EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 SilverCrest Metals Inc.: Exhibit 99.1 - Filed by newsfilecorp.com

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AND NOTES

FOR THE SIX MONTHS ENDED JUNE 30, 2020

(Unaudited - Expressed in Canadian Dollars)


SILVERCREST METALS INC.
TABLE OF CONTENTS

 

 

  Page
   
Condensed Consolidated Interim Statements of Financial Position 3
   
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss 4
   
Condensed Consolidated Interim Statements of Cash Flows 5
   
Condensed Consolidated Interim Statement of Shareholders' Equity 6
   
Notes to the Condensed Consolidated Interim Financial Statements 7 - 16


SILVERCREST METALS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS)
AS AT


    June 30, 2020     December 31, 2019  
             
ASSETS            
Current assets            
Cash and cash equivalents $ 219,456   $ 110,384  
Amounts receivable (note 5)   874     618  
Value-added taxes receivable   1,950     1,566  
Prepaids   668     615  
Total current assets   222,948     113,183  
             
Non-current assets            
Value-added taxes receivable   8,092     6,461  
Deposits   94     94  
Property and equipment (note 4)   4,534     2,797  
Exploration and evaluation assets (note 3)   5,490     5,490  
Total non-current assets   18,210     14,842  
             
TOTAL ASSETS $ 241,158   $ 128,025  
             
LIABILITIES AND SHAREHOLDERS' EQUITY            
             
Current liabilities            
Accounts payable and accrued liabilities (notes 5 and 6) $ 8,025   $ 4,962  
Lease liabilities   176     176  
Total current liabilities   8,201     5,138  
             
Non-current liabilities            
Lease liabilities   289     357  
Total liabilities   8,490     5,495  
             
Shareholders' equity            
Capital stock (note 6)   352,900     209,736  
Share-based payment reserve (note 6)   12,004     11,369  
Deficit   (132,236 )   (98,575 )
Total shareholders' equity   232,668     122,530  
             
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 241,158   $ 128,025  

Nature of operations (note 1)

Subsequent events (note 9)

Approved by the Board and authorized for issue on August 11, 2020:

"N. Eric Fier"

Director

"Graham C. Thody"

Director

 


SILVERCREST METALS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS, EXCEPT FOR PER SHARE AMOUNTS; SHARES IN THOUSANDS)
FOR THE THREE AND SIX MONTHS ENDED JUNE 30,

 

    Three months ended     Six months ended  
    2020     2019     2020     2019  
                         
Operating expenses                        
Depreciation (note 4) $ (37 ) $ (39 ) $ (97 ) $ (76 )
Exploration and evaluation expenditures (note 3)   (8,240 )   (12,331 )   (30,151 )   (18,807 )
General and administrative expenses   (405 )   (154 )   (724 )   (384 )
Marketing   (45 )   (273 )   (163 )   (478 )
Professional fees (note 5)   (355 )   (186 )   (695 )   (418 )
Remuneration (note 5)   (757 )   (486 )   (1,295 )   (887 )
Share-based compensation (notes 5 and 6)   (623 )   (730 )   (1,310 )   (1,965 )
    (10,462 )   (14,199 )   (34,435 )   (23,015 )
Other income (expense)                        
Foreign exchange loss   (7,202 )   (85 )   (388 )   (1,037 )
Interest expense (note 7)   (12 )   (15 )   (25 )   (31 )
Interest income   621     236     1,138     546  
Loss and comprehensive loss for the period $ (17,055 ) $ (14,063 ) $ (33,710 ) $ (23,537 )
                         
Basic and diluted comprehensive loss per common share $ (0.14 ) $ (0.16 ) $ (0.29 ) $ (0.28 )
                         
Weighted average number of common shares outstanding   124,178     85,674     116,893     85,462  


SILVERCREST METALS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS)
FOR THE SIX MONTHS ENDED JUNE 30,

 

    2020     2019  
             
CASH FLOWS FROM OPERATING ACTIVITIES            
Net loss for the period $ (33,710 ) $ (23,537 )
Adjustments for:            
Depreciation (note 4)   236     120  
Foreign exchange loss, unrealized   960     1,042  
Interest expense   25     31  
Interest income   (1,138 )   (546 )
Share-based compensation   2,301     2,767  
Changes in non-cash working capital items:            
Amounts receivable   178     53  
Taxes receivable   (3,367 )   (1,510 )
Prepaids and deposits   (53 )   (142 )
Accounts payable and accrued liabilities   2,988     3,459  
Net cash used in operating activities   (31,580 )   (18,263 )
             
CASH FLOWS FROM INVESTING ACTIVITIES            
Interest received   704     279  
Exploration and evaluation assets   -     (250 )
Option payment received   -     133  
Purchase of property and equipment   (1,598 )   (358 )
Net cash used in investing activities   (894 )   (196 )
             
CASH FLOWS FROM FINANCING ACTIVITIES            
Capital stock issued   143,483     1,463  
Capital stock issuance costs   (2,210 )   (199 )
Payment of lease liabilities   (92 )   (91 )
Net cash provided by financing activities   141,181     1,173  
             
Effect of foreign exchange on cash and cash equivalents   365     (1,034 )
             
Change in cash and cash equivalents, during the period   109,072     (18,320 )
Cash and cash equivalents, beginning of the period   110,384     44,014  
Cash and cash equivalents, end of the period $ 219,456   $ 25,694  
             
Cash and cash equivalents is represented by:            
Cash $ 4,463   $ 4,841  
Cash equivalents   214,993     20,853  
Total cash and cash equivalents $ 219,456   $ 25,694  
             
Non-cash investing activities            
Capitalized to property and equipment            
Accounts payable and accrued liabilities $ 349   $ -  
Right of use asset recognized $ -   $ 645  
             
Supplementary cash flow information   June 30, 2020     December 31, 2020  
Share issuance costs in accounts payable and accrued liabilities $ -   $ (374 )


SILVERCREST METALS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENT OF SHAREHOLDERS’ EQUITY
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS AND SHARES IN THOUSANDS)
FOR THE SIX MONTHS ENDED JUNE 30, 2020 AND 2019

 

    Capital stock     Share-based              
                payment              
    Number     Amount     reserve     Deficit     Total  
                               
Balance at December 31, 2018   84,923   $ 86,745   $ 6,196   $ (39,390 ) $ 53,551  
                               
Capital stock issued   100     292     -     -     292  
Capital stock issuance costs   -     (14 )   -     -     (14 )
Shares cancelled and returned to treasury   (63 )   -     -     -     -  
Warrants exercised   443     643     -     -     643  
Stock options exercised   395     857     (329 )   -     528  
Share-based compensation, stock options   -     -     2,767     -     2,767  
Net loss and comprehensive loss for the period   -     -     -     (23,537 )   (23,537 )
                               
Balance at June 30, 2019   85,798     88,523     8,634     (62,927 )   34,230  
                               
Capital stock issued   17,756     121,964     -     -     121,964  
Capital stock issuance costs   -     (6,875 )   -     -     (6,875 )
Warrants exercised   3,517     5,288     -     -     5,288  
Stock options exercised   400     836     (306 )   -     530  
Stock options forfeited   -     -     (84 )   84     -  
Share-based compensation, stock options   -     -     3,125     -     3,125  
Net loss and comprehensive loss for the period   -     -     -     (35,732 )   (35,732 )
                               
Balance at December 31, 2019   107,471     209,736     11,369     (98,575 )   122,530  
                               
Capital stock issued (note 6)   18,882     141,210     -     -     141,210  
Capital stock issuance costs (note 6)   -     (1,835 )   -     -     (1,835 )
Stock options exercised (note 6)   2,118     3,789     (1,516 )   -     2,273  
Stock options forfeited (note 6)   -     -     (49 )   49     -  
Share-based compensation, stock options (note 6)   -     -     2,200     -     2,200  
Net loss and comprehensive loss for the period   -     -     -     (33,710 )   (33,710 )
                               
Balance at June 30, 2020   128,471   $ 352,900   $ 12,004   $ (132,236 ) $ 232,668  


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

1.   NATURE OF OPERATIONS

SilverCrest Metals Inc. (the "Company" or "SilverCrest") is a Canadian precious metals exploration company headquartered in Vancouver, BC. The Company was incorporated under the Business Corporations Act (British Columbia). The common shares of the Company trade on the Toronto Stock Exchange under the symbol "SIL" and on the NYSE-American under the symbol "SILV". The head office and principal address of the Company is 501-570 Granville Street, Vancouver, BC, Canada, V6C 3P1. The address of the Company's registered and records office is 19th Floor, 885 West Georgia Street, Vancouver, BC, Canada, V6C 3H4.

The Company's primary exploration and evaluation asset is the Las Chispas Project, located in Sonora, Mexico, which is in an advanced exploration stage.

The Company's business could be adversely affected by the effects of the outbreak of respiratory illness caused by the novel coronavirus ("COVID-19"). Since early March 2020, significant measures have been implemented in Canada, Mexico, and the rest of the world by governmental authorities in response to COVID-19. The Company cannot accurately predict the impact COVID-19 will have on the ability of third parties to meet their obligations with the Company, including due to uncertainties relating to the ultimate geographic spread of the virus, the severity of the disease, the duration of the outbreak, and the length of travel and quarantine restrictions imposed by governments of affected countries. In particular, the continued spread of the COVID-19 globally could materially and adversely impact the Company's business including without limitation, employee health, limitations on travel, the availability of industry experts and personnel, restrictions on planned drill and exploration programs, and other factors that depend on future developments beyond the Company's control. In addition, COVID-19 has resulted in a widespread health crisis that has adversely affected the economies and financial markets of many countries (including Canada and Mexico), resulting in an economic downturn that may negatively impact the Company's financial position, financial performance, cash flows, and its ability to raise capital. In compliance with directives issued by the Mexican government, the Company suspended exploration activities at the Las Chispas Project on April 1, 2020. Exploration activities resumed on May 19, 2020, in accordance with all health-related directives issued by the Mexican government and following strict COVID-19 protocols.  While the impact of COVID-19 is expected to be temporary, the current circumstances are dynamic and the impacts of COVID-19 on the Company's exploration activities, including the impact on the timing of its planned feasibility study, cannot be reasonably estimated at this time.

2. SIGNIFICANT ACCOUNTING POLICIES

Statement of Compliance

These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34 - Interim Financial Reporting as issued by the International Accounting Standards Board. These condensed consolidated interim financial statements should be read in conjunction with the Company's consolidated financial statements for the year ended December 31, 2019, which include information necessary or useful to understanding the Company's business and financial statement presentation. In particular, the Company's significant accounting policies and use of judgments and estimates were presented in notes 2 and 4, respectively, of those consolidated financial statements and have been consistently applied in the preparation of these condensed consolidated interim financial statements.

Basis of preparation and measurement

These condensed consolidated interim financial statements have been prepared on a historical cost basis, except for certain financial instruments which are measured at fair value. Additionally, these condensed consolidated interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

These condensed consolidated interim financial statements were approved for issuance by the Board of Directors on August 11, 2020.

Basis of consolidation

These condensed consolidated interim financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. Material subsidiaries include NorCrest Metals Inc., a Canadian corporation, Minera La Llamarada, S.A. de C.V., a Mexican corporation, and Babicanora Agricola del Noroeste S.A. de C.V., a Mexican corporation. The Company consolidates subsidiaries where the Company can exercise control. Control is achieved when the Company is exposed to variable returns from involvement with an investee and can affect the returns through power over the investee. Control is normally achieved through ownership, directly or indirectly, of more than 50 percent of the voting power. Control can also be achieved through power over more than half of the voting rights by virtue of an agreement with other investors or through the exercise of de facto control. All intercompany balances, transactions, income and expenses, and profits or losses have been eliminated on consolidation.


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Use of estimates and judgements and COVID-19

The preparation of these condensed consolidated interim financial statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the reported amounts and the valuation of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated interim financial statements and the reported amounts of revenues and expenditures during the period.

COVID-19 led to a temporary suspension of the Company's exploration activities and has severely disrupted the global economy and financial markets. It is difficult to estimate the nature, timing, and extent of the business and economic impact on the Company's financial performance and this uncertainty could materially affect the Company's operations and financial condition. This uncertainty could also materially affect estimates including the valuation of long-lived assets, including property and equipment and exploration and evaluation assets, as well as the collectability and classification of taxes receivable from the Mexico government. Actual results may materially differ from these estimates.

3.  EXPLORATION AND EVALUATION ASSETS AND EXPENDITURES

A summary of acquisition costs capitalized as exploration and evaluation assets is as follows:

    Las Chispas     Guadalupe     Total  
Balance at December 31, 2018 $ 4,797   $ 391   $ 5,188  
Additions during the year   693     -     693  
Recovery of exploration and evaluation assets   -     (391 )   (391 )
Balance at December 31, 2019 and June 30, 2020 $ 5,490   $ -   $ 5,490  

Las Chispas Property, Sonora, Mexico

The Las Chispas Property consists of 28 concessions. The following table summarizes the option payments for these mineral concessions. Except as disclosed below, the Company has either 100% ownership of or the rights to purchase 100% ownership of these concessions.

Property   # of concessions     Title %     Future option payments (US$ '000)     Paid in 2020 (US$ '000)     Paid in 2019 (US$ '000)     Prior option payments (US$ '000)     Total option payments (US$ '000)
                                         
Las Chispas   25     100%   $ -   $ -   $ 455   $ 3,366   $ 3,821
The Company, through staking and various option agreements, owns 100% of 25 concessions. During 2019, the Company paid $604 (US$455) to exercise option agreements. Accordingly, there are no further payments required. For one of the concessions, a 2% net smelter return royalty is payable for material from this concession that has processed grades greater than or equal to 40 ounces per tonne of silver and 0.5 ounces per tonne of gold, combined.
                                         
Las Chispas   1     67%   $ -   $ -   $ -   $ 5   $ 5
The remaining 33% of this concession is owned by a local Mexican family and not optioned to SilverCrest. None of the Company's Mineral Resource is located on this concession.
                                         
Las Chispas   2     0%   $ 150   $ -   $ -   $ 27   $ 177
During 2018, the Company paid $27 to purchase the rights to mining concession applications from a local Mexican company.  Once the applications are accepted and mining concessions are issued by the mining registry, the Company has agreed to pay US$150 to recieve a 100% title to the concessions.
                                         
Total Las Chispas Concessions   28         $ 150   $ -   $ 455   $ 3,398   $ 4,003


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

3.  EXPLORATION AND EVALUATION ASSETS AND EXPENDITURES (continued)

Guadalupe Property, Durango, Mexico

The Company also had a 100% interest in the Guadalupe property. On February 28, 2018, the Company entered into an option agreement whereby the optionee could earn a 100% interest in the Guadalupe property by making staged payments of $126 (US$100) upon signing (received), $133 (US$100) on February 28, 2019 (received), and US$300 on February 28, 2020. During 2019, the Company agreed to discount the final payment to US$250 in exchange for an accelerated payment from the optionee. Accordingly, the Company received $324 (US$250) and the optionee exercised its option to earn 100% title to the property. The Company recorded option payments and the reimbursement of concession taxes as a recovery and credited it against the carrying value of the Guadalupe property. As a result, during 2019, the Company recorded a gain on disposal of the Guadalupe property of $66.

Other exploration properties in Mexico

The Company has other exploration properties located in Sonora, Mexico. While the Company continues to have a 100% interest in these properties, no substantive exploration expenditures are currently budgeted nor planned. At June 30, 2020 the carrying value of these properties is $Nil.

Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing history characteristic of many mineral properties. The Company has investigated title to all its mineral properties and, to the best of its knowledge, titles to all its properties are in good standing except as otherwise disclosed. However, this should not be considered as a guarantee of title. The mineral properties may be subject to prior claims or agreements, or transfers, and rights of ownership may be affected by undetected defects.

Exploration and evaluation expenditures

The following table details the exploration and evaluation expenditures for all properties:

    Six months ended     Six months ended  
    June 30, 2020     June 30, 2019  
Las Chispas Property            
Assays $ 1,108   $ 815  
Decline construction and underground workings   7,521     3,694  
Depreciation (note 4)   139     44  
Drilling   12,307     10,406  
Field and administrative costs   2,048     468  
Salaries and remuneration (notes 5)   2,550     1,125  
Share-based compensation (notes 5 and 6)   991     803  
Technical consulting services and studies   3,446     1,264  
Subtotal - Las Chispas Property   30,110     18,619  
             
Other exploration properties   41     188  
             
Total exploration and evaluation expenditures $ 30,151   $ 18,807  


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

4. PROPERTY AND EQUIPMENT

    Building     Computer     Equipment     Right of
use assets
    Vehicle     Land     Construction
in progress(1)
    Total  
Cost                                                
At December 31, 2018 $ -   $ 42   $ 79   $ -   $ 219   $ 1,094   $ -   $ 1,434  
Recognition of right of use 
      asset upon initial adoption
      of accounting policy
  -     -     -     645     -     -     -     645  
Additions   328     84     386     11     321     -     -     1,130  
At December 31, 2019   328     126     465     656     540     1,094     -     3,209  
Reclassification   -     -     (312 )   -     -     -     312     -  
Additions   85     36     14     -     217     -     1,621     1,973  
At June 30, 2020 $ 413   $ 162   $ 167   $ 656   $ 757   $ 1,094   $ 1,933   $ 5,182  
                                                 
Accumulated depreciation                                                
At December 31, 2018 $ -   $ 26   $ 25   $ -   $ 80   $ -   $ -   $ 131  
Depreciation for the year   14     24     14     141     88     -     -     281  
At December 31, 2019   14     50     39     141     168     -     -     412  
Depreciation for the period   28     32     35     71     70     -     -     236  
At June 30, 2020 $ 42   $ 82   $ 74   $ 212   $ 238   $ -   $ -   $ 648  
                                                 
Carrying amounts                                                
At December 31, 2019 $ 314   $ 76   $ 426   $ 515   $ 372   $ 1,094   $ -   $ 2,797  
At June 30, 2020 $ 371   $ 80   $ 93   $ 444   $ 519   $ 1,094   $ 1,933   $ 4,534  

(1) At June 30, 2020, the Company had committed to an additional $973 of costs related to construction in progress.

5.  RELATED PARTY TRANSACTIONS

Professional fees

During the six months ended June 30, 2020, the Company paid or accrued professional fees of $297 (June 30, 2019 - $82) and capital stock issuance costs of $151 (June 30, 2019 - $15), to Koffman Kalef LLP, a law firm of which the Company's Corporate Secretary is a partner. As at June 30, 2020, $74 (December 31, 2019 - $129) was payable to Koffman Kalef LLP.

Key management compensation

The Company's key management personnel have authority and responsibility for planning, directing, and controlling the activities of the Company and include the Company's Chief Executive Officer ("CEO"), President, Chief Financial Officer ("CFO"), Chief Operating Officer ("COO"), and directors. Key management personnel compensation is summarized as follows:

    Six months ended     Six months ended  
    June 30, 2020     June 30, 2019  
Management fees(1) $ 205   $ 168  
Management remuneration(2)   431     351  
Director fees   112     79  
Share-based compensation(3), (4)   607     2,252  
  $ 1,355   $ 2,850  

(1) Total management fees of $205 (June 30, 2019 - $168) were paid to a company controlled by the CEO of which $105 (June 30, 2019 - $Nil) was recorded as exploration and evaluation expenditures (note 3).

(2) Remuneration and short-term benefits were paid to the President, CFO, and COO, of which $163 (June 30, 2019 - $120) was recorded as exploration and evaluation expenditures (note 3).


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

5.  RELATED PARTY TRANSACTIONS (continued)

Key management compensation (continued)

(3) Share-based compensation is the vested portion of the fair value at the grant date of stock options awarded to all directors and officers of the Company.

(4) During the six months ended June 30, 2020, the Company recorded share-based compensation of $344 (June 30, 2019 – $581) for the vested portion of options granted to the CEO, CFO, and COO of which $186 (June 30, 2019 – $494) was recorded as exploration and evaluation expenditures (note 3) and $158 (June 30, 2019 – $87) was recorded as share-based compensation in the statement of loss and comprehensive loss.

Other transactions

During the six months ended June 30, 2020, the Company:

  • paid remuneration of $66 (June 30, 2019 - $51) to an employee providing technical services who is an immediate family member of the CEO, of which $63 (June 30, 2019 - $35) was recorded as exploration and evaluation expenditures (note 3) and $3 (June 30, 2019 - $16) was expensed as remuneration. The Company also recorded share-based compensation of $76 (June 30, 2019 - $49) for the vested portion of stock options granted to this employee, of which $72 (June 30, 2019 - $35) was recorded as exploration and evaluation expenditures (note 3) and $4 (June 30, 2019 - $14) was expensed as share-based compensation; and
  • recorded loans receivable at June 30, 2020 of $170 (December 31, 2019 - $341) due from officers of the Company. The loans accrue interest at a rate of 2% per annum and are due at December 31, 2020.

The Company has an allocation of costs agreement with Goldsource Mines Inc. ("Goldsource"), a company related by common directors and officers, whereby the Company shares salaries, administrative services, and other expenses. During the six months ended June 30, 2020, the Company allocated to Goldsource $81 (June 30, 2019 - $130) for its share of these expenses, of which $15 (December 31, 2019 - $36) was receivable from Goldsource at June 30, 2020. Amounts allocated to Goldsource are due at the end of each fiscal quarter and accrue interest at a rate of 1% per month, if in arrears for greater than 30 days.

6.  CAPITAL STOCK

Authorized shares

The Company's authorized capital stock consists of an unlimited number of common shares and an unlimited number of preferred shares without nominal or par value.

Issued and outstanding

As of June 30, 2020, the Company had 128,470,531 common shares and no preferred shares outstanding.

Six months ended June 30, 2020

On January 10, 2020, the Company completed a private placement with SSR Mining Inc. ("SSR Mining") of 1,819,074 common shares at a price of $7.28 per common share for gross proceeds of $13,243. SSR Mining exercised its right to maintain its pro rata ownership interest of up to 9.9% of the outstanding common shares of the Company pursuant to an agreement between the Company and SSR Mining dated November 28, 2018. The Company incurred $43 of related capital stock issue costs.

On April 17, 2020, the Company completed a private placement of 13,465,001 common shares at a price of $7.50 per common share for gross proceeds of $100,987. The Company incurred $1,478 of related capital stock issuance costs.

On April 24, 2020, the Company completed a private placement with SSR Mining of 3,597,291 common shares at a price of $7.50 per common share for gross proceeds of $26,980. SSR Mining exercised its right to maintain its pro rata ownership interest of up to 9.9% of the outstanding common shares of the Company pursuant to an agreement between the Company and SSR Mining dated November 28, 2018. The Company incurred $314 of related capital stock issue costs.


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

6.  CAPITAL STOCK (continued)

Issued and outstanding (continued)

The Company also issued 2,118,150 common shares at prices ranging from $0.16 to $4.54 per common share for gross proceeds of $2,273 upon the exercise of stock options. Accordingly, the Company reallocated $1,516 from reserves to capital stock.

Year ended December 31, 2019

On January 11, 2019, the Company completed a private placement, with the new COO of the Company, of 100,000 units at a price of $2.92 per unit for gross proceeds of $292. Each unit consisted of one common share and one half-warrant. Each whole warrant entitles the holder to purchase one common share at a price of $4.03 per share until January 11, 2021. The Company did not pay a finder's fee in connection with the private placement and incurred $14 of capital stock issuance costs.

The Company cancelled and returned to treasury 62,722 shares pursuant to a depositary agreement dated September 15, 2015 between the Company and Computershare Trust Company of Canada ("Computershare"). Computershare was appointed to act as depositary for common shares of the Company to be distributed to former shareholders of SilverCrest Mines Inc. by a plan of arrangement agreement ("the Arrangement") dated July 26, 2015. Any shares not distributed on or before October 1, 2018, the third anniversary of the date of completion of the Arrangement, were returned to the Company for cancellation.

On August 15, 2019, the Company completed a short-form prospectus offering of 4,326,300 common shares at a price of $5.85 per common share for gross proceeds of $25,309. The Company incurred $1,560 of related capital stock issue costs.

On August 16, 2019, the Company completed a private placement with SSR Mining of 780,000 common shares at a price of $5.85 per common share for gross proceeds of $4,563. SSR Mining exercised its right to maintain its pro rata ownership interest of up to 9.9% of the outstanding common shares of the Company pursuant to an agreement between the Company and SSR Mining dated November 28, 2018. The Company incurred $55 of related capital stock issue costs.

The Company issued 3,959,804 common shares at prices ranging from $1.45 to $2.29 per common share for gross proceeds of $5,931 upon the exercise of warrants. The Company incurred $6 of related capital stock issue costs. The Company also issued 795,000 common shares at prices ranging from $0.16 to $3.24 per common share for gross proceeds of $1,058 upon the exercise of stock options. Accordingly, the Company reallocated $635 from reserves to capital stock.

On December 18, 2019, the Company completed a short-form prospectus offering of 12,650,000 common shares at a price of $7.28 per common share for gross proceeds of $92,092. The Company incurred $5,254 of related capital stock issuance costs.

Warrants

Warrant transactions during the period (year) are as follows:

    Six months ended June 30, 2020     Year ended December 31, 2019  
    Number of
warrants
    Weighted average
exercise price
    Number of
warrants
    Weighted average  
    exercise price  
Outstanding, beginning of period (year)   50,000   $ 4.03     3,959,804   $ 1.50  
Issued   -     -     50,000     4.03  
Exercised   -     -     (3,959,804 )   1.50  
Outstanding, end of period (year)   50,000   $ 4.03     50,000   $ 4.03  

The warrants outstanding as of June 30, 2020 are as follows:

          Remaining life     Number  
Expiry date   Exercise price     (years)     of warrants  
January 11, 2021 $ 4.03     0.53     50,000  

 


SILVERCREST METALS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED - EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS UNLESS OTHERWISE STATED)
SIX MONTHS ENDED JUNE 30, 2020

6.  CAPITAL STOCK (continued)

Stock options

The Company has a "rolling 10%" Stock Option Plan which authorizes the grant of stock options to directors, officers, employees, and consultants, enabling them to acquire common shares of the Company to a maximum of 10% of the then issued and outstanding common shares. The exercise price of any option will be the market price of the Company's stock as at the date of the grant. The options can be granted for a maximum term of ten years with vesting determined by the Board of Directors.

A summary of the Company's stock option transactions during the period (year) is as follows:

    Six months ended June 30, 2020     Year ended December 31, 2019  
    Number of     Weighted average     Number of     Weighted average  
    options     exercised price     options     exercised price  
Outstanding, beginning of period (year)   8,758,750   $ 3.38     7,627,500   $ 1.99  
Issued   -     -     1,976,250     7.94  
Exercised*   (2,118,150 )   1.07     (795,000 )   1.33  
Forfeited   (25,000 )   8.21     (50,000 )   3.24  
Outstanding, end of period (year)   6,615,600   $ 4.10     8,758,750   $ 3.38  

*The weighted average market value of the Company's shares at the dates of exercise was $10.48.

During 2019, the Company granted:

  • 1,132,500 stock options to directors, officers, employees and consultants with exercise prices ranging between $4.54 per share and $8.21 per share and expiring five years from the date of grant. These options vest over a one-year period, with 25% vesting after each of the three months, six months, nine months, and twelve months after the grant date, respectively; and
  • 843,750 stock options to directors, officers, employees, and consultants that can be exercised at a price of $8.24 per share until December 19, 2024. These options vest over a 3-year period with 33% vesting after each of one year, two years, and three years after the grant date, respectively.

Stock options outstanding and exercisable as of June 30, 2020 are as follows:

          Options outstanding     Options exerciseable  
          Number of shares     Remaining life     Number of shares  
Expiry date   Exercise price     issuable on exercise     (years)     issuable on exercise  
October 17, 2021 $ 2.56     100,000     1.30     100,000  
December 9, 2021 $ 2.30     1,100,000     1.44     1,100,000  
January 3, 2022 $ 2.55     100,000     1.51     100,000  
August 4, 2022 $ 1.88     556,100     2.10     556,100  
January 2, 2023 $ 1.84     350,000     2.51     350,000  
January 4, 2023 $ 1.94     795,000     2.52     795,000  
November 11, 2023 $ 3.41     100,000     3.37     100,000  
November 13, 2023 $ 3.30     200,000     3.37     200,000  
December 14, 2023 $ 3.24     1,384,500     3.46     1,384,500  
May 30, 2024 $ 4.54     128,750     3.92     128,750  
September 4, 2024 $ 8.21     950,000     4.18     712,500  
October 17, 2024 $ 7.89     7,500     4.30     3,750  
December 19, 2024 $ 8.24     843,750     4.47     -  
          6,615,600           5,530,600  

The weighted average remaining life of options outstanding is 3.02 years.