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

EXHIBIT 99.2

 

 

 

(An exploration company)

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

 

FOR THE THREE MONTHS ENDED MARCH 31, 2024

 

 

 

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2024

 

This Management’s Discussion and Analysis (the “MD&A”) for Fury Gold Mines Limited (“Fury Gold” or the “Company”) should be read in conjunction with the condensed interim consolidated financial statements of the Company and related notes thereto for the three months ended March 31, 2024. The condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34 – Interim Financial Reporting (“IAS 34”) of the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). All dollar amounts presented are expressed in thousands of Canadian dollars unless otherwise stated. Certain amounts presented in this MD&A have been rounded. The effective date of this MD&A is May 14, 2024.

 

Section 1:

Forward-looking statements and risk factors

2

 

 

 

Section 2:

Business overview

4

 

 

 

Section 3:

Projects overview

5

 

 

 

Section 4:

Review of quarterly financial information

8

 

 

 

Section 5:

Financial position, liquidity, and capital resources

9

 

 

 

Section 6:

Financial risk summary

11

 

 

 

Section 7:

Related party transactions and balances

12

 

 

 

Section 8:

Critical accounting estimates and judgements

12

 

 

 

Section 9:

Controls and procedures

13

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

1

 

 

 

 

Section 1: Forward-looking statements and risk factors

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

2

 

 

 

 

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

 

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

 

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

 

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

 

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

 

1.1 Qualified persons and technical disclosures

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

3

 

 

 

 

Section 2: Business overview

 

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

 

The Company was incorporated on June 9, 2008, under the Business Corporations Act (British Columbia) and is listed on the Toronto Stock Exchange and the NYSE-American, with its common shares trading under the symbol FURY. The Company’s registered and records office is located at 1055 West Georgia Street, Suite 1500, Vancouver, British Columbia, V6E 4N7, and the mailing address is 1630-1177 West Hastings Street, Vancouver, BC, V6E 2K3.

 

At March 31, 2024, the Company had two principal projects, which are 100% owned: Eau Claire in Quebec and Committee Bay in Nunavut. The Company also acquired the 49.978% interest in the Eleonore South Joint Venture (“ESJV”), previously held by Newmont Corporation (“Newmont”) to now own a 100% of the project. Additionally, the Company holds a 18.99% common share equity interest in Dolly Varden Silver Corporation (Dolly Varden”), which owns the Kitsault project in British Columbia. The Company’s equity interests in Dolly Varden and UMS are accounted for as investments in associates meaning cost less a share of its losses and the carrying value does not reflect market value of these securities.

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

4

 

 

 

 

Section 3: Projects overview

 

 

 

 

3.1 Indigenous community relations and environmental

 

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

 

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

 

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

 

 

·

 the provision of jobs and training programs

 

·

 contracting opportunities

 

·

 capacity funding for Indigenous engagement

 

·

 sponsorship of community events

 

·

 supporting professional development opportunities, building cultural and community intelligence capacity.

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

5

 

 

 

 

3.2 Quebec

 

Fury Gold holds 100% interests in the Eau Claire project as well as interests in seven other properties covering approximately 93,000 hectares within the Eeyou Istchee James Bay region of Quebec. This now includes a 100% interest in the Eleonore South Project. The Eastmain Mine project along with the Ruby Hill East and Ruby Hill West projects are under option to Benz Mining Corp. (“Benz Mining”) whereby Benz Mining has earned a 75% interest in those properties, by completing certain option payments and exploration expenditures, with a further option to increase Benz Mining’s holding to 100% in the Eastmain Mine property upon receipt of a final milestone payment. Benz Mining currently acts as operator and is current with regards to all option payment and expenditure obligations. The Radis project is under option to Ophir Gold Corp. (“Ophir”) whereby Ophir can earn a 100% interest in the project, subject to certain option payments being met (section 5.3).

 

3.2.1   Eau Claire

 

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

 

In 2024, the Company plans to drill between 2,000 and 7,500 metres (“m”) at the project with the goal of following up on biogeochemical anomalies within the Percival – Serendipity trend 14km to the east of Eau Claire. This work is projected to cost between $1,500-$3,500.

 

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

 

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

 

Eau Claire resource estimate technical report

 

The Eau Claire resource estimation was completed by David Frappier-Rivard, Exploration Manager at Fury and Maxime Dupere, Geologist at SGS Geological Services (see the Technical Report on the Eau Claire Project, Quebec, Canada, filed on SEDAR+ dated August 30, 2023).

 

On May 14, 2024 the Company announced that it had received the results of an updated mineral resource estimate for Eau Claire which resulted in the addition of 307koz Au in the Measured and Indicated category (a 36.0% increase) and 223koz Au in the Inferred category (a 44.6% increase). A NI 43-101 technical report supporting the updated mineral resource estimate will be filed by June 28, 2024.

 

3.2.2 Eleonore South

 

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

 

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

 

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

6

 

 

 

 

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

 

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

 

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

 

The Company intends to complete the current diamond drilling program along the Moni trend by the end of April 2024 and complete the biogeochemical sampling program in early summer 2024 with the goal of identifying drill targets for later in 2024 to early 2025. Additional drilling will be planned for the summer of 2024 focussing on further expanding on the known mineralization within the Cheechoo Tonalite as well as drill testing several regional targets. This work is projected to cost between $1,500-$2,500.

 

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

 

3.3 Nunavut

 

Committee Bay

 

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

 

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

 

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

 

Committee Bay resource estimate and technical report

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

7

 

 

 

 

Section 4: Review of quarterly financial information

 

 

Three months ended:

 

Interest income

 

 

Net loss

 

 

Comprehensive  loss

 

 

Loss per share ($/share)

 

March 31, 2024

 

 $ 82

 

 

 $ 934

 

 

 $ 935

 

 

 $ 0.01

 

December 31, 2023

 

 

 119

 

 

 

 4,609

 

 

 

 4,612

 

 

 

 0.03

 

September 30, 2023

 

 

 162

 

 

 

 6,650

 

 

 

 6,649

 

 

 

 0.05

 

June 30, 2023

 

 

 188

 

 

 

 3,293

 

 

 

 3,296

 

 

 

 0.02

 

March 31, 2023

 

 

 121

 

 

 

 2,661

 

 

 

 2,662

 

 

 

 0.02

 

December 31, 2022

 

 

 112

 

 

 

 2,871

 

 

 

 2,872

 

 

 

 0.03

 

September 30, 2022

 

 

 67

 

 

 

 12,280

 

 

 

 12,282

 

 

 

 0.09

 

June 30, 2022

 

 

 45

 

 

 

 5,577

 

 

 

 5,577

 

 

 

 0.04

 

 

4.1 Three months ended March 31, 2024 compared to three months ended March 31, 2023

 

During the three months ended March 31, 2024, the Company reported net loss of $934 and loss per share of $0.01 compared to a net loss of $2,661 and loss per share of $0.02 for the three months ended March 31, 2023. There were a few drivers for the decrease in loss from 2023 which included:

 

Operating expenses

 

 

·

 Exploration and evaluation costs decreased to $791 for the three months ended March 31, 2024 compared to $861 for the three months ended March 31, 2023. The decrease resulted mainly from lower share-based compensation costs in the first quarter of 2024 compared to 2023. Work in the first quarter of 2024 were limited to reviewing drill results and working on a resource update, which is expected to be finalized during the second quarter of 2024, compared to 2023 where planning of the 2023 drill program and review of the 2022 drilling program data was done.

 

 

 

 

·

 Fees, salaries, and other employment benefits decreased to $482 for the three months ended March 31, 2024 compared to $880 for the three months ended March 31, 2023. The decrease in costs resulted from lower share-based compensation expense which was $211 for the first three months of 2024 as compared to $486 for the comparative period as well as a lower overall administrative staff headcount and associated payroll;

 

 

 

 

·

 Legal and professional fees increased to $144 for the three months ended March 31, 2024 compared to $103 for the three months ended March 31, 2023. The higher costs in 2024 were primarily due to additional preparation costs associated with our US filings that changed from a 40-F to a 20-F as a result of not being eligible for filing under the multijurisdictional disclosure system for the annual period ended December 31, 2023; and

 

 

 

 

·

 Marketing and investor relations costs decreased to $135 for the three months ended March 31, 2024 compared to $170 for the three months ended March 31, 2023. The decrease in costs was due to a reduction in consulting and advertising activities in the first quarter of 2024 as compared to the first quarter of 2023.

 

Other expenses (income), net

 

 

·

 The Company had a gain on disposal of investment during the three months ended March 31, 2024 for $537 which stemmed from the sale of a portion of Dolly Varden shares for gross proceeds of $4,005.

 

 

 

 

·

 Net loss from associates of $327 primarily comprising the Company’s share of net losses of Dolly Varden compared to $582 for the three months ended March 31, 2023; and

 

 

 

 

·

Amortization of flow-through share premium of $280 for the three months ended March 31, 2024 as compared to $nil for the three months ended March 31, 2023 following completion of the Company’s flow through obligations in respect of the 2020 September financing, in October 2022.

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

8

 

 

 

 

Section 5: Financial position, liquidity, and capital resources

 

 

 

March 31

2024

 

 

December 31

2023

 

Cash

 

 $ 5,731

 

 

 $ 7,313

 

Restricted cash

 

 

 144

 

 

 

 144

 

Marketable securities

 

 

 2,620

 

 

 

 1,166

 

Other assets

 

 

 1,241

 

 

 

 1,665

 

Mineral property interests

 

 

 145,649

 

 

 

 142,639

 

Investments in associates

 

 

 32,638

 

 

 

 36,248

 

Current liabilities

 

 

 867

 

 

 

 1,732

 

Non-current liabilities

 

 

 4,800

 

 

 

 4,569

 

Working capital surplus (1)

 

 

 8,114

 

 

 

 7,713

 

Accumulated deficit

 

 

 149,988

 

 

 

 149,054

 

 

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

 

Three months ended March 31:

 

2024

 

 

2023

 

Cash (used in) provided by operating activities

 

 

 (1,358 )

 

 

 (1,801 )

Cash (used in) provided by investing activities

 

 

 (176 )

 

 

 171

 

Cash (used in) provided by financing activities

 

 

 (47 )

 

 

 7,863

 

 

5.1 Cash flows

 

During the three months ended March 31, 2024, the Company used cash of $1,358 in operating activities compared to $1,801 in 2023. The cash outflow for the current period was lower primarily due to the lower exploration and employee costs in addition to a lower marketing expense and receipts of outstanding accounts receivable.

 

During the three months ended March 31, 2024, the Company used cash from investing activities of $176, representing mainly the net receipts of $3,820 for selling Dolly Varden shares set off against the mineral property additions of $3,022 and net marketable security additions of $1,056. During the three months ended March 31, 2023, the Company generated cash from investing activities of $171 representing interest received on cash deposits and an option payment of $50 received in respect of the Radis project.

 

For the three months ended March 31, 2024, cash used by financing activities of $47 which consisted of lease payments. For the three months ended March 31, 2023, cash provided by financing activities of $7,863 primarily represented the net proceeds received in respect of a flow through common share (section 5.4) offering which was completed in March 2023.

 

5.2 Contractual commitments

 

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following table summarizes the remaining contractual maturities of the Company’s financial liabilities and commitments as at March 31, 2024, shown in contractual undiscounted cashflows:

 

 

 

Within 1

year

 

 

2 to 3

years

 

 

Over 3

years

 

 

At March 31

2024

 

Accounts payable and accrued liabilities

 

 $ 696

 

 

 $ -

 

 

 $ -

 

 

 $ 696

 

Flow-through obligation

 

 

 592

 

 

 

 -

 

 

 

 -

 

 

 

 592

 

Undiscounted lease payments

 

 

 189

 

 

 

 64

 

 

 

 -

 

 

 

 253

 

Total

 

 $ 1,477

 

 

 $ 64

 

 

 $ -

 

 

 $ 1,541

 

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

9

 

 

 

 

During the three months ended March 31, 2024, the Company entered into a drilling services contract and has committed to an approximate 2,500 metre drilling program with the contractor.

 

The Company also makes certain payments arising on mineral claims and leases on an annual or bi-annual basis to ensure all the Company’s properties remain in good standing. Cash payments of $43 were made during the three months ended March 31, 2024, in respect of these mineral claims.

 

As well, the Company is committed to certain office rental expense in respect of shared head office premises as noted in section 7.

 

5.3 Summary of mineral property interests

 

 

 

Quebec

 

 

Nunavut

 

 

Total

 

Balance at December 31, 2023

 

 $ 122,978

 

 

 $ 19,661

 

 

 $ 142,639

 

Additions (1)

 

 

 3,022

 

 

 

 -

 

 

 

 3,022

 

Change in estimate of provision for site reclamation and closure

 

 

 4

 

 

 

 (16 )

 

 

 (12 )

Balance at March 31, 2023

 

 $ 126,004

 

 

 $ 19,645

 

 

 $ 145,649

 

 

(1) On February 29, 2024, the Company, and its joint operation partner Newmont Corporation (“Newmont”), through their respective subsidiaries, closed a transaction whereby the Company acquired 100% control of the joint operation interests, the Éléonore South project, consolidating these properties into the Company’s portfolio at which time the joint venture operation was dissolved. The 49.978% that Newmont held was acquired by the Company for $3,000 while incurring $22 in transaction costs. As part of the same transaction, the Company also acquired a 10.9% interest in Sirios for $1,300 which is held as marketable securities.

 

5.4 Capital resources

 

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

 

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

 

March 2023 financing

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

10

 

 

 

 

 

 

Number of

common shares

 

 

Impact on

share capital

 

Flow-through shares, issued at $1.44 per share

 

 

 6,076,500

 

 

 $ 8,750

 

Less: flow-through share premium liability

 

 

 -

 

 

 

 (3,889 )

Cash share issue costs

 

 

 -

 

 

 

 (912 )

Proceeds, net of share issue costs

 

 

 6,076,500

 

 

 $ 3,949

 

 

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

 

Exercise of share options and warrants

 

During the three months ended March 31, 2024, there were no exercises of share options and warrants.

 

As at March 31, 2024, the share options and warrants outstanding were as follows:

 

 

 

 

Share options outstanding

Share options exercisable

 

Exercise price

($/option)

 

 

Number of shares

 

 

Weighted average exercise price ($/option)

 

 

Weighted average remaining life (years)

 

 

Number of shares

 

 

Weighted average exercise price ($/option)

 

 

Weighted average remaining life (years)

 

$0.53 – $1.00

 

 

 

 4,049,181

 

 

 

 0.83

 

 

 

 3.46

 

 

 

 3,223,181

 

 

 

 0.84

 

 

 

 3.32

 

$1.00 – $1.95

 

 

 

 3,853,609

 

 

 

 1.18

 

 

 

 2.48

 

 

 

 3,853,609

 

 

 

 1.18

 

 

 

 2.48

 

$2.05

 

 

 

 1,985,000

 

 

 

 2.05

 

 

 

 1.56

 

 

 

 1,985,000

 

 

 

 2.05

 

 

 

 1.56

 

 

 

 

 

 9,887,790

 

 

 

 1.21

 

 

 

 2.70

 

 

 

 9,061,790

 

 

 

 1.25

 

 

 

 2.58

 

 

Expiry date

 

Warrants

outstanding

 

 

Exercise price

($/share)

 

October 6, 2024

 

 

 5,085,670

 

 

 

 1.20

 

October 12, 2024

 

 

 2,375,780

 

 

 

 1.20

 

Total

 

 

 7,461,450

 

 

 

 1.20

 

 

As at May 14, 2024, there were 9,457,906 and 7,461,450 of share options and warrants outstanding, respectively, with a weighted average exercise price of $1.17 and $1.20, respectively.

 

Capital structure

 

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

Number of common shares issued and outstanding as at March 31, 2024: 146,077,103

Number of common shares issued and outstanding as at May 14, 2024:  146,077,103

 

Section 6: Financial risk summary

 

As at March 31, 2024, the Company’s financial instruments consist of cash, marketable securities, accounts receivable, deposits, and accounts payable and accrued liabilities. The fair values of these financial instruments, other than the marketable securities, approximate their carrying values due to their short term to maturity. The Company’s marketable securities, representing investments held in publicly traded entities, were classified as level 1 of the fair value hierarchy and measured at fair value using their quoted market price at period end.

 

The Company’s financial instruments are exposed to certain financial risks, primarily liquidity risk, credit risk and market risk, including price risk. Details of the primary financial risks that the Company is exposed to are available in the notes to the Company’s interim consolidated financial statements for the three months ended March 31, 2024.

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

11

 

 

 

 

Section 7: Related party transactions and balances

 

7.1 UMS:

 

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

 

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

 

 

 

Three Months ended March 31

 

 

 

2024

 

 

2023

 

Exploration and evaluation costs

 

 $ 58

 

 

 $ 296

 

General and administration

 

 

 73

 

 

 

 241

 

Total transactions for the period

 

 $ 131

 

 

 $ 537

 

 

The outstanding balance owing at March 31, 2024, was $38 (December 31, 2023 – $167) which is included in accounts payable and accrued liabilities.

 

The Company is contractually obligated to provide for a certain share, estimated annually, of the operating expenses of UMS, specifically in respect of a ten-year office lease which was entered into on July 1, 2021. As at March 31, 2024, the Company expects to incur approximately $216 in respect of its share of future rental expense of UMS for the remaining 7 years.

 

The Company issues share options to certain UMS employees, including key management personnel of the Company. The Company recognized a share-based compensation reversal of $4 for the three months ended March 31, 2024 in respect of share options issued to UMS employees (March 31, 2023 - $224).

 

7.2 Key management personnel

 

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

 

 

 

Three Months ended March 31

 

 

 

2024

 

 

2023

 

Short-term benefits provided to executives (a)

 

 $ 215

 

 

 $ 272

 

Directors’ fees paid to non-executive directors

 

 

 35

 

 

 

 65

 

Share-based payments

 

 

 147

 

 

 

 459

 

Total

 

 $ 397

 

 

 $ 796

 

 

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

 

Section 8: Critical accounting estimates and judgements

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

12

 

 

 

 

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

 

Application of new and revised accounting standards

 

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

 

On May 25, 2023, the IASB issued the final amendments to IAS 7 and IFRS 7 which address the disclosure requirements to enhance the transparency of supplier finance arrangements and their effects on a company’s liabilities, cash flows and exposure to liquidity risk. The amendments add a disclosure objective to IAS 7 stating that an entity is required to disclose information about its supplier finance arrangements that enables users of financial statements to assess the effects of those arrangements on the entity’s liabilities and cash flows. In addition, IFRS 7 was amended to add supplier finance arrangements as an example within the requirements to disclose information about an entity’s exposure to concentration of liquidity risk. The adoption of the new standard did not impact the financial statements of the Company.

 

On September 22, 2022, the IASB issued "Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)" with amendments that clarify how a seller-lessee subsequently measures sale and leaseback transactions that satisfy the requirements in IFRS 15 to be accounted for as a sale. The amendments to IFRS 16 add subsequent measurement requirements for sale and leaseback transactions that satisfy the requirements in IFRS 15 to be accounted for as a sale. The adoption of the new standard did not impact the financial statements of the Company.

 

New and amended standards not yet effective

 

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

 

Section 9: Controls and procedures

 

Disclosure controls and procedures

 

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

 

Internal control over financial reporting

 

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

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

13

 

 

 

 

 

·

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

 

 

 

 

·

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

 

 

 

 

·

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

 

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

 

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

 

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

 

On behalf of the Board of Directors,

 

“Forrester A. (“Tim”) Clark”       

 

Forrester A. (“Tim”) Clark

 

Chief Executive Officer

 

May 14, 2024

 

 

Fury Gold Mines Limited Management’s

Discussion and Analysis of Financial Condition and

Results of Operations for the Three Months Ended March 31, 2024

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

14