EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 Western Copper and Gold Corporation: Exhibit 99.1 - Filed by newsfilecorp.com

 

 

 

Western Copper and Gold Corporation

(An exploration stage company)

Condensed Interim Consolidated Financial Statements

For the three and six months ended June 30, 2023

(Expressed in Canadian dollars)

 

 

 

 


Western Copper and Gold Corporation
Condensed Interim Consolidated Financial Statements
(unaudited – prepared by management)

(Expressed in Canadian dollars)

CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS

      June 30, 2023     December 31, 2022  
  Note   $     $  
ASSETS              
               
Cash and cash equivalents     3,947,740     1,341,267  
Short-term investments 3   34,629,203     21,368,455  
Marketable securities 4   409,240     410,080  
Other assets     946,130     1,441,814  
CURRENT ASSETS     39,932,313     24,561,616  
               
Property, plant and equipment     221,142     279,540  
Right-of-use assets     276,061     379,511  
Exploration and evaluation assets 5   96,901,990     89,161,878  
               
ASSETS     137,331,506     114,382,545  
               
LIABILITIES              
               
Accounts payable and accrued liabilities     3,241,890     4,222,346  
Current portion of lease obligation     226,134     245,673  
CURRENT LIABILITIES     3,468,024     4,468,019  
               
Lease obligations     84,358     172,308  
               
LIABILITIES     3,552,382     4,640,327  
               
SHAREHOLDERS' EQUITY              
               
Share capital 6   210,005,092     183,542,846  
Contributed surplus     37,348,256     37,790,810  
Deficit     (113,574,224 )   (111,591,438 )
               
SHAREHOLDERS' EQUITY     133,779,124     109,742,218  
               
LIABILITIES AND SHAREHOLDERS' EQUITY     137,331,506     114,382,545  

 

 

Approved by the Board of Directors

  /s/ Ken Williamson     Director   /s/ Klaus Zeitler     Director



Western Copper and Gold Corporation
Condensed Interim Consolidated Financial Statements
(unaudited – prepared by management)

(Expressed in Canadian dollars)

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

    Three Months Ended
June 30,
    Six Months Ended
June 30,
 
    2023     2022     2023     2022  
    $     $     $     $  
Depreciation   51,725     38,723     103,450     77,446  
Filing and regulatory fees   47,549     49,946     276,909     256,891  
Office and administration   160,203     130,634     276,091     294,110  
Professional fees   57,982     97,509     133,234     152,988  
Share-based payments (note 8a)   146,691     380,869     353,702     950,605  
Shareholder communication and travel   250,732     249,191     433,954     413,373  
Wages and benefits   390,666     385,697     849,667     878,287  
                         
CORPORATE EXPENSES   1,105,548     1,332,569     2,427,007     3,023,700  
                         
Foreign exchange loss (gain)   (244 )   5,056     (439 )   2,609  
Interest income   (274,824 )   (117,688 )   (444,622 )   (183,797 )
Flow-through premium recovery   -     (399,323 )   -     (507,331 )
Unrealized loss on marketable securities (note 4)   41,700     462,600     840     565,120  
                         
LOSS AND COMPREHENSIVE LOSS   872,180     1,283,214     1,982,786     2,900,301  
                         
Basic and diluted loss per share   0.01     0.01     0.01     0.02  
                         
Weighted average number of common shares outstanding   160,369,786     151,512,663     156,523,599     151,472,672  


Western Copper and Gold Corporation
Condensed Interim Consolidated Financial Statements
(unaudited – prepared by management)

(Expressed in Canadian dollars)

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

For the six months ended June 30,     2023     2022  
      $     $  
Cash flows provided by (used in) Note            
               
OPERATING ACTIVITIES     (1,982,786 )   (2,900,301 )
Loss and comprehensive loss              
               
ITEMS NOT AFFECTING CASH              
 Depreciation     103,450     77,446  
 Finance costs     14,948     16,254  
 Flow-through premium recovery     -     (507,331 )
 Unrealized loss (gain) on marketable securities     840     565,120  
 Share-based payments     353,702     950,605  
      472,940     1,102,094  
               
Change in non-cash working capital items     (76,912 )   15,271  
               
OPERATING ACTIVITIES     (1,586,758 )   (1,782,936 )
               
FINANCING ACTIVITIES              
               
Private placement     23,591,624     -  
Private placement issuance costs     (247,132 )   -  
Exercise of stock options 8a   2,025,000     133,165  
Lease payments     (122,437 )   (81,458 )
               
FINANCING ACTIVITIES     25,247,055     51,707  
               
INVESTING ACTIVITIES              
Purchase of short-term investments     (13,499,344 )   (8,000,000 )
Mineral property expenditures     (7,554,480 )   (6,359,002 )
Leasehold improvements     -     (40,000 )
               
INVESTING ACTIVITIES     (21,053,824 )   (14,399,002 )
               
CHANGE IN CASH AND CASH EQUIVALENTS     2,606,473     (16,130,231 )
               
Cash and cash equivalents - Beginning     1,341,267     30,688,210  
               
CASH AND CASH EQUIVALENTS - ENDING     3,947,740     14,557,979  



Western Copper and Gold Corporation
Condensed Interim Consolidated Financial Statements
(unaudited – prepared by management)

(Expressed in Canadian dollars)

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

    Number of
Shares
    Share
Capital
    Contributed
Surplus
    Deficit     Shareholders'
Equity
 
          $     $     $     $  
                               
DECEMBER 31, 2021   151,426,125     183,190,992     35,472,638     (106,597,260 )   112,066,370  
                               
Exercise of stock options   91,666     178,909     (45,744 )   -     133,165  
Share-based payments   -     -     1,430,535     -     1,430,535  
Loss and comprehensive loss   -     -     -     (2,900,301 )   (2,900,301 )
                               
JUNE 30, 2022   151,517,791     183,369,901     36,857,429     (109,497,561 )   110,729,769  
                               
Exercise of restricted share units   79,698     172,945     (172,945 )   -     -  
Share-based payments   -     -     1,106,326     -     1,106,326  
Loss and comprehensive loss   -     -     -     (2,093,877 )   (2,093,877 )
                               
DECEMBER 31, 2022   151,597,489     183,542,846     37,790,810     (111,591,438 )   109,742,218  
                               
Private placement   8,970,199     23,591,624     -     -     23,591,624  
Private placement issuance costs   -     (247,132 )   -     -     (247,132 )
Exercise of stock options   1,725,000     2,765,240     (740,240 )   -     2,025,000  
Exercise of restricted share units   167,440     352,514     (352,514 )   -     -  
Share-based payments   -     -     650,200     -     650,200  
Loss and comprehensive loss   -     -     -     (1,982,786 )   (1,982,786 )
                               
JUNE 30, 2023   162,460,128     210,005,092     37,348,256     (113,574,224 )   133,779,124  




Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

1. NATURE OF OPERATIONS

Western Copper and Gold Corporation (together with its subsidiaries, "Western" or the "Company") is an exploration stage company that is directly engaged in exploration and development of the Casino mineral property located in Yukon, Canada (the "Casino Project").

The Company is incorporated in British Columbia, Canada.  Its head office is located at 1200 - 1166 Alberni Street, Vancouver, British Columbia. 

While Western has been successful in raising sufficient capital to fund its operations in the past, the Company will need to raise additional funds to complete the development of the Casino Project.  There can be no assurance that it will be able to raise such project financing in the future.

2. BASIS OF PRESENTATION

a. Statement of compliance

These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS"), applicable to the preparation of interim financial statements, including International Accounting Standard 34 - Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2022, which have been prepared in accordance with IFRS.

These financial statements were approved for issue by the Company's board of directors on August 3, 2023.

b. Accounting estimates and judgments

The preparation of financial statements in conformity with IFRS requires management to exercise judgement in the process of applying its accounting policies and to make estimates that affect the reported amounts of assets and liabilities and disclosures of contingent assets and contingent liabilities at the date of the financial statements and the reported amounts of income and expenses during the period.  Actual results could differ from those estimates. Differences may be material.

Judgment is required in assessing whether certain factors would be considered an indicator of impairment for the exploration and evaluation assets. We consider both internal and external information to determine whether there is an indicator of impairment present and accordingly, whether impairment testing is required. Where an impairment test is required, calculating the estimated recoverable amount of the cash generating unit for non-current asset impairment tests requires management to make estimates and assumptions with respect to estimated recoverable reserves or resources, estimated future commodity prices, expected future operating and capital costs, and discount rates. Changes in any of the assumptions or estimates used in determining the recoverable amount could impact the impairment analysis. Management did not identify any impairment indicators during the three and six months ended June 30, 2023.


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

Judgment is required in assessing whether a mineral property is in the exploration and evaluation phase and should be classified as an exploration and evaluation asset or the mineral property should be reclassified as property and equipment. We determined that although a feasibility study for the Casino Project has been completed, the Company has not yet received the necessary licenses and permits to demonstrate the technical feasibility and commercial viability of the project to reclassify as property and equipment. 

3. SHORT-TERM INVESTMENTS

As at June 30, 2023, the Company had $17,000,000 (December 31, 2022 - $21,000,000) invested in Canadian dollar denominated guaranteed investment certificates ("GICs") and $17,499,344 invested in Government of Canada Treasury Bills (December 31, 2022 - Nil) plus total accrued interest of $129,859 (December 31, 2022 - $368,455).  GICs are invested in Schedule 1 chartered banks in Canada.

4. MARKETABLE SECURITIES

As at June 30, 2023, the Company held marketable securities with an aggregate fair value of $409,240 (December 31, 2022 - $410,080), consisting of 2.5 million common shares of Northisle Copper and Gold Inc. with a fair value of $400,000 (December 31, 2022 - $400,000) and 168,000 common shares of Granite Creek Copper Ltd. with a fair value of $9,240 (December 31, 2022 - $10,080).  The fair value of the marketable securities is determined by reference to published price quotations in an active market (classified as level 1 in the fair value hierarchy).

5. EXPLORATION AND EVALUATION ASSETS

a. Casino (100% - Yukon, Canada)

The Casino Project is a copper-gold porphyry deposit located in Yukon, Canada. 

The Casino Property is subject to a 2.75% NSR on the claims comprising the Casino project in favour of Osisko Gold Royalties Ltd. ("Osisko Gold") pursuant to the Royalty Assignment and Assumption Agreement dated July 31, 2017 when 8248567 Canada Limited assigned to Osisko Gold all of its rights, title and interest in the 2.75% NSR.


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

b. Exploration and evaluation expenditures

    Total  
    $  
DECEMBER 31, 2021   66,348,061  
       
Claims maintenance   26,038  
Engineering   3,619,508  
Exploration and camp support   8,698,630  
Permitting   8,176,200  
Salary and wages   1,304,283  
Share-based payments   989,158  
       
DECEMBER 31, 2022   89,161,878  
       
Claims maintenance   25,010  
Engineering   221,352  
Exploration and camp support   987,034  
Permitting   5,542,266  
Salary and wages   667,952  
Share-based payments   296,498  
       
JUNE 30, 2023   96,901,990  

6. SHARE CAPITAL

a. Authorized share capital

The Company is authorized to issue an unlimited number of common shares without par value and an unlimited number of preferred shares without par value.

b. Financing

On May 1, 2023, in connection with a strategic investment by Mitsubishi Materials Corporation ("Mitsubishi Materials"), Rio Tinto Canada ("Rio Tinto") subscribed for 878,809 common shares of the Company at a price of $2.63 per common share for gross proceeds of $2,311,268. 

On April 14, 2023, Mitsubishi Materials purchased 8,091,390 common shares of the Company at a price of $2.63 per common share for gross proceeds of $21,280,356. The Company incurred $247,132 in costs associated with both private placements.


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

7. WARRANTS

A summary of the Company's warrants outstanding, including changes for the periods then ended, is presented below:

    Number of
warrants
    Weighted average
exercise price
 
          $  
             
DECEMBER 31, 2021 and DECEMBER 31, 2022   1,500,000     0.85  
             
    -     -  
             
JUNE 30, 2023   1,500,000     0.85  

Warrants outstanding are as follows:

Warrant outstanding,
by exercise price
  Number of
warrants
    Weighted average
exercise price
    Average
remaining
contractual life
 
          $     years  
$0.85   1,500,000     0.85     1.67  
                   
JUNE 30, 2023   1,500,000     0.85     1.67  

8. EQUITY INCENTIVE PLANS

The Company has three equity incentive plans consisting of a stock option plan (the "Option Plan"), a restricted share unit plan (the "RSU Plan") and a deferred share unit plan (the "DSU Plan") (collectively the "Equity Incentive Plans").  Pursuant to the Company's annual general meeting held on June 17, 2021, it was approved that the maximum aggregate number of common shares issuable under the Equity Incentive Plans cannot exceed 10% of number of common shares issued and outstanding. 

a. Stock Options and Share-based payments

Stock Options

Under the Option Plan, the exercise price of the stock options must be greater than, or equal to, the market value of the Company's common shares on the last trading day immediately preceding the date of grant.  Stock options vest over a two year period from the date of grant unless otherwise determined by the directors.  The maximum stock option term is 10 years.  At June 30, 2023, the Company could issue an additional 4,091,354 stock options under the terms of the stock option plan.


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

A summary of the Company's stock options outstanding and the changes for the periods then ended, is presented below:

    Number of
stock options
    Weighted average
exercise price
 
          $  
DECEMBER 31, 2021   6,035,000     1.28  
             
Granted   2,181,000     2.03  
Exercised   (91,666 )   1.45  
             
DECEMBER 31, 2022   8,124,334     1.48  
             
Exercised   (1,725,000 )   1.17  
             
JUNE 30, 2023   6,399,334     1.57  

During the three and six months ended June 30, 2023, the Company recognized an expense in respect of stock options of $183,949 and $426,217 respectively, in the statement of loss and comprehensive loss (three and six months ended June 30, 2022 - $223,404 and $386,678).  During the three and six months ended June 30, 2023, $97,485 and $218,045 respectively was capitalized (three and six months ended June 30, 2022 - $199,566 and $358,608) in the exploration and evaluation assets in relation to stock options.

Stock options outstanding are as follows:

Stock options outstanding,
by exercise price
  Number of
Stock options
    Weighted
average exercise price
    Average
remaining
contractual life
 
          $     years  
$0.75 - $1.11   1,950,000     0.89     1.04  
$1.41 - $1.66   1,958,334     1.63     2.10  
$1.85 - $1.95   1,100,000     1.94     3.52  
$2.10 - $2.22   1,391,000     2.19     3.55  
                   
JUNE 30, 2023   6,399,334     1.57     2.34  

Average share price for options exercised during the six months ended June 30, 2023, was $2.31 (six months ended June 30, 2022 - $2.66).  Of the total stock options outstanding, 4,841,990 were vested and exercisable at June 30, 2023.  The weighted average exercise price of vested stock options is $1.41 and the average remaining contractual life is 1.94 years.

Share-based payments

During the six months ended June 30, 2023, the Company granted nil (2022 - 2,181,000) stock options to employees, directors and consultants.  The fair value of each option granted is estimated on the date of grant using the Black-Scholes option pricing model.  The weighted average assumptions and resulting fair values for the grant in the prior year are as follows:


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)


Inputs and assumptions Year Ended
December 31,
2022
   
Exercise price $2.03
Market price $2.03
Expected option term (years) 3.0
Expected stock price volatility 58.6%
Average risk-free interest rate 1.46%
Expected forfeiture rate -
Expected dividend yield -
   
FAIR VALUE PER OPTION GRANTED $0.82

b. Restricted Share Units

The Company granted RSUs in accordance with the RSU plan approved at the June 17, 2021 shareholders meeting. These RSUs vest in three equal tranches: Tranche one - on completion of 12 months from grant date, Tranche two - on completion of eighteen months from the grant date and Tranche three - on completion of twenty-four months from grant date.  These RSUs are classified as equity-settled as these awards will be settled by issuing the shares and are valued at the market price of the Company shares on the date of grant.  As at June 30, 2023, the Company could issue an additional 1,746,590 RSUs under the RSU Plan.  A summary of the Company's RSUs outstanding and the changes for the periods then ended, is presented below:

  Number of shares
issued or issuable on
vesting
   
DECEMBER 31, 2021 239,100
   
RSUs Granted 359,723
RSUs Converted to common shares (79,698)
   
DECEMBER 31, 2022 519,125
   
RSUs Converted to common shares (167,440)
   
JUNE 30, 2023 351,685

In relation to RSUs, the Company recognized an expense of $94,475 and $223,983 respectively, during the three and six months ended June 30, 2023, (three and six months ended June 30, 2022 - $157,465 and $273,287) in the statements of loss and comprehensive loss.  During the three and six months ended June 30, 2023, $38,888 and $78,453 was capitalized respectively, (three and six months ended June 30, 2022 - $71,375 and $121,322) in the exploration and evaluation assets.


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

c. Deferred Share Units

Only directors of the Company are eligible for DSUs and each DSU vests immediately and is redeemed upon a director ceasing to be a director of the Company.  DSUs are classified as equity-settled as these awards will be settled by issuing the shares and are valued at the market price of the Company shares on the date of grant.  As at June 30, 2023, the Company could issue an additional 1,649,111 DSUs under the DSU Plan.

  Number of shares
issuable
   
DECEMBER 31, 2021 167,000
   
DSUs Granted 138,400
   
DECEMBER 31, 2022 305,400
   
DSUs Granted -
   
JUNE 30, 2023 305,400

In relation to DSUs, the Company recognized an expense of $nil during the three and six months ended June 30, 2023, (three and six months ended June 30, 2022 - $nil and $290,640) in the statements of loss and comprehensive loss.

9. KEY MANAGEMENT COMPENSATION

The Company's related parties include its directors and officers, who are the key management of the Company.  The remuneration of key management was as follows:

    Three Months Ended
June 30,
    Six Months Ended
June 30,
 
    2023     2022     2023     2022  
    $     $     $     $  
Salaries and director fees   430,072     481,166     873,683     997,739  
Share-based payments   259,171     580,143     597,740     1,290,712  
                         
KEY MANAGEMENT COMPENSATION   689,243     1,061,309     1,471,423     2,288,451  

Share-based payments represent the fair value on grant date of stock options, RSUs and DSUs previously granted to directors and officers during the periods presented above.  Salaries and share-based payments for certain officers are capitalized in exploration and evaluation assets and the balance is recognized in the statement of loss and comprehensive loss.

10. DEPOSITS

The Company holds a surety bonding arrangement with a third-party (the "Surety") in order to satisfy bonding requirements in the Yukon Territory. The total value of the Surety is $786,777 of which $nil is collateralized on the balance sheet as at June 30, 2023 (December 31, 2022 - $nil). The Company paid $15,736 in fees associated with the Surety which was capitalized to exploration and evaluation assets.

11. SEGMENTED INFORMATION

The Company's operations are in one segment: the acquisition, exploration, and future development of mineral resource properties.  All interest income is earned in Canada and all assets are held in Canada. 


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

12. CAPITAL MANAGEMENT

The Company considers capital to be equity composed of share capital, contributed surplus, and deficit.  It is the Company's objective to safeguard its ability to continue as a going concern so that it can continue to explore and develop mineral resource properties. 

The Company monitors its cash position on a regular basis to determine whether sufficient funds are available to meet its short-term and long-term corporate objectives, and makes adjustments to its plans for changes in economic conditions, capital markets and the risk characteristics of the underlying assets. 

To maintain its objectives, the Company may attempt to issue new shares, seek debt financing, acquire or dispose of assets or change the timing of its planned exploration and development projects.  There is no assurance that these initiatives will be successful. 

There was no change in the Company's approach to capital management during the period.  Western has no debt and does not pay dividends.  The Company is not subject to any externally imposed capital restrictions.

13. FINANCIAL INSTRUMENT RISK

The Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework.  The Company has exposure to liquidity, credit, and market risk from the use of financial instruments.  Financial instruments consist of cash and cash equivalents, short-term investments, marketable securities, certain other assets, and accounts payable and accrued liabilities.

a. Liquidity risk

Liquidity risk is the risk that the Company will be unable to meet its financial obligations as they come due.  The Company uses cash forecasts to ensure that there is sufficient cash on hand to meet short-term business requirements.  Cash is invested in highly liquid investments which are available to discharge obligations when they come due.  The Company does not maintain a line of credit.

b. Credit risk

Financial instruments that potentially subject the Company to credit risk consist primarily of cash and cash equivalents and short-term investments.  These financial instruments are at risk to the extent that the institutions issuing or holding them cannot redeem amounts when they are due or requested.  To limit its credit risk, the Company uses a restrictive investment policy.  Cash and cash equivalents and short-term investments are held with high quality financial institutions.  Substantially all cash and cash equivalents and short-term investments held with financial institutions exceeds government-insured limits. We have established credit policies that seek to minimize our credit risk by entering into transactions with investment grade credit worthy and reputable financial institutions.  The carrying amount of financial assets recorded in the financial statements represents Western's maximum exposure to credit risk.


Western Copper and Gold Corporation
Notes to the Condensed Interim Consolidated Financial Statements
As at and the for the three and six months ended June 30, 2023
(unaudited – prepared by management)

 (Expressed in Canadian dollars)

c. Market risk

The Company is exposed to market risk because of the fluctuating values of its publicly traded marketable securities.  The Company has no control over these fluctuations and does not hedge its investments.  Marketable securities are adjusted to fair value at each balance sheet date.  A 10% fluctuation in value of its publicly traded marketable securities rate would have a minimal impact on the Company's loss and comprehensive loss.

As at June 30, 2023, the carrying amounts of cash and cash equivalents, short-term investments, certain other assets, and accounts payable and accrued liabilities are considered to be reasonable approximations of their fair values due to the short-term nature of these instruments. The fair value of the marketable securities is determined by reference to published price quotations in an active market (classified as level 1 in the fair value hierarchy).