EX-99.7 8 exhibit99-7.htm EXHIBIT 99.7 Osisko Development Corp.: Exhibit 99.7 - Filed by newsfilecorp.com

OSISKO DEVELOPMENT CORP.

 

. . . . . . . . . . . . . . . . . .

Unaudited Condensed Interim

Consolidated Financial Statements

For the three and six months ended

June 30, 2021


Osisko Development Corp.
Consolidated Statements of Financial Position
As at June 30, 2021 and December 31, 2020
(Unaudited)
(Expressed in thousands of Canadian dollars)

 

        June 30,     December 31,  
        2021     2020  
  Notes     $     $  
Assets                
Current assets                
Cash 4     144,622     197,427  
Amounts receivable       9,626     6,977  
Inventories 5     25,839     10,025  
Other assets       2,374     4,049  
        182,461     218,478  
Non-current assets                
Investments in associates 6     11,307     9,636  
Other investments 6     74,555     100,508  
Mining interests 7     410,827     385,802  
Property, plant and equipment 8     64,540     21,198  
Exploration and evaluation 9     44,699     41,869  
Other assets       12,348     24,653  
        800,737     802,144  
                 
Liabilities                
                 
Current liabilities       33,444     37,636  
Accounts payable and accrued liabilities       4,617     -  
Deferred premium on flow-through shares 13     9,468     578  
Lease liabilities 11     2,345     1,606  
Contract liability 12     6,477     3,019  
Environmental rehabilitation provision 14     56,351     42,839  
                 
Non-current liabilities       3,427     1,457  
Lease liabilities 11     19,281     12,401  
Contract liability 12     28,708     31,582  
Environmental rehabilitation provision 14     10,831     14,299  
Deferred income and mining taxes       118,598     102,578  
                 
Equity       716,591     613,127  
Share capital 15     -     73,945  
Shares to be issued       2,067     69  
Contributed surplus       28,991     15,018  
      Accumulated other comprehensive income       (65,510 )   (2,593 )
      Deficit       682,139     699,566  
        800,737     802,144  

 

APPROVED ON BEHALF OF THE BOARD

(signed) Sean Roosen, Director

(signed), Charles Page, Director



Osisko Development Corp.

Consolidated Statements of Loss

For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(Expressed in thousands of Canadian dollars, except per share amounts)

 

        Three months ended     Six months ended  
              June 30           June 30,  
        2021     2020     2021     2020  
  Notes     $     $     $     $  
                             
Revenues 3     775     -     775     -  
Operating expenses                            
Cost of sales       (775 )   -     (775 )   -  
General and administrative 17     (3,806 )   (964 )   (8,671 )   (2,169 )
Exploration and evaluation, net of tax credits       (843 )   (34 )   (1,180 )   (76 )
Impairment of assets 10     (40,479 )   -     (40,479 )   -  
Operating loss       (45,128 )   (998 )   (50,330 )   (2,245 )
Accretion expense       (19 )   (236 )   (133 )   (1,034 )
Share of loss of associates 6     (749 )   (830 )   (1,156 )   (1,389 )
Other income, net 18     2,933     2,591     3,773     5,045  
Loss before income taxes       (42,963 )   527     (47,846 )   377  
                             
Deferred income tax recovery (expense)       1,559     (260 )   2,741     (434 )
Net (loss) income       (41,404 )   267     (45,105 )   (57 )
                             
Basic and diluted loss per share       (0.31 )   0.00     (0.34 )   (0.00 )
Weighted average number of shares outstanding       133,203,232     100,000,100     131,046,266     100,000,100  

As further described in Note 2, the information for the period prior to November 25, 2020 is presented on a carve-out basis.


Osisko Development Corp.

Consolidated Statements of Comprehensive Loss

For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(Expressed in thousands of Canadian dollars)

 

 

    Three months ended     Six months ended  
          June 30,           June 30,  
    2021     2020     2021     2020  
    $     $     $     $  
                         
Net loss   (41,404 )   267     (45,105 )   (57 )
                         
Other comprehensive income (loss)                        
                         
Items that will not be reclassified to the consolidated
statements of loss
                       
                         
Changes in fair value of financial assets at fair value
through comprehensive income
  (4,305 )   37,654     (2,602 )   20,269  
                         
Income tax effect   529     (4,167 )   53     (3,226 )
                         
Items that may be reclassified to the consolidated
statements of loss
                       
                         
Currency translation adjustments   702     -     (1,290 )   -  
                         
Other comprehensive loss   (3,074 )   33,487     (3,839 )   17,043  
                         
Comprehensive loss   (44,478 )   33,754     (48,944 )   16,986  

As further described in Note 2, the information for the period prior to November 25, 2020 is presented on a carve-out basis.


Osisko Development Corp.

Consolidated Statements of Cash Flows

For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(Expressed in thousands of Canadian dollars)

 

        Three months ended     Six months ended  
              June 30,           June 30,  
        2021     2020     2021     2020  
  Notes     $     $     $     $  
                             
  Operating activities                            
Net (loss) income       (41,404 )   267     (45,105 )   (57 )
Adjustments for:                            
Share-based compensation       472     165     1,675     338  
Depreciation       43     21     64     189  
Accretion       14     236     134     1,034  
Gain on disposal of assets       (225 )   -     (225 )   -  
Share of loss of associates       750     830     1,157     1,389  
Realized gain on sale of marketable securities       -     (1,226 )   -     (1,226 )
                             
Net gain on acquisition of investments       -     -     -     (2,951 )
                             
Change in fair value of financial assets at fair value through profit and loss       225     (1,360 )   305     (699 )
Unrealized gain on dilution 6     -     -     (1,391 )   -  
Foreign exchange loss       791     -     1,535     -  
Deferred income tax expense (recovery)       (1,558 )   260     (2,740 )   434  
Impairment of assets       40,479     -     40,479     -  
Premium on flow-through shares 13     (3,268 )   -     (3,268 )   -  
Contract liability proceeds 12     -     -     5,653     -  
Other       (27 )   -     442     -  
Net cash flows used in operating activities before changes in non-cash working capital items       (3,708 )   (807 )   (1,285 )   (1,549 )
Changes in non-cash working capital items 19     (2,716 )   (573 )   (14,842 )   (1,767 )
Net cash flows used in operating activities       (6,424 )   (1,380 )   (16,127 )   (3,316 )
                             
Investing activities                            
Mining interests       (46,598 )   (11,453 )   (75,130 )   (26,288 )
Property, plant and equipment       (7,229 )   -     (14,496 )   -  
Exploration and evaluation expenses       (1,028 )   -     (1,163 )   (116 )
Proceeds on disposals of investments       8,336     -     23,233     -  
Acquisition of investments       (744 )   -     (1,415 )   -  
Reclamation deposit       -     (6 )   -     (207 )
Other       (201 )   -     (201 )   -  
Net cash flows used in investing activities       (47,464 )   (11,459 )   (69,172 )   (26,611 )
                             
Financing activities                            
Private placements 15     -     -     38,841     -  
Share issue expense 15     -     -     (2,581 )   -  
Exercise warrants       3           3        
Capital payments on lease liabilities 11     (1,721 )   -     (2,368 )   -  
Investments from parent company       -     12,927     -     24,809  
Other       -     (114 )   -     (114 )
Net cash flows (used) provided by financing activities       (1,718 )   12,813     33,895     24,695  
                             
Decrease in cash before impact of exchange rate       (55,606 )   (26 )   (51,404 )   (5,232 )
Effects of exchange rate changes on cash       (752 )   -     (1,401 )   -  
                             
Increase (decrease) in cash       (56,358 )   (26 )   (52,805 )   (5,232 )
Cash - Beginning of period       200,980     2,800     197,427     8,006  
Cash - end of period       144,622     2,774     144,622     2,774  

As further described in Note 2, the information for the period prior to November 25, 2020 is presented on a carve-out basis.


Osisko Development Corp.

Consolidated Statements of Changes in Equity
For the six months ended June 30, 2021

(Unaudited)

(Expressed in thousands of Canadian dollars, except for number of shares)

 

      Number of                 Accumulated              
      common                 other     Retained        
      shares     Share     Contributed     comprehensive     earnings        
  Notes   Outstanding     capital     surplus     income (loss)     (deficit)     Total  
            $     $     $     $     $  
                                       
Balance - January 1, 2021     118,950,545     687,072     69     15,018     (2,593 )   699,566  
                                       
Net loss     -     -     -     -     (45,105 )   (45,105 )
Other comprehensive loss     -     -     -     (3,839 )   -     (3,839 )
Comprehensive loss     -     -     -     (3,839 )   (45,105 )   (48,944 )
                                       
Transfer of realized loss on financial assets at fair value through other comprehensive income, net of taxes     -     -     -     17,812     (17,812 )   -  
Private placements - Non-brokered 15   10,862,195     6,156     -     -     -     6,156  
Private placements - Flow-through 15   3,390,242     25,257     -     -     -     25,257  
Issue costs on financings (net of income taxes) 15   -     (1,897 )   -     -     -     (1,897 )
Share options - Share-based compensation     -     -     1,206     -     -     1,206  
                                       
Exercise of warrants     250     3     -     -     -     3  
                                       
Restricted share units from parent company - Share-based compensation     -     -     266     -     -     266  
Deferred share units to be settled in common shares - Share-based compensation     -     -     537     -     -     537  
Income tax impact     -     -     (11 )   -     -     (11 )
                                       
Balance - June 30, 2021     133,203,232     716,591     2,067     28,991     (65,510 )   682,139  


Osisko Development Corp.

Consolidated Statements of Changes in Equity
For the six months ended June 30, 2020

(Unaudited)

(Expressed in thousands of Canadian dollars except number of shares)

  Notes   Number of
common
shares
Outstanding(i)
    Net parent
company
investment
    Accumulated
other
comprehensive
income (loss)
    Retained
earnings
(deficit)
    Total  
                  $           $  
                                 
Balance - January 1, 2020     100,000,100     374,118     (19,104 )   -     355,014  
                                 
Net earnings (loss)     -     -     -     (57 )   (57 )
Other comprehensive income     -     -     17,043     -     17,043  
Comprehensive income (loss)     -     -     17,043     (57 )   16,986  
                                 
Net parent company investment     -     33,342     -     57     33,399  
                                 
Balance - June 30, 2020     100,000,100     407,460     (2,061 )   -     405,399  

(i) The shares issued to the parent upon the Reverse Take-Over transaction are deemed to have been issued and outstanding as at January 1, 2020 for purposes of these interim consolidated financial statements.

As further described in Note 2, the information for the period prior to November 25, 2020 is presented on a carve-out basis.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

1. Nature of operations

In November 2020, Osisko Gold Royalties Ltd ("Osisko Gold Royalties or "Parent Company") transferred mining properties and a portfolio of marketable securities to Barolo Ventures Corp. ("Barolo"), in exchange for common shares of Barolo, which resulted in a Reverse Take-Over of Barolo (the "RTO") under the policies of the TSX Venture Exchange ("TSX-V") and which, in connection with the RTO, Barolo changed its name to Osisko Development Corp. ("Osisko Development" or "the Company").

The common shares of Osisko Development began trading on the TSX-V on December 2, 2020 under the symbol "ODV". The Company's registered and business address is 1100, avenue des Canadiens-de-Montréal, suite 300, Montreal, Québec.

The principal subsidiaries of the Company and their geographic locations at June 30, 2021 were as follows:

Entity

Jurisdiction

Barkerville Gold Mines Ltd.

British Columbia

Coulon Mines Inc.

Québec

General Partnership Osisko James Bay

Québec

Sapuchi Minera, S. de R.L. de C.V. (i)

Mexico

(i) From August 21, 2020

 

Osisko Development is focused on exploring and developing its mining assets, including the Cariboo Gold and Bonanza Ledge II gold projects in British Columbia and the San Antonio gold project in Mexico.

2. Basis of presentation

These unaudited condensed interim consolidated financial statements have been prepared in accordance with the 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. 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, 2020, which have been prepared in accordance with IFRS as issued by the IASB. The accounting policies, methods of computation and presentation applied in these unaudited condensed interim consolidated financial statements are consistent with those of the previous financial year, unless otherwise noted.

As further described in the Company's last annual audited financial statements, the Company's financial information for periods and dates prior to November 25, 2020, and thus the comparative financial information from January 1 to June 30, 2020 represents the carve-out financial information of the mining activities of Osisko Gold Royalties and reflect the activities, assets and liabilities of the Osisko Gold Royalties Contributed Assets on a "carve-out" basis, rather than representing the legal form applicable at the time.

The carve-out financial information has been derived from Osisko Gold Royalties historical accounting records and estimates that were established by Osisko Development's management. The consolidated statements of loss and comprehensive loss include a pro rata of Osisko Gold Royalties income and expenses for assets attributable to the Company.

The Board of Directors approved these condensed interim consolidated financial statements on August 9, 2021.

Uncertainty due to COVID-19

The duration and full financial effect of the COVID-19 pandemic is unknown at this time, as are the measures taken by governments, companies and others to attempt to reduce the spread of COVID-19. Any estimate of the length and severity of these developments is therefore subject to significant uncertainty, and accordingly estimates of the extent to which the COVID-19 may materially and adversely affect the Company's operations, financial results and condition in future periods are also subject to significant uncertainty, including potential restrictions on exploration and development sites access and supply chains disruptions that could delay the exploration and development plans of the main assets of the Company. In the current environment, the assumptions and judgements made by the Company are subject to greater variability than normal, which could in the future significantly affect judgments, estimates and assumptions made by management as they relate to potential impact of the COVID-19 and could lead to a material adjustment to the carrying value of the assets or liabilities affected. The impact of current uncertainty on judgments, estimates and assumptions extends, but is not limited to, the Company's valuation of its long-term assets, including the assessment for impairment and impairment reversal. Actual results may differ materially from these estimates.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

3. Changes in accounting policies

(i) Early adoption of IAS 16: 'Property, Plant and Equipment

The IASB has made amendments to IAS 16 Property, plant and equipment, which will be effective for financial years beginning on or after January 1, 2022. The Company early adopted the amendment to IAS 16 whereby proceeds from the sale of precious metals before the related property, plant and equipment is available for use should be recognized in profit or loss, together with the costs of producing those items.

As a result, the net proceeds of $0.8 million received from selling recovered gold and silver from its Bonanza Ledge II project has been recognized as revenue in the consolidated statement of loss for the three and six months ended June 30, 2021. The Company had no prior period pre-production revenues. The related cost of sales in relation to the gold and silver sold of $0.8 million was also recognized in the consolidated statement of loss for the three and six months ended June 30, 2021 in accordance to IAS 2 at the net realizable value of inventory sold.

(ii) Revenues Recognition - precious metals sales

Revenues generated from sale of metals is recognized when the Company satisfies the performance obligations associated with the sale. Typically, this is accomplished when control over the metals are passed from the Company to the buyer. Primary factors that indicate the point in time when control has passed to the buyer includes but is not limited to (a) the Company has transferred physical possession and legal title of the asset to the purchaser and (b) the Company has present right to payment.

4. Cash

As at June 30, 2021 and December 31, 2020, cash held in U.S. dollars amounted respectively to US$41.6 million ($51.6 million) and US$47.2 million ($60.1 million).

5. Inventories

    June 30,     December 31,  
    2021     2020  
Current   $     $  
             
Ore in stockpiles   16,680     8,426  
Gold-in-circuit inventory   3,210     -  
Refined precious metals   1,618     -  
Supplies   4,331     1,599  
Total current inventories   25,839     10,025  
             
Non-current            
Ore in stockpiles (note 10)(i)   3,901     17,279  

(i) The non-current Ore in stockpile is presented in other assets on the consolidated statements of financial position.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

Gold-in-circuit and ore in stockpiles are measured at the lower of weighted average production cost and net realizable value. Net realizable value is calculated as the difference between the estimated selling price and estimated costs to complete processing into a saleable form plus variable selling expenses. Production costs include the cost of materials, labour, mine site production overheads and depreciation to the applicable stage of processing. The cost of ore stockpiles is increased based on the related current cost of production for the period. Stockpiles are segregated between current and non-current based on the period of planned usage.

Stockpile inventory (reflected in inventory and other assets on the statements of financial position) held by Sapuchi Minera, S. de R.L. de C.V ("Sapuchi") was revalued to net realizable value, resulting in an impairment charge of $4.4 million as at June 30, 2021 recognized in the consolidated statements of loss.

6. Investments in associates & other investments Investments in associates

    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
             
Balance - Beginning of period   9,636     14,284  
Acquisitions   -     972  
Exercise of warrants   1,437     36  
Share of loss and comprehensive loss, net   (1,157 )   (2,015 )
Net gain on ownership dilution   1,391     -  
Gain on deemed disposals (i)   -     5,357  
Transfers to other investments (i)   -     (8,998 )
Balance - End of period   11,307     9,636  

(i) In 2020, the gain on deemed disposals is related to investments in certain associates that were transferred to other investments as the Company has considered that it has lost its significant influence over the investees.

Other investments

    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
Fair value through profit or loss (warrants)            
Balance - Beginning of period   1,892     529  
Acquisitions   92     769  
Exercises   (1,121 )   (7 )
Change in fair value   (305 )   601  
Balance - End of period   558     1,892  
             
Fair value through other comprehensive income (shares)            
Balance - Beginning of period   98,616     43,544  
Acquisitions   1,219     12,047  
Transfer from associates   -     8,998  
Change in fair value   (2,603 )   34,027  
Disposals   (23,235 )   -  
Balance - End of period   73,997     98,616  
             
Total   74,555     100,508  


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

Other investments comprise common shares and warrants, almost exclusively from Canadian publicly traded companies.

7. Mining interests

    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
             
Balance - Beginning of period   385,802     263,938  
Acquisition of the San Antonio gold project   -     57,038  
Additions   70,259     71,006  
Mining tax credit   (1,585 )   (4,608 )
Asset retirement obligation   -     3,414  
Depreciation capitalized   2,267     4,019  
Share-based compensation capitalized   395     688  
Transfers   (11,221 )   -  
Impairment (note 10)   (36,052 )   -  
Sale of a royalty (i)   -     (13,000 )
Other adjustments   2,492     -  
Currency translation adjustments   (1,530 )   3,307  
Balance - End of period   410,827     385,802  

(i) In November 2020, Osisko Gold Royalties exercised its option to purchase an additional 1% NSR royalty on the Cariboo and the Bonanza Ledge Phase 2 gold projects for $13.0 million.

Osisko Gold Royalties holds a 5% NSR royalty on the Cariboo and Bonanza Ledge properties and a 15% gold and silver stream on the San Antonio property (Note 12). The Cariboo and Bonanza Ledge properties 5% NSR royalty is perpetual and is secured by a debenture on all of Barkerville Gold Mines Ltd ("Barkerville") movable and immovable assets, including Barkerville's interest in the property and mineral rights, in an amount of not less than $150 million and a debenture on all of Williams Creek's movable and immovable assets, including Williams Creek's interest in the property and mineral rights, in an amount of not less than $150 million. The security shall be first ranking, subject to permitted encumbrances.

8. Property, plant and equipment

    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
Cost- Beginning of period   25,713     14,015  
Acquisition of San Antonio gold project   -     1,330  
Additions   34,447     10,749  
Disposals   (23 )   -  
Write-off   (962 )   (388 )
Transfers   11,221     -  
Currency translation adjustments   26     7  
Cost - End of period   70,422     25,713  


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

 

Accumulated depreciation - Beginning of period   4,515     245  
Depreciation   2,320     4,270  
Disposals   -     -  
Write-off   (953 )   -  
             
Accumulated depreciation - End of period   5,882     4,515  
             
Net book value            
Cost   70,422     25,713  
Accumulated depreciation   (5,882 )   (4,515 )
Net book value   64,540     21,198  

Property, plant and equipment includes net right-of-use assets of $14.8 million as at June 30, 2021 ($2.4 million as at December 31, 2020).

9. Exploration and evaluation


    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
             
Net book value - December 31, 2020   41,869     42,949  
Additions   2,830     201  
Conversions to royalties (i)   -     (631 )
Sale of royalties (ii)   -     (650 )
Net book value - End of period   44,699     41,869  
             
Balance - End of period            
Cost   102,889     100,059  
Accumulated impairment   (58,190 )   (58,190 )
             
Net book value - End of period   44,699     41,869  

(i) In 2016, Osisko Gold Royalties entered into earn-in agreements for properties in the James Bay area. In 2019 and 2020, the ownership of certain properties were transferred to the counterparty of the earn-in agreements, and the Parent Company retained royalties on these properties. The earn-in agreements were terminated by the parties in 2020.

(ii) In 2020, Osisko Gold Royalties acquired a 3% NSR royalty on the exploration and evaluation properties owned by Osisko Development prior to the closing of the Arrangement for $0.7 million.

10. Impairment of assets

Barkerville Gold Mines (Bonanza Ledge II Project)

In March 2021, processing of ore commenced at the Bonanza Ledge II Project ("BL2"), with first gold sales occurring in May 2021. As a result of operational challenges incurred during the second quarter of 2021, it was determined that total capital and production costs related to BL2 would be significant higher than originally planned. These factors were considered indicators of impairment among other facts and circumstances and accordingly, management performed an impairment assessment as at June 30, 2021. The Company recorded an impairment charge of $36.1 million on its BL2 mining interest during the three months ended June 30, 2021, recognized in the consolidated statement of loss.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

10. Impairment of assets (continued)

On June 30, 2021, BL2 was impaired to its estimated recoverable amount of $12.4 million, which was determined by the value- in-use using discounted cash-flows approach based on the revised life of mine plan. The main valuation inputs used were the cash flows expected to be generated by the sale of gold from the Bonanza Ledge Phase 2 project over its estimated life of the mine, based on an average gold price per ounce of US$1,797, the average grade of gold and the average recovery rate for the remaining mine life. No discount rate was used, as the project has a remaining mine life of approximately 18 months.

Sensitivities

A sensitivity analysis was performed by management for the gold price, the average grade and the recovery rate (in isolation). If gold price per once applied to the cash flow projections had been 10% lower than management's estimates, the Company would have recognized an additional impairment charge of $9.3 million. If the average grade per ounce applied to the cash flows had been 10% lower, the Company would have recognized an additional impairment charge of $12.4 million. If the recovery rate applied to the cash flows had been 10% lower, the Company would have recognized an additional impairment charge of $12.4 million.

11. Lease liabilities

The movement of the lease liabilities for the six months ended June 30, 2021 is as follows:

    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
             
Balance - Beginning of period   2,035     -  
Additions   13,228     2,394  
Repayment of liabilities   (2,368 )   (359 )
             
Balance - End of period   12,895     2,035  
             
Current liabilities   9,468     578  
Non-current liabilities   3,427     1,457  
             
    12,895     2,035  

12. Contract liability

On November 20, 2020, Sapuchi completed a gold and silver stream agreement with Osisko Bermuda Ltd, a subsidiary of Osisko Gold Royalties for US$15.0 million ($19.1 million). An amount of US$10.5 million was paid in November 2020 and the remaining US$4.5 million was paid in February 2021.

Under the terms of the stream agreement, Osisko Bermuda Ltd will purchase 15% of the payable gold and silver from the San Antonio gold project at a price equal to 15% of the daily per ounce gold and silver market price. The initial term of the stream agreement is for 40 years and can be renewed for successive 10 year periods. The stream is also secured with (i) a first priority lien in all of the collateral now owned or hereafter acquired; (ii) a pledge by Osisko Development of its shares of Sapuchi Minera Holdings Two B.V. and (iii) a guarantee by Osisko Development. The interest rate used to calculate the accretion on the contract liability's financing component is 24%.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

12. Contract Liability (continued)

The movement of the contract liability is as follows:


    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
             
Balance - Beginning of period   14,007     -  
Deposits   5,653     13,824  
Accretion on the contract liability's financing component   2,413     350  
Currency translation adjustment   (447 )   (167 )
             
Balance - End of period   21,626     14,007  
             
Current liabilities   2,345     1,606  
Non-current liabilities   19,281     12,401  
             
    21,626     14,007  

Under IFRS 15, the stream agreement is considered to have a significant financing component. The Company therefore records notional non-cash interest, which is subject to capitalization into Mining interests, as borrowing costs.

13. Flow-through shares liability

    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020  
    $     $  
Balance - Beginning of period   -     -  
Deferred premium on flow-through shares issued, net of share issue costs (note 15)   7,885     -  
Recognition of deferred premium on flow-through shares   (3,268 )   -  
             
Balance - End of period   4,617     -  

The Company is committed to spending the proceeds on exploration activities by December 31, 2022. As at June 30, 2021, the balance remaining to be spent totals $19.7 million.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

14. Environmental rehabilitation provision


    Six months ended     Year ended  
    June 30,     December 31,  
    2021     2020   
    $     $  
             
Balance - Beginning of period   34,601     20,527  
Acquisition of San Antonio gold project   -     9,301  
New liabilities   1,520     4,176  
Revision of estimates   (962 )   (310 )
Accretion expense   576     820  
Settlement of liabilities / payment of liabilities   (293 )   (500 )
Currency translation adjustment   (257 )   587  
             
Balance - End of period   35,185     34,601  
             
Current liabilities   6,477     3,019  
Non-current liabilities   28,708     31,582  
             
    35,185     34,601  

The environmental rehabilitation provision represents the legal and contractual obligations associated with the eventual closure of the Company's mining interests, property, plant and equipment and exploration and evaluation assets. As at June 30, 2021, the estimated inflation-adjusted undiscounted cash flows required to settle the environmental rehabilitation amounts to $40.6 million. The weighted average actualization rate used is 3.5% and the disbursements are expected to be made between 2021 and 2030 as per the current closure plans.

15. Share capital and warrants

Shares

Authorized

Unlimited number of common shares, without par value

Issued and fully paid

133,203,232 common shares

Non-brokered private placement

In January and February 2021, Osisko Development closed the first and final tranches respectively of a non-brokered private placement for 10,862,195 units of Osisko Development at a price of $7.50 per unit (or the Canadian dollar equivalent of US$5.75 per unit) for aggregate gross proceeds of approximately $79.8 million. Each unit consists of one common share of Osisko Development and one-half of one common share purchase warrant of Osisko Development, with each whole warrant entitling the holder thereof to acquire one common share of Osisko Development at a price of $10.00 per share (or the prevailing U.S. dollar equivalent at the time of exercise) on or prior to December 1, 2023. Share issue expenses related to this private placement amounted to $1.1 million ($0.8 million net of income taxes).


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

15. Share capital and warrants (continued)

Flow-Through and Charity Flow-Through financing

In March 2021, the Company closed a bought deal private placement of: (i) 2,055,742 flow-through shares ("FT Shares") of the Company at a price of $9.05 per FT Shares; and (ii) 1,334,500 charity flow-through shares of the Company ("Charity FT Shares") at a price of $11.24 per Charity FT Share, for aggregate gross proceeds of $33.6 million. The carrying value of the FT shares and the Charity FT shares is presented net of the liability related to the premium on FT shares of $7.9 million, which was recorded at the date of the issuance of the FT shares and the Charity FT shares. Share issue expenses related to this private placement amounted to $1.5 million ($1.1 million net of income taxes).

Warrants

The following table summarizes the Company's movements for the warrants outstanding:

    Six months ended     Year ended  
          June 30, 2021     December 31, 2020  
          Weighted           Weighted  
    Number of     average     Number of     average  
    Warrants     exercise price     Warrants     exercise price  
          $           $  
                         
Balance - Beginning of period   9,358,525     10.00     -     -  
Issued - bought-deal private placement (i)   -     -     6,675,000     10.00  
Issued - brokered private placement (i)   -     -     2,683,525     10.00  
Issued - non-brokered private placement(i)   5,431,098     10.00     -     -  
Warrants exercised   (250 )   10.00     -     -  
                         
Balance - End of period (i)   14,789,373     10.00     9,358,525     10.00  

(i) The warrants have a maturity date of December 1, 2023.

16. Share-based compensation Share options

The Company offers a share option plan to their respective directors, officers, management, employees and consultants. The following table summarizes information about the movement of the share options outstanding under the Company's plan:

    Six months ended     Year ended  
          June 30, 2021     December 31, 2020  
    Number of     Weighted           Weighted  
    average     Number of     average  
    options     exercise price     options     exercise price  
          $           $  
                         
Balance - Beginning of period   1,199,100     7.62     -     -  
Granted   592,800     7.15     1,199,100     7.62  
Forfeited   (66,900 )   7.62     -     -  
Balance - End of period   1,725,000     7.46     1,199,100     7.62  
                         
Options exercisable - End of period   -     -     -     -  


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

16. Share-based compensation (continued) Share options (continued)

The following table summarizes the share options outstanding as at June 30, 2021:

                Options outstanding  
                Weighted  
                average  
          Exercise     remaining contractual  
Grant date   Number     price     life (years)  
          $        
December 23, 2020   1,132,200     7.62     4.48  
February 4, 2021   31,600     8.10     4.60  
June 23, 2021   561,200     7.10     4.98  
    1,725,000     7.46     4.65  

The options, when granted, are accounted for at their fair value determined by the Black-Scholes option pricing model based on the vesting period and on the following weighted average assumptions:

    June 30, 2021     December 31, 2020  
             
Dividend per share   -     -  
Expected volatility   68%     63%  
Risk-free interest rate   0.8%     0.4%  
Expected life   48 months     48 months  
Share price $ 7.15   $ 7.62  
Fair value of options granted $ 3.64   $ 3.64  

The expected volatility was estimated by benchmarking with companies having businesses similar to Osisko Development. The historical volatility of the common share price of these companies was used for benchmarking back from the date of grant and for a period corresponding to the expected life of the options.

The fair value of the share options is recognized as compensation expense over the vesting period. During the three and six months ended June 30, 2021, the total share-based compensation related to share options granted under the Company's plan on the consolidated statements of loss amounted to $0.4 million and $0.8 million, respectively (nil for the three and six months ended June 30, 2020), including $0.1 million and $0.2 million capitalized to mining assets and plant and equipment (nil for the three and six months ended June 30, 2020).

Deferred and restricted share units ("DSU" and "RSU")

The Company offers a DSU plan and a RSU plan, which allow DSU and RSU to be granted to directors, officers and employees as part of their long-term compensation package.


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

16. Share-based compensation (continued)

The following table summarizes information about the DSU and RSU movements:

    Six months ended     Year ended  
    June 30, 2021     December 31, 2020  
    DSU(i)     RSU(ii)     DSU(i)     RSU(ii)  
    (equity)     (equity)     (equity)     (equity)  
                         
Balance - Beginning of period   170,620     -     -     -  
Granted   68,730     485,600     170,620     -  
Replacement RSU granted   -     458,450     -     -  
                         
Balance - End of period   239,350     944,050     170,620     -  
                         
Balance - Vested   -     -     -     -  

(i) Unless otherwise decided by the board of directors of the Company, the DSU vest the day prior to the next annual general meeting and are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company, to each director when he or she leaves the board or is not re-elected. The value of the payout is determined by multiplying the number of DSU expected to be vested at the payout date by the closing price of the Company's shares on the day prior to the grant date. The fair value is recognized over the vesting period. On the settlement date, one common share will be issued for each DSU, after deducting any income taxes payable on the benefit earned by the director that must be remitted by the Company to the tax authorities.

(ii) Following the launch of Osisko Development, Osisko Gold Royalties and Osisko Development mutually agreed that a pro-rata portion of the outstanding long-term equity incentive compensation awarded by Osisko Gold Royalties to their employees that transferred to Osisko Development would be exchanged for restricted shares units of Osisko Development ("Replacement RSU") and the related Osisko Gold Royalties RSUs would be cancelled. Accordingly, on June 1, 2021, 458,450 Replacement RSU were granted to officers and employees who held Osisko Gold Royalties RSUs that were cancelled. The maturity date is the same as the maturity date of the corresponding Osisko Gold Royalties RSUs cancelled. Replacement RSUs are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company.

The remaining RSUs granted vest and are payable in common shares, cash or a combination of common shares and cash, at the sole discretion of the Company, three years after the grant date, one half of which depends on the achievement of certain performance measures.

The total share-based compensation expense related to the Osisko Development's DSU and RSU plans for the three and six months ended June 30, 2021 amounted to $0.5 million and $0.8 million, respectively ($nil for the three and six months ended June 30, 2020).

Based on the closing price of the common shares at June 30, 2021 ($7.00) and considering a marginal income tax rate of 53.3%, the estimated amount that Osisko Development is expected to transfer to the tax authorities to settle the employees' tax obligations related to the RSU and DSU outstanding amounts to $4.4 million ($0.7 million as at December 31, 2020).

Parent Company's share based compensation

Prior to the RTO transaction, the Parent Company, offered a share option plan and a RSU plan for the benefit of the Company's senior management and directors. The fair value of the share options and RSU is recognized as compensation expense over the vesting period. For the three and six months ended June 30, 2021, the total share-based compensation related to share options and RSUs granted under the Parent Company's plan on the consolidated statements of loss was a recovery of $0.3 million (2020 - expense of $0.2 million) and expense of $0.5 million (2020 - $0.3 million) respectively. 


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

17. Additional information on the general and administrative expenses

    Three months ended     Six months ended  
    June 30,     June 30,  
    2021     2020     2021     2020  
    $     $     $     $  
                         
Compensation   1,637     372     3,424     800  
Share-based compensation   471     165     1,675     334  
Depreciation   43     21     64     189  
Other general and administrative expenses   1,655     406     3,508     846  
    3,806     964     8,671     2,169  

18. Additional information on the other income, net

    Three months ended     Six months ended  
    June 30,     June 30,  
    2021     2020     2021     2020  
    $     $     $     $  
                         
Interest income, net   271     5     583     35  
Foreign exchange loss   (519 )   -     (1,583 )   -  
Premium on flow-through shares   2,798     -     3,268     -  
Other   383     2,586     1,505     5,010  
    2,933     2,591     3,773     5,045  

19. Additional information on the consolidated statements of cash flows

    Three months ended   Six months ended  
    June 30,   June 30,  
    2021     2020   2021   2020  
    $     $   $   $  
Changes in non-cash working capital items                    
Decrease in amounts receivable   772     1,207   55   585  
Decrease (increase) in inventory   1,096     (142 ) (7,595)   (22 )
Increase in other current assets   (2,626 )   (1,168 ) (2,268)   (463 )
Decrease in accounts payable and accrued liabilities   (1,958 )   (470 ) (5,034)   (1,867 )
    (2,716 )   (573 ) (14,842)   (1,767 )


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

20. Fair value of financial instruments

The following table provides information about financial assets and liabilities measured at fair value in the consolidated statements of financial position and categorized by level according to the significance of the inputs used in making the measurements.

Level 1- Unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2- Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices); and

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

                      June 30, 2021  
    Level 1     Level 2     Level 3     Total  
    $     $     $     $  
Recurring measurements                        
                         
Financial assets at fair value through profit or loss                        
Warrants on equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   -     -     377     377  
Other minerals   -     -     181     181  
Financial assets at fair value through other comprehensive loss                        
Equity securities                        
Publicly traded mining exploration and development companies                        
            Precious metals   62,580     -     -     62,580  
            Other minerals   11,417     -     -     11,417  
    73,997     -     558     74,555  

                December 31, 2020  
    Level 1     Level 2     Level 3     Total  
    $     $     $     $  
Recurring measurements                        
                         
Financial assets at fair value through profit or loss                        
Warrants on equity securities                        
   Publicly traded mining exploration and development companies                        
Precious metals   -     -     1,162     1,162  
Other minerals   -     -     730     730  
Financial assets at fair value through other comprehensive loss                        
Equity securities                        
Publicly traded mining exploration and development companies                        
Precious metals   82,423     -     -     82,423  
Other minerals   16,193     -     -     16,193  
    98,616     -     1,892     100,508  


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

20. Fair value of financial instruments (continued)

During the six months periods ended June 30, 2021 and 2020, there were no transfers among Level 1, Level 2 and Level 3.

The following table presents the changes in the Level 3 investments (warrants) for the six month period ended June 30, 2021 and the year ended December 31, 2020:

    2021     2020  
    $     $  
             
Balance - Beginning of period   1,892     529  
Acquisitions   92     769  
Warrants exercised   (1,121 )   (7 )
Change in fair value - warrants exercised (i)   299     17  
Change in fair value - deemed disposed (i)   -     (48 )
Change in fair value - held at the end of the period (i)   (604 )   632  
             
Balance - End of period   558     1,892  

(i) Recognized in the consolidated statements of loss under other income, net.

The fair value of the financial instruments classified as Level 3 depends on the nature of the financial instruments.

The fair value of the warrants on equity securities of publicly traded mining exploration and development companies, classified as Level 3, is determined using the Black-Scholes option pricing model. The main non-observable input used in the model is the expected volatility. An increase/decrease in the expected volatility used in the models of 10% would lead to an insignificant variation in the fair value of the warrants as at June 30, 2021 and December 31, 2020.

21. Segmented information

The chief operating decision-maker organizes and manages the business under operating segments, being the acquisition, exploration and development of mineral properties.

The assets related to the exploration, evaluation and development of mining projects are located in Canada and in Mexico, and are detailed as follows as at June 30, 2021:

                June 30, 2021  
    Canada     Mexico     Total  
    $     $     $  
Other assets (non-current)   621     11,727     12,348  
Mining interest   343,000     67,827     410,827  
Property, plant and equipment   54,267     10,273     64,540  
Exploration and evaluation assets   43,402     1,297     44,699  
Total non-current assets   441,290     91,124     532,414  


Osisko Development Corp.

Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended June 30, 2021 and 2020
(Unaudited)

(tabular amounts expressed in thousands of Canadian dollars, except per share amounts)

21. Segmented Information (continued)

          December 31, 2020  
    Canada     Mexico     Total  
    $     $     $  
                   
Other assets (non-current)   599     24,054     24,653  
Mining interest and plant and equipment   344,903     62,097     407,000  
Exploration and evaluation assets   40,680     1,189     41,869  
Total non-current assets   386,182     87,340     473,522  

    Canada   Mexico   Total  
    $   $   $  
               
For the three months ended June 30, 2021              
Revenues   775   -   775  
Cost of sales   (775 )  -   (775 )
Impairment of assets   (36,052 ) (4,427)   (40,479 )
Operating expenses   (3,786 ) (863)   (4,649 )
For the six months ended June 30, 2021              
Revenues   775   -   775  
Cost of sales   (775 ) -   (775 )
Impairment of assets   (36,052 ) (4,427)   (40,479 )
Operating expenses   (8,472 ) (1,379)   (9,851 )
For the three months ended June 30, 2020              
Operating expenses
  (966 ) (32)   (998 )
For the six months ended June 30, 2020              
Operating expenses
  (2,180 ) (65)   (2,245 )

During the three and six month periods ended June 30, 2020, impairment of assets, revenue and cost of sales were $nil.