concentrates

23,065

-

-

-

23,065

Gold doré

-

-

103,232

107,229

210,461

Provisional pricing adjustments

(1,496)

323

-

-

(1,173)

Sales to external customers

$

51,407

$

72,191

$

103,232

$

107,229

$

334,059

Six months ended June 30, 2022

Peru

Mexico

Argentina

Burkina Faso

Total

Silver-gold concentrates

$

-

$

89,122

$

-

$

-

$

89,122

Silver-lead concentrates

25,635

-

-

-

25,635

Zinc concentrates

27,447

-

-

-

27,447

Gold doré

-

-

111,305

101,389

212,694

Provisional pricing adjustments

(1,059)

(3,639)

-

-

(4,698)

Sales to external customers

$

52,023

$

85,483

$

111,305

$

101,389

$

350,200

Three months ended June 30,

Six months ended June 30,

2023

2022

2023

2022

Customer 1

$

51,275

$

45,945

$

107,229

$

101,389

Customer 2

51,995

57,158

103,232

111,305

Customer 3

25,653

25,208

51,407

52,023

Customer 4

16,657

22,806

37,053

31,304

Customer 5

12,826

14,240

35,138

28,639

Customer 6

-

2,514

-

25,540

$

158,406

$

167,871

$

334,059

$

350,200

From time to time, the Company enters into forward sale and collar contracts to mitigate the price risk for some of its forecasted base and precious metals production, and non-metal commodities.

During the three and six months ended June 30, 2023, the Company executed forward sale and collar contracts for forecasted gold sales, in accordance with the temporary restrictions under the Credit Facility, as outlined in the most recent audited consolidated annual financial statements for the year ended December 31, 2022.

During the three and six months ended June 30, 2023, the Company recognized $1.4 million and $1.4 million of realized losses on the settlement of forward sale and collar contracts (June 30, 2022 - $0.6 million and $1.2 million realized losses), and $1.6 million and $0.3 million unrealized gains from changes in the fair value of the open positions (June 30, 2022 - $6.4 million and 2.9 million unrealized gains).

Page | 15


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

19.   COST OF SALES

Three months ended June 30,

Six months ended June 30,

2023

2022

2023

2022

Direct mining costs

$

63,091

$

67,199

$

130,094

$

126,767

Salaries and benefits

14,748

11,493

29,681

22,256

Workers' participation

165

490

627

1,831

Depletion and depreciation

39,893

43,506

84,034

81,683

Royalties and other taxes

8,495

8,603

17,206

17,582

Other

147

4,036

122

4,036

Cost of sales

$

126,539

$

135,327

$

261,764

$

254,155

For the three and six months ended June 30, 2023, depletion and depreciation includes $2.1 million and $4.4 million, respectively, of depreciation related to right-of-use assets (June 30, 2022 - $2.3 million and $4.5 million, respectively).

20.   GENERAL AND ADMINISTRATION

Three months ended June 30,

Six months ended June 30,

2023

2022

2023

2022

General and administration

$

13,437

$

14,340

$

26,173

$

27,384

Workers' participation

26

120

98

382

13,463

14,460

26,271

27,766

Share-based payments

1,124

360

3,262

3,976

General and administration

$

14,587

$

14,820

$

29,533

$

31,742

21.   OTHER EXPENSES

Three months ended June 30,

Six months ended June 30,

2023

    

2022

2023

    

2022

Write-off of mineral properties

$

-

$

-

$

-

$

2,124

(Gain) loss on disposal of property, plant, and equipment

(6)

68

56

568

Other expenses (income)

7,056

948

6,999

720

$

7,050

$

1,016

$

7,055

$

3,412

Other expenses for the period consisted of $2.8 million related to a new agreement with the workers’ union at San Jose, $1.5 million related to stand-by and maintenance costs during the work stoppage at San Jose, and $2.0 million at Yaramoko for stand-by and maintenance costs during underground work stoppage. Yaramoko also incurred a $1.0 million administrative penalty payable to the Ministry of Mines.

22.   SEGMENTED INFORMATION

The following summary describes the operations of each reportable segment:

Mansfield Minera S.A. (“Mansfield”)  – operates the Lindero gold mine
Roxgold SANU S.A. (“Sanu”) – operates the Yaramoko gold mine
Roxgold SANGO S.A. (“Sango”) – operates the Séguéla mine
Compania Minera Cuzcatlan S.A. de C.V. (“Cuzcatlan”)  – operates the San Jose silver-gold mine
Minera Bateas S.A.C. (“Bateas”) – operates the Caylloma silver, lead and zinc mine
Corporate – corporate stewardship

Page | 16


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended June 30, 2023

Mansfield

Sanu

Sango

Cuzcatlan

Bateas

Corporate

Total

Revenues from external customers

$

51,995

$

51,275

$

-

$

29,483

$

25,653

$

-

$

158,406

Cost of sales before depreciation and depletion

(28,407)

(22,073)

-

(20,835)

(15,331)

-

(86,646)

Depreciation and depletion in cost of sales

(11,873)

(16,280)

-

(8,531)

(3,209)

-

(39,893)

General, and administration

(2,525)

(609)

16

(1,741)

(1,385)

(8,343)

(14,587)

Other (expenses) income

(1,442)

(2,899)

(64)

(4,646)

(3)

(503)

(9,557)

Finance items

(716)

(243)

(873)

(180)

21

(1,224)

(3,215)

Segment income (loss) before taxes

7,032

9,171

(921)

(6,450)

5,746

(10,070)

4,508

Income taxes

(810)

(1,968)

-

3,945

(635)

(1,568)

(1,036)

Segment income (loss) after taxes

$

6,222

$

7,203

$

(921)

$

(2,505)

$

5,111

$

(11,638)

$

3,472

Three months ended June 30, 2022

Mansfield

Sanu

Sango

Cuzcatlan

Bateas

Corporate

Total

Revenues from external customers

$

57,158

$

45,947

$

-

$

39,559

$

25,207

$

-

$

167,871

Cost of sales before depreciation and depletion

(26,222)

(29,614)

-

(23,160)

(12,825)

-

(91,821)

Depreciation and depletion in cost of sales

(15,104)

(14,626)

-

(9,318)

(4,458)

-

(43,506)

General and administration

(2,580)

(472)

(95)

(1,775)

(1,286)

(8,612)

(14,820)

Other (expenses) income

(637)

(3,760)

(225)

(317)

(27.00)

389

(4,577)

Finance items

(523)

(160)

(558)

28

4,675

(1,336)

2,126

Segment income (loss) before taxes

12,091

(2,685)

(878)

5,017

11,286

(9,559)

15,273

Income taxes

(1,005)

(1,516)

-

(1,369)

(5,970)

(3,734)

(13,594)

Segment income (loss) after taxes

$

11,086

$

(4,201)

$

(878)

$

3,648

$

5,316

$

(13,293)

$

1,679

Six months ended June 30, 2023

Mansfield

Sanu

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Revenues from external customers

$

103,232

$

107,229

$

-

$

72,191

$

51,407

$

-

$

334,059

Cost of sales before depreciation and depletion

(56,940)

(49,569)

-

(43,445)

(27,776)

-

(177,730)

Depreciation and depletion in cost of sales

(25,065)

(33,647)

-

(18,444)

(6,878)

-

(84,034)

General and administration

(4,542)

(1,498)

(86)

(3,639)

(2,625)

(17,143)

(29,533)

Other (expenses) income

(2,419)

1,449

(146)

(5,717)

(74)

(4,269)

(11,176)

Finance items

(1,387)

(445)

(965)

(919)

113

(3,677)

(7,280)

Segment income (loss) before taxes

12,879

23,519

(1,197)

27

14,167

(25,089)

24,306

Income taxes

(1,643)

(3,349)

-

2,225

(2,980)

(3,233)

(8,980)

Segment income (loss) after taxes

$

11,236

$

20,170

$

(1,197)

$

2,252

$

11,187

$

(28,322)

$

15,326

Six months ended June 30, 2022

Mansfield

    

Sanu

    

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Revenues from external customers

$

111,305

$

101,389

$

$

85,483

$

52,023

$

$

350,200

Cost of sales before depreciation and depletion

(49,393)

(53,628)

(43,772)

(25,679)

(172,472)

Depreciation and depletion in cost of sales

(27,801)

(28,653)

(17,605)

(7,624)

(81,683)

General and administration

(4,518)

(882)

(172)

(3,656)

(2,484)

(20,030)

(31,742)

Other (expenses) income

(1,272)

(4,493)

(945)

(3,900)

(527)

693

(10,445)

Finance items

(735)

(423)

(727)

(496)

(767)

(1,683)

(4,831)

Segment income (loss) before taxes

27,586

13,310

(1,844)

16,054

14,942

(21,020)

49,027

Income taxes

(1,917)

(4,945)

405

(4,334)

(4,944)

(4,638)

(20,373)

Segment income (loss) after taxes

$

25,669

$

8,365

$

(1,439)

$

11,720

$

9,998

$

(25,658)

$

28,654

Page | 17


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

As at June 30, 2023

Mansfield

    

Sanu

    

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Total assets

$

501,232

$

195,020

$

931,882

$

159,110

$

147,512

$

56,747

$

1,991,503

Total liabilities

$

44,786

$

47,808

$

213,272

$

23,368

$

45,303

$

311,484

$

686,021

Capital expenditures1

$

21,718

$

28,259

$

95,838

$

10,431

$

7,229

$

-

$

163,475

1 Capital expenditures are on an accrual basis for the six months ended June 30, 2023

As at December 31, 2022

Mansfield

    

Sanu

    

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Total assets

$

499,937

$

182,621

$

833,179

$

187,898

$

142,385

$

30,204

$

1,876,224

Total liabilities

$

44,152

$

47,122

$

173,082

$

30,381

$

49,143

$

243,648

$

587,528

Capital expenditures1

$

23,048

$

54,137

$

118,644

$

24,397

$

19,610

$

2,047

$

241,884

1 Capital expenditures are on an accrual basis for the year ended December 31, 2022

23.   FAIR VALUE MEASUREMENTS

During the three and six months ended June 30, 2023, and 2022, there were no transfers of amounts between Level 1, Level 2, and Level 3 of the fair value hierarchy. The following tables show the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. Fair value information for financial assets and financial liabilities not measured at fair value is not presented if the carrying amount is a reasonable approximation of fair value.

Page | 18


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Carrying value

Fair value

June 30, 2023

    

Fair Value through OCI

    

Fair value
through
profit or loss

Amortized
cost

Total

Level 1

    

Level 2

    

Level 3

    

Carrying value
approximates
Fair Value

Financial assets measured at Fair Value

Investments in equity securities

$

80

$

-

$

-

$

80

$

80

$

-

$

-

$

-

Trade receivables concentrate sales

-

14,925

-

14,925

-

14,925

-

-

$

80

$

14,925

$

-

$

15,005

$

80

$

14,925

$

-

$

-

Financial assets not measured at Fair Value

Cash and cash equivalents

$

-

$

-

$

93,424

$

93,424

$

-

$

-

$

-

$

93,424

Trade receivables doré sales

-

-

3,047

3,047

-

-

-

3,047

Other receivables

-

-

6,599

6,599

-

-

-

6,599

$

-

$

-

$

103,070

$

103,070

$

-

$

-

$

-

$

103,070

Financial liabilities measured at Fair Value

Metal forward sale and collar contracts liability

$

-

$

(87)

$

-

$

(87)

$

-

$

(87)

$

-

$

-

$

-

$

(87)

$

-

$

(87)

$

-

$

(87)

$

-

$

-

Financial liabilities not measured at Fair Value

Trade payables

$

-

$

-

$

(74,283)

$

(74,283)

$

-

$

-

$

-

$

(74,283)

Payroll payable

-

-

(20,277)

(20,277)

-

-

-

(20,277)

Credit facilities

-

-

(242,973)

(242,973)

-

(245,500)

-

-

Convertible debentures

-

-

(42,895)

(42,895)

-

(43,429)

-

-

Other payables

-

-

(65,378)

(65,378)

-

-

-

(65,378)

$

-

$

-

$

(445,806)

$

(445,806)

$

-

$

(288,929)

$

-

$

(159,938)

Page | 19


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Carrying value

Fair value

December 31, 2022

    

Fair Value through OCI

    

Fair value
through
profit or loss

    

Amortized
cost

    

Total

Level 1

    

Level 2

    

Level 3

    

Carrying value
approximates
Fair Value

Financial assets measured at Fair Value

Investments in equity securities

$

78

$

-

$

-

$

78

$

78

$

-

$

-

$

-

Trade receivables concentrate sales

-

21,455

-

21,455

-

21,455

-

-

Fuel hedge contracts asset

-

18

-

18

-

18

-

-

$

78

$

21,473

$

-

$

21,551

$

78

$

21,473

$

-

$

-

Financial assets not measured at Fair Value

Cash and cash equivalents

$

-

$

-

$

80,493

$

80,493

$

-

$

-

$

-

$

80,493

Trade receivables doré sales

-

-

2,522

2,522

-

-

-

2,522

Other receivables

-

-

7,443

7,443

-

-

-

7,443

$

-

$

-

$

90,458

$

90,458

$

-

$

-

$

-

$

90,458

Financial liabilities measured at Fair Value

Foreign exchange forward contracts liability

$

-

$

(270)

$

-

$

(270)

$

-

$

(270)

$

-

$

-

$

-

$

(270)

$

-

$

(270)

$

-

$

(270)

$

-

$

-

Financial liabilities not measured at Fair Value

Trade payables

$

-

$

-

$

(72,571)

$

(72,571)

$

-

$

-

$

-

$

(72,571)

Payroll payable

-

-

(22,967)

(22,967)

-

-

-

(22,967)

Credit facilities

-

-

(177,020)

(177,020)

-

(180,000)

-

-

Convertible debentures

-

-

(42,155)

(42,155)

-

(46,138)

-

-

Other payables

-

-

(31,519)

(31,519)

-

-

-

(31,519)

$

-

$

-

$

(346,232)

$

(346,232)

$

-

$

(226,138)

$

-

$

(127,057)

Page | 20


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

24.   SUPPLEMENTAL CASH FLOW INFORMATION

Changes in working capital for the three and six months ended June 30, 2023 and 2022 are as follows:

Three months ended June 30,

Six months ended June 30,

2023

2022

2023

2022

Trade and other receivables

$

5,712

$

13,563

$

(3,708)

$

3,447

Prepaid expenses

1,807

1,350

2,805

2,404

Inventories

(11,381)

(1,561)

(15,040)

(10,918)

Trade and other payables

6,522

(14,962)

5,070

(24,620)

Total changes in working capital

$

2,660

$

(1,610)

$

(10,873)

$

(29,687)

The changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes for the periods as set out below are as follows:

Bank loan

Convertible debentures

Lease
obligations

As at December 31, 2021

$

117,082

$

40,407

$

29,405

Loss on debt modifications

-

-

(729)

Additions

80,000

-

2,774

Terminations

-

-

(661)

Conversion of debenture

-

(60)

-

Interest

626

1,808

2,623

Payments

(20,000)

-

(12,209)

Transaction costs

(688)

-

-

Foreign exchange

-

-

143

As at December 31, 2022

177,020

42,155

21,346

Additions

65,500

-

35,595

Terminations

-

-

(21)

Conversion of debenture

-

(225)

-

Interest

453

965

1,627

Payments

-

-

(5,830)

Foreign exchange

-

-

243

As at June 30, 2023

$

242,973

$

42,895

$

52,960

The significant non-cash financing and investing transactions during the three and six months ended June 30, 2023 and 2022 are as follows:

Three months ended June 30,

Six months ended June 30,

2023

    

2022

    

2023

    

2022

Mineral properties, plant and equipment changes in closure and reclamation provision

$

211

$

759

$

(3,171)

$

1,498

Additions to right of use assets

$

(3,560)

$

(338)

$

(35,595)

$

(1,151)

Share units allocated to share capital upon settlement

$

2,171

$

1,164

$

2,692

$

2,524

25.  NON-CONTROLLING INTEREST

As at June 30, 2023, the non-controlling interest (“NCI”) of the Government of Burkina Faso, which represents a 10% interest in Roxgold SANU S.A. totaled $4.2 million. The income attributable to the NCI for the three and six months ended June 30, 2023, totaling $0.7 million and $1.9 million, is based on the net income for Yaramoko.

Page | 21


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

As at June 30, 2023, the NCI of the Government of Côte d’Ivoire, which represents a 10% interest in Roxgold Sango S.A. totaled $41.1 million. The loss attributable to the NCI for the three and six months ended June 30, 2023, totaling $0.3 million and $0.5 million, is based on the net loss for Séguéla.

26.   CONTINGENCIES AND CAPITAL COMMITMENTS

(a)    Caylloma Letter of Guarantee

The Caylloma Mine closure plan, as amended, that was in effect in January 2021, included total undiscounted closure costs of $18.2 million, which consisted of progressive closure activities of $6.2 million, final closure activities of $9.8 million, and post closure activities of $2.3 million pursuant to the terms of the Mine Closing Law.

 

Under the terms of the current Mine Closing Law, the Company is required to provide the Peruvian Government with a guarantee in respect of the Caylloma mine closure plan as it relates to final closure activities and post-closure activities and related taxes. In 2023, the Company provided a bank letter of guarantee of $11.8 million to the Peruvian Government in respect of such closure costs and taxes.

(b)    San Jose Letter of Guarantee

The Company has established three letters of guarantee in the aggregate amount of $0.8 million to fulfill its environmental obligations under the terms and conditions of the Environmental Impact Statements issued by the Secretaria de Medio Ambiente y Recursos Naturales (“SEMARNAT”) in 2009 in respect of the construction of the San Jose mine, and in 2017 and 2020 with respect to the expansion of the dry stack tailings facility at the San Jose mine. The letters of guarantee expire on December 31, 2023, March 5, 2024, and September 17, 2023, respectively.

(c)    Other Commitments

As at June 30, 2023, the Company had capital commitments of $13.8 million, $0.8 million and $0.4 million for civil work, equipment purchases and other services at the Lindero, Caylloma and San Jose Mines, respectively, which are expected to be expended within one year.

Burkina Faso

The Company entered into an agreement with a service provider at the Yaramoko Mine wherein if the Company terminates the agreement prior to the end of its term, in December 2023, the Company would be required to make an early termination payment, which is reduced monthly over 30 months, and in certain circumstances, could be required to make other payments that will be negotiated between the Company and the service provider. If the Company had terminated the agreement at June 30, 2023 it would have been subject to an early termination payment of $0.3 million.

Côte d’Ivoire

As of June 30, 2023, the Company had capital commitments of $2.1 million for the construction of the Séguéla Mine and other works, with $1.7 million expected to be expended within one year.

The Company entered into an agreement with a service provider at the Séguéla Mine wherein if the Company terminates the agreement prior to the end of its term, in November 2026, the Company would be required to make an early termination payment, which is reduced monthly over 48 months. If the Company had terminated the agreement on June 30, 2023, and elected not to purchase the service provider’s equipment, it would have been

Page | 22


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

subject to an early termination payment of $18.0 million. If the Company had terminated the agreement on June 30, 2023, and elected to purchase the service provider’s equipment, the early termination amount would be adjusted to exclude equipment depreciation and demobilization of equipment, and only include portion of the monthly management fee and demobilization of personnel.

(d)    Tax Contingencies

The Company is, from time to time, involved in various tax assessments arising in the ordinary course of business. The Company cannot reasonably predict the likelihood or outcome of these actions. The Company has recognized tax provisions with respect to current assessments received from the tax authorities in the various jurisdictions in which the Company operates, and from any uncertain tax positions identified. For those amounts recognized related to current tax assessments received, the provision is based on management's best estimate of the outcome of those assessments, based on the validity of the issues in the assessment, management's support for their position, and the expectation with respect to any negotiations to settle the assessment. Management re-evaluates the outstanding tax assessments regularly to update their estimates related to the outcome for those assessments taking into account the criteria above.

Peru

The Company was assessed $1.2 million (4.3 million Peruvian soles), including interest and penalties of $0.8 million (2.9 million Peruvian soles), for the 2010 tax year by SUNAT, the Peruvian tax authority, with respect to the deduction of certain losses arising from derivative instruments.  The Company applied to the Peruvian tax court to appeal the assessment. On January 22, 2019, the Peruvian tax court reaffirmed SUNAT’s position and denied the deduction. The Company believes the assessment is inconsistent with Peruvian tax law and that it is probable the Company will succeed on appeal through the Peruvian legal system. The Company has paid the disputed amount in full and has initiated proceedings through the Peruvian legal system to appeal the decision of the Peruvian tax court.

As at June 30, 2023, the Company has recorded the amount paid of $1.2 million (4.3 million Peruvian soles) in other long-term assets, as the Company believes it is probable that the appeal will be successful (Note 8).

The Company was assessed $0.8 million (2.8 million Peruvian soles), including interest and penalties of $0.5 million (1.7 million Peruvian soles), for the 2011 tax year by SUNAT, the Peruvian tax authority, with respect to the deduction of certain losses arising from intercompany transactions.  The Company applied to the Peruvian tax court to appeal the assessment. On May 14, 2019, the Peruvian tax court reaffirmed SUNAT’s position and denied the deduction. The Company believes the assessment is inconsistent with Peruvian tax law and that it is probable the Company will succeed on appeal through the Peruvian legal system. The Company has paid the disputed amount in full and has initiated proceedings through the Peruvian legal system to appeal the decision of the Peruvian tax court.

Argentina

On August 16, 2022, the Argentine Tax Authority (“AFIP”) published General Resolution No.5248/2022 (the “Resolution”) which established a one-time “windfall income tax prepayment” for companies that have obtained extraordinary income derived from the general increase in international prices. The Resolution was published by AFIP without prior notice.

The windfall income tax prepayment applies to companies that meet certain income tax or net income tax (before the deduction of accumulated tax losses) thresholds for 2021 or 2022. The aggregate amount of the windfall income tax prepayment payable by Mansfield calculated in accordance with the Resolution is approximately $3.2 million

Page | 23


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

(810 million Argentine Pesos), excluding related accrued interest of approximately $1.1 million (277 million Argentine Pesos).

The windfall income tax prepayment was to be paid in three equal and consecutive monthly instalments, starting on October 22, 2022, and was payable in addition to income tax instalments currently being paid by corporate taxpayers on account of their income tax obligations. The windfall income tax prepayment is an advance payment of income taxes which were due to be paid in 2022.

Based on the historical accumulated losses of Mansfield for fiscal 2021, which can be carried forward for 2022, Mansfield was not liable for income tax, and based upon current corporate income tax laws and the ability of the Company to deduct historical accumulated losses, income tax will not be required to be paid for fiscal 2022.

To protect Mansfield’s position from having to pay the windfall income tax prepayment as an advance income tax for 2022, which based on management’s projections is not payable, Mansfield applied to the Federal Court of Salta Province for a preliminary injunction to prevent the AFIP from issuing a demand or other similar measure for the collection of the Windfall Income Tax Prepayment.  On October 3, 2022, Mansfield was notified that the Court had granted the preliminary injunction. As a result, Mansfield did not pay any of the three instalments due in 2022.

Mansfield also filed an administrative claim with the AFIP to challenge the constitutionality of the Resolution, which was rejected by AFIP on November 2, 2022. Mansfield has challenged the rejection of its administrative claim, by filing legal proceedings against the AFIP with the Federal Court. On February 15, 2023, the Federal Court granted Mansfield a preliminary injunction in these legal proceedings. Mansfield has subsequently presented additional documentation to AFIP which has resulted in the windfall tax prepayment installments being eliminated from Mansfield’s account in AFIP’s system.  The legal proceedings to determine the unconstitutionality of the Resolution and whether interest is payable to AFIP continue under the protection of a preliminary injunction.

(e)    Other Contingencies

The Company is subject to various investigations and other claims, legal, labor, and tax proceedings covering matters that arise in the ordinary course of business activities. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may be resolved unfavorably for the Company. Certain conditions may exist as of the date these financial statements are issued that may result in a loss to the Company. None of these matters is expected to have a material effect on the results of operations or financial conditions of the Company.

27.   PROPOSED TRANSACTION

On May 8, 2023, the Company announced it had entered into a Scheme Implementation Deed with Chesser Resources Limited (“Chesser”) (ASX: CHZ), as amended on June 28, 2023, under which the Company proposes to acquire all of the issued and outstanding shares of Chesser (the “Proposed Chesser Acquisition”) by way of a court-approved Scheme of Arrangement pursuant to the Australian Corporations Act.  Under the terms of the Proposed Chesser Acquisition, the Chesser shareholders will receive 0.0248 of a common share of Fortuna for each Chesser share held, and Chesser will become a wholly-owned subsidiary of the Company.  As part of the Proposed Chesser Acquisition, Fortuna has also entered into a secured bridging loan agreement with Chesser, pursuant to which the Company agreed to advance to Chesser up to Aus$3 million (which has been drawn down in full) to assist with Chesser’s transaction costs and for general corporate purposes during transaction implementation. The Proposed Chesser Acquisition is subject to approval by the Federal Court of Australia, the shareholders of Chesser and other customary conditions and regulatory approvals and is expected to close in the third quarter of 2023. The Proposed Chesser Acquisition is expected to be accounted for as an acquisition of an asset, and as of the balance sheet date

Page | 24


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

the Company has capitalized $4.6 million related to acquisition costs and consideration exchanged ($2.6 million in transaction costs and $2.0 million for the bridge loan).

Page | 25