EX-99.1 2 tmb-20231113xex99d1.htm EX-99.1

Exhibit 99.1

Graphic

Condensed Interim Consolidated Financial Statements

Three and nine months ended September 30, 2023 and 2022

(Unaudited)


SKEENA RESOURCES LIMITED

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Unaudited – expressed in thousands of Canadian dollars)

Note

    

September 30, 2023

    

December 31, 2022

ASSETS

 

  

 

  

 

  

Current

 

 

  

 

  

Cash and cash equivalents

 

$

38,004

$

40,602

Marketable securities

 

 

2,012

 

2,494

Receivables

 

7

 

5,097

 

5,682

Prepaid expenses

 

 

2,418

 

1,346

47,531

 

50,124

 

  

 

Prepaid expenses

54

Deposits

 

 

3,750

 

2,128

Exploration and evaluation interests

 

5

 

107,849

 

95,438

Capital assets

 

6

 

25,517

 

20,236

Total assets

 

  

$

184,647

$

167,980

LIABILITIES

 

  

 

  

 

  

Current

 

  

 

  

 

  

Accounts payable and accrued liabilities

 

7

$

31,403

$

13,977

Current portion of lease liabilities

 

 

658

 

545

Flow-through share premium liability

 

 

737

 

4,557

Current portion of other liabilities

2,438

1,806

35,236

 

20,885

 

  

 

Long-term lease liabilities

 

 

2,524

 

3,017

Provision for closure and reclamation

 

 

6,000

 

6,160

Other liabilities

484

691

Total liabilities

 

  

 

44,244

 

30,753

SHAREHOLDERS’ EQUITY

 

  

 

  

 

  

Capital stock

 

8

 

539,496

 

464,029

Commitment to issue shares

1,000

1,250

Reserves

 

8

 

43,862

 

39,879

Deficit

 

  

 

(443,955)

 

(367,931)

Total shareholders’ equity

 

  

 

140,403

 

137,227

Total liabilities and shareholders’ equity

 

  

$

184,647

$

167,980

NATURE OF OPERATIONS (NOTE 1)

CONTINGENCIES (NOTE 10)

SUBSEQUENT EVENTS (NOTES 5 AND 11)

ON BEHALF OF THE BOARD OF DIRECTORS:

signed “Craig Parry”

    

signed “Suki Gill”

Director

Director

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

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Condensed Interim Consolidated Financial Statements | 2


SKEENA RESOURCES LIMITED

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(Unaudited – expressed in thousands of Canadian dollars, except share and per share amounts)

For the three months ended

For the nine months ended

September 30, 

September 30, 

    

Note

2023

    

2022

    

2023

    

2022

Accretion

 

$

57

$

17

$

178

$

51

Administrative compensation

 

7

 

1,498

 

1,682

 

4,309

 

3,454

Communications

 

  

 

410

 

510

 

1,034

 

1,712

Consulting

 

 

179

 

217

 

693

 

471

Depreciation

 

 

72

 

71

 

214

 

215

Exploration and evaluation

 

5

38,170

28,985

63,899

71,944

Flow-through share premium recovery

 

 

(2,702)

 

(5,956)

 

(3,820)

 

(13,070)

Insurance

238

488

1,355

1,499

Interest income

 

  

 

(838)

 

(130)

 

(1,518)

 

(276)

Loss (gain) on marketable securities

 

(219)

 

(192)

 

334

 

(963)

Office and administration

 

 

469

 

316

 

1,170

 

762

Professional fees

 

 

343

 

646

 

1,214

 

1,284

Share-based payments

 

7,8

 

2,042

 

1,965

 

6,554

 

5,037

Transfer agent and listing fees

 

  

 

76

 

159

 

408

 

361

Loss and comprehensive loss for the period

 

  

$

(39,795)

$

(28,778)

$

(76,024)

$

(72,481)

Loss per share – basic and diluted

 

  

$

(0.45)

$

(0.41)

$

(0.92)

$

(1.06)

Weighted average number of common shares outstanding – basic and diluted

 

 

88,203,855

 

70,227,095

 

82,794,872

 

68,384,529

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

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Condensed Interim Consolidated Financial Statements | 3


SKEENA RESOURCES LIMITED

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited – expressed in thousands of Canadian dollars, except shares)

Total

Capital Stock

Commitment to

Reserves

Shareholders’

(Note 8)

Issue Shares

(Note 8)

Deficit

Equity

    

Shares

    

Amount

    

Options

    

Restricted Share Units

    

Deferred Share Units

    

Investment Rights

    

Warrants

    

    

Balance December 31, 2021

 

65,392,363

$

361,982

$

$

23,710

$

198

$

$

2,500

$

14,200

$

(279,041)

$

123,549

Bought deal offering

5,702,479

34,500

34,500

Acquisition of QuestEx Gold & Copper Ltd. (Note 1)

1,082,553

9,528

267

61

9,856

Exercise of options

 

459,919

 

3,631

 

(1,205)

 

 

 

 

 

 

2,426

Vesting of Restricted Share Units

48,074

200

(200)

Exercise of warrants

 

2,812,500

 

41,701

 

 

 

 

 

(11,326)

 

 

30,375

Share issue costs

(2,651)

(2,651)

Share-based payments

 

 

 

5,216

 

2,402

 

 

 

 

 

7,618

Loss for the period

 

 

 

 

 

 

 

 

(72,481)

 

(72,481)

Balance September 30, 2022

 

75,497,888

$

448,891

$

$

27,988

$

2,400

$

$

2,500

$

2,935

$

(351,522)

$

133,192

Balance December 31, 2022

 

77,655,882

$

464,029

$

1,250

$

29,640

$

4,804

$

$

2,500

$

2,935

$

(367,931)

$

137,227

Bought deal offering

10,005,000

73,537

73,537

Acquisition of exploration and evaluation interests (Note 5)

30,413

250

(250)

Exercise of options

267,524

1,620

(586)

1,034

Vesting of Restricted Share Units

315,853

2,546

(2,546)

Tahltan Investment Rights

 

119,785

 

1,500

 

 

 

 

(1,500)

 

 

 

Exercise of warrants

 

9,657

 

90

 

 

 

 

 

(25)

 

 

65

Share issue costs

(4,076)

(4,076)

Share-based payments

2,136

6,429

75

8,640

Loss for the period

 

 

 

 

 

 

 

 

(76,024)

 

(76,024)

Balance September 30, 2023

 

88,404,114

$

539,496

$

1,000

$

31,190

$

8,687

$

75

$

1,000

$

2,910

$

(443,955)

$

140,403

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

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Condensed Interim Consolidated Financial Statements | 2


SKEENA RESOURCES LIMITED

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited – expressed in thousands of Canadian dollars)

For the three months ended

For the nine months ended

September 30, 

September 30, 

Note

2023

    

2022

2023

    

2022

OPERATING ACTIVITIES

 

  

 

  

  

 

  

Loss for the period

$

(39,795)

$

(28,778)

$

(76,024)

$

(72,481)

Items not affecting cash

 

  

 

  

 

  

 

  

Accretion

 

107

 

17

 

333

 

55

Depreciation

 

549

 

399

 

1,563

 

1,330

Loss on sale of equipment

87

Flow-through share premium recovery

 

(2,702)

 

(5,956)

 

(3,820)

 

(13,070)

Loss (gain) on marketable securities

 

(219)

 

(192)

 

334

 

(963)

Share-based payments

8

 

2,862

 

2,927

 

8,640

 

7,619

Changes in non-cash operating working capital

 

 

 

  

 

  

Receivables

 

(229)

 

(736)

 

585

 

2,318

Prepaid expenses

 

(157)

 

1,388

 

(1,018)

 

4,413

Accounts payable and accrued liabilities

 

18,560

 

6,798

 

16,003

 

5,328

Net cash used in operating activities

 

(21,024)

 

(24,133)

 

(53,404)

 

(65,364)

INVESTING ACTIVITIES

 

  

 

  

 

  

 

  

Proceeds from sale of marketable securities

148

Deposits refunded (paid)

 

(1,455)

 

82

 

(3,418)

 

583

Exploration and evaluation asset expenditures

5

(9,615)

(29)

(10,626)

(35)

Purchase of net smelter return royalty

5

(17,500)

(17,500)

Purchase of capital assets

6

 

(3,005)

 

(107)

 

(3,597)

 

(745)

Proceeds from disposal of capital assets

16

255

Settlement of other liabilities arising from mineral property acquisitions

5

(1,650)

Consideration paid on acquisition of QuestEx Gold & Copper Ltd.

1

(18,749)

Transaction costs on acquisition of QuestEx Gold & Copper Ltd.

1

(889)

Cash acquired on acquisition of QuestEx Gold & Copper Ltd.

1

5,037

Proceeds from sale of assets acquired from QuestEx Gold & Copper Ltd.

1

19,341

Net cash used in investing activities

 

(14,075)

 

(17,538)

 

(19,143)

 

(12,702)

FINANCING ACTIVITIES

 

  

 

  

 

  

 

  

Lease payments

(205)

(85)

(611)

(260)

Proceeds from bought deal financing

8

34,500

73,537

34,500

Proceeds from option exercises

8

2

19

1,034

2,426

Proceeds from warrant exercises

8

 

 

 

65

 

30,375

Share issue costs

8

 

(140)

 

(2,060)

 

(4,076)

 

(2,099)

Net cash provided by (used in) financing activities

 

(343)

 

32,374

 

69,949

 

64,942

Change in cash and cash equivalents during the period

 

(35,442)

 

(9,297)

 

(2,598)

 

(13,124)

Cash and cash equivalents, beginning of the period

 

73,446

 

36,486

 

40,602

 

40,313

Cash and cash equivalents, end of the period

$

38,004

$

27,189

$

38,004

$

27,189

Cash and cash equivalents are comprised of:

Cash

$

37,687

$

26,932

Cash equivalents

317

257

Cash and cash equivalents

$

38,004

$

27,189

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (NOTE 9)

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

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Condensed Interim Consolidated Financial Statements | 2


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

1.

NATURE OF OPERATIONS

Skeena Resources Limited (“Skeena” or the “Company”) is incorporated under the laws of the province of British Columbia, Canada. Its principal business activity is the exploration of mineral properties, primarily in British Columbia. The Company’s corporate office is located at Suite 650, 1021 West Hastings Street, Vancouver, British Columbia V6E 0C3. The Company’s stock is trading on the Toronto Stock Exchange (“TSX”) and New York Stock Exchange under the ticker symbol “SKE”, and on the Frankfurt Stock Exchange under the ticker symbol “RXF”. The Company is in the exploration stage with respect to its mineral property interests.

The Company relies on share issuances in order to fund its exploration and evaluation activities and other business objectives. As at September 30, 2023, the Company has cash and cash equivalents of $38,004,000. Based on forecasted expenditures, this balance will be sufficient to fund the Company’s committed exploration and evaluation expenditures and general administrative costs for at least the next twelve months. However, if the Company continues its current level of exploration and evaluation activities throughout the next twelve months, the current cash balances will not be sufficient to fund these expenditures. In the longer term, the Company’s ability to continue as a going concern is dependent upon successful execution of its business plan (including bringing the Eskay Creek project to profitable operation), raising additional capital or evaluating strategic alternatives for its mineral property interests. The Company expects to continue to raise the necessary operating funds primarily through the issuance of shares, with construction financing anticipated to be provided through a combination of debt, equity and other instruments at the appropriate time. There can be no guarantees that future equity financings will be available on acceptable terms or at all, in which case the Company may need to reduce or delay its longer-term exploration and evaluation plans.

On June 1, 2022, the Company acquired all of the issued and outstanding common shares of QuestEx Gold & Copper Ltd. (“QuestEx”) for cash and share consideration totalling $41,250,000, including replacement options and warrants to the holders of QuestEx options and warrants (Note 8) (“QuestEx Transaction”). Concurrent with the QuestEx Transaction, the Company sold certain mineral properties to an affiliate of Newmont Corporation for $25,598,000.

2.

BASIS OF PRESENTATION

Statement of compliance

These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (“IAS 34”) as issued by the International Accounting Standards Board (“IASB”). They do not include all of the information and footnotes required for annual financial statements prepared using International Financial Reporting Standards (“IFRS”) and should be read in conjunction with the Company’s audited consolidated financial statements as at and for the year ended December 31, 2022.

The accounting policies applied in the preparation of these unaudited condensed interim consolidated financial statements are consistent with those applied and disclosed in the Company’s audited annual consolidated financial statements as at and for the year ended December 31, 2022.

The Board of Directors approved these unaudited condensed interim consolidated financial statements for issuance on November 9, 2023.

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Condensed Interim Consolidated Financial Statements | 3


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

2.

BASIS OF PRESENTATION (continued)

Significant accounting estimates and judgments

The preparation of these unaudited condensed interim consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the unaudited condensed interim consolidated financial statements and reported amounts of expenses during the reporting periods. Actual outcomes could differ from these estimates and judgments, which, by their nature, are uncertain. Significant judgments made by management in applying the Company’s accounting policies and the key sources of estimation uncertainty are the same as those that applied to the annual consolidated financial statements as at and for the year ended December 31, 2022.

3.

NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS ADOPTED

New accounting policies adopted on January 1, 2023

Disclosure of Accounting Policies (Amendment to IAS 1 and IFRS Practice Statement 2)

In February 2021, the IASB issued amendments to IAS 1, Presentation of Financial Statements, and the IFRS Practice Statement 2, Making Materiality Judgements, to provide guidance on the application of materiality judgments to accounting policy disclosures. The amendments to IAS 1 replace the requirement to disclose ‘significant’ accounting policies with a requirement to disclose ‘material’ accounting policies. Guidance and illustrative examples are added in the Practice Statement to assist in the application of materiality concept when making judgments about accounting policy disclosures.

These amendments are effective for annual financial statements for periods beginning on or after January 1, 2023. There was no material impact on the Company’s consolidated financial statements resulting from the adoption of these amendments.

New standards and interpretations not yet adopted

Presentation of Financial Statements (Amendments to IAS 1)

In October 2022, the IASB issued amendments to IAS 1, Presentation of Financial Statements, titled Non-current liabilities with covenants. These amendments sought to improve the information that an entity provides when its right to defer settlement of a liability is subject to compliance with covenants within 12 months after reporting period. These amendments to IAS 1 override but incorporate the previous amendments, Classification of liabilities as current or non-current, issued in January 2020, which clarified that liabilities are classified as either current or non-current depending on the rights that exist at the end of the reporting period. Liabilities should be classified as non-current if a company has a substantive right to defer settlement for at least 12 months at the end of the reporting period.

The amendments are effective January 1, 2024, with early adoption permitted. Retrospective application is required on adoption. The extent of the impact of adoption of these amendments have been determined to have no material impact on the financial statements.

Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)

In May 2023, the IAS issued amendments to IAS 7, Statement of Cash flows, and IFRS 7, Financial Instruments Disclosures, to provide guidance on disclosures related to supplier finance arrangements that enable the users of financial statements to assess the effects of these arrangements on the entity’s liabilities and cash flows and on the entity’s exposure to liquidity risk.

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Condensed Interim Consolidated Financial Statements | 4


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

3.

NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS ADOPTED (continued)

New standards and interpretations not yet adopted (continued)

Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7) (continued)

The amendments are effective for annual periods beginning on or after January 1, 2024, with early adoption permitted. The Company is currently assessing the potential disclosure requirements of these amendments.

4.

FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

The carrying values of the Company’s financial instruments are comprised of the following:

Financial Instrument

    

Category

    

September 30, 2023

    

December 31, 2022

Cash and cash equivalents

 

Amortized cost

$

38,004

$

40,602

Marketable securities

 

Fair value through profit or loss

$

2,012

$

2,494

Receivables

 

Amortized cost

$

121

$

35

Deposits

Amortized cost

$

2,102

$

2,128

Contingent consideration receivable

Fair value through profit or loss

$

$

Accounts payable

 

Amortized cost

$

20,991

$

10,209

Other liabilities

 

Amortized cost

$

2,922

$

2,497

Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

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

Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and

Level 3 – Inputs that are not based on observable market data.

The carrying values of the Company’s marketable securities, except for warrants, are measured using Level 1 inputs.  Warrants within marketable securities and contingent consideration receivable are measured using Level 3 inputs.

The Company’s risk exposure and the impact on the Company’s financial instruments are summarized below:

Credit risk

Where judged to be potentially significant, expected credit losses are measured using a present value and probability-weighted model that considers all reasonable and supportable information available without undue cost or effort along with information available concerning past defaults, current conditions and forecasts at the reporting date.

IFRS 9, Financial Instruments, requires the recognition of 12 month expected credit losses (the portion of lifetime expected credit losses from default events that are expected within 12 months of the reporting date) if credit risk has not significantly increased since initial recognition (stage 1), lifetime expected credit losses for financial instruments for which the credit risk has increased significantly since initial recognition (stage 2) or which are credit impaired (stage 3). There are no material expected credit losses with respect to the Company’s financial instruments held at amortized cost.

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Condensed Interim Consolidated Financial Statements | 5


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

4.

FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices. Market risk consists of interest rate risk, foreign currency risk and other price risk. As at September 30, 2023, the Company is exposed to market risk on its marketable securities. A 10% decrease in the share price of the Company’s marketable securities at September 30, 2023 would have resulted in a $201,000 decrease to the carrying value of the Company’s marketable securities and an increase of the same amount to the Company’s unrealized loss on marketable securities.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its obligations as they become due. The Company manages its liquidity risk by forecasting cash flows from operations and anticipating any investing and financing activities to ensure that it will have sufficient cash to meet liabilities when due. Management and the Board of Directors are actively involved in the review, planning and approval of significant expenditures and commitments.

The undiscounted financial liabilities as of September 30, 2023 will mature as follows:

Less than
1 year

1-5 years

Greater than
5 years

Total

Accounts payable

$

20,991

$

$

$

20,991

Other liabilities

2,500

500

3,000

Total

$

23,491

$

500

$

$

23,991

5.

EXPLORATION AND EVALUATION INTERESTS

Exploration and evaluation assets

Eskay

KSP

Kingpin

Red Chris

Snip

Sofia

Total

Balance, December 31, 2021

$

74,444

$

$

$

$

1,087

$

$

75,531

Adjust closure liability

 

1,162

 

 

 

 

(153)

 

 

1,009

Acquisition of QuestEx properties

7,872

3,936

1,312

13,120

Additions

 

2,882

 

 

 

2,871

 

25

 

 

5,778

Balance, December 31, 2022

$

78,488

$

7,872

$

3,936

$

2,871

$

959

$

1,312

$

95,438

Adjust closure liability

 

553

 

 

 

 

(768)

 

 

(215)

Additions

12,626

12,626

Balance, September 30, 2023

$

91,667

$

7,872

$

3,936

$

2,871

$

191

$

1,312

$

107,849

Eskay Creek Property, British Columbia, Canada

On October 2, 2020, Skeena completed the acquisition of the Eskay Creek Property (“Eskay”) from a subsidiary of Barrick Gold Corporation (“Barrick”). Eskay was subject to a 1% net smelter return (“NSR”) royalty, of which 0.5% of the NSR royalty could be purchased for $17,500,000 during the 24-month period after closing (the “Barrick NSR”). On September 23, 2022, Skeena purchased the Barrick NSR for cash consideration of $17,500,000. On December 30, 2022, Franco-Nevada Corporation acquired the Barrick NSR for cash consideration of $27,000,000 and contingent cash consideration of $1,500,000 which is payable upon the completion of certain milestones.

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Condensed Interim Consolidated Financial Statements | 6


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

5.

EXPLORATION AND EVALUATION INTERESTS (continued)

Eskay Creek Property, British Columbia, Canada (continued)

On October 28, 2022, the Company acquired the Eskay North mineral property in the Golden Triangle area, near Eskay, from Tudor Gold Corp. for 231,404 common shares issued at closing and cash consideration of $1,400,000 paid during the nine months ended September 30, 2023.

On July 7, 2023, the Company acquired five mineral claims surrounding Eskay Creek from Eskay Mining Corp. for cash consideration of $4,000,000, of which $2,000,000 was paid on closing, $1,000,000 was paid on October 26, 2023 and $1,000,000 is payable on December 31, 2023. The mineral claims are subject to a 2% NSR royalty, of which 1% of the NSR royalty can be purchased at any time for $2,000,000.

The Company capitalizes expenditures relating to the construction of mine-related infrastructures to exploration and evaluation interests. When economically viable reserves and technical feasibility have been determined, and the decision to proceed with development has been approved by the Board of Directors, such expenditures will be reclassified to capital assets once an impairment test has been completed. During the three and nine months ended September 30, 2023, the Company incurred $7,615,000 (2022 - $nil) and $8,626,000 (2022 – $nil), respectively, relating to earthworks for certain infrastructures at Eskay Creek.

Red Chris Properties, British Columbia, Canada

On October 18, 2022, the Company acquired three properties in the Golden Triangle area that are located on either side of Newcrest and Imperial Metals’ Red Chris mine, approximately 20km southeast of the village of Iskut (the “Red Chris Properties”), from Coast Copper Corp. for $3,000,000, payable in six equal payments of $250,000 in cash and $250,000 in common shares. In October 2022, the Company paid $250,000 in cash and issued 39,936 common shares in satisfaction of the first payment. In April 2023, the Company paid $250,000 in cash and issued 30,413 common shares in satisfaction of the second payment. In October 2023, the Company paid $250,000 in cash and issued 39,872 common shares in satisfaction of the third payment.

Snip Property, British Columbia, Canada

On October 14, 2021, Hochschild Mining Holdings Limited (“Hochschild”) initiated its right to earn 60% of Snip. Pursuant to the option agreement, to exercise its option, Hochschild would have had to have incurred expenditures of approximately $100 million during the option period.  In April 2023, Hochschild terminated its right to earn 60% of Snip.

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Condensed Interim Consolidated Financial Statements | 7


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

5.

EXPLORATION AND EVALUATION INTERESTS (continued)

Exploration and evaluation expenses

Three months ended September 30, 2023

Eskay

KSP

Kingpin

Red Chris

Snip

Sofia

Total

Accretion

$

50

$

$

$

$

$

$

50

Assays and analysis/storage

 

248

93

23

9

 

14

 

11

 

398

Camp and safety

 

236

3

2

 

 

 

241

Claim renewals and permits

232

1

15

8

256

Community relations

 

 

 

3

 

3

Depreciation

477

477

Drilling

 

11,278

19

44

 

5

 

 

11,346

Environmental studies

 

5,785

 

126

 

 

5,911

Equipment rental

 

695

2

8

 

 

 

705

Fieldwork, camp support

 

3,627

166

90

 

54

 

2

 

3,939

Fuel

1,902

47

43

3

1,995

Geology, geophysics, and geochemical

 

6,969

49

101

 

 

2

 

7,121

Helicopter

1,919

218

206

39

2,382

Metallurgy

20

20

Part XII.6 tax, net of METC

 

256

 

 

(5)

 

251

Share-based payments (Note 7)

 

820

 

 

 

820

Transportation and logistics

 

2,151

20

14

60

 

 

10

 

2,255

Total for the period

$

36,665

$

617

$

531

$

70

$

256

$

31

$

38,170

Nine months ended September 30, 2023

Eskay

KSP

Kingpin

Red Chris

Snip

Sofia

Total

Accretion

$

155

$

$

$

$

$

$

155

Assays and analysis/storage

 

1,250

 

101

 

29

 

11

 

14

 

65

 

1,470

Camp and safety

 

459

 

5

 

5

 

 

 

 

469

Claim renewals and permits

749

1

32

23

805

Community relations

 

 

 

 

 

 

8

 

8

Depreciation

1,349

1,349

Drilling

 

11,894

 

19

 

44

 

 

5

 

2

 

11,964

Electrical

4

4

Environmental studies

 

12,963

 

 

 

 

237

 

 

13,200

Equipment rental

 

1,077

 

2

 

9

 

 

 

1

 

1,089

Fieldwork, camp support

 

6,071

 

173

 

98

 

2

 

54

 

66

 

6,464

Fuel

2,328

57

44

3

8

2,440

Geology, geophysics, and geochemical

 

14,884

 

101

 

101

 

 

 

5

 

15,091

Helicopter

2,275

264

214

27

62

2,842

Metallurgy

834

834

Part XII.6 tax, net of METC

 

148

 

 

 

 

 

(9)

 

139

Share-based payments (Note 7)

 

2,086

 

 

 

 

 

 

2,086

Transportation and logistics

 

3,362

 

20

 

14

 

80

 

 

14

 

3,490

Total for the period

$

61,888

$

742

$

558

$

124

$

412

$

175

$

63,899

Graphic

Condensed Interim Consolidated Financial Statements | 8


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

5.

EXPLORATION AND EVALUATION INTERESTS (continued)

Exploration and evaluation expenses (continued)

Three months ended September 30, 2022

    

Eskay

Red Chris

Snip

    

Sofia

    

Total

Assays and analysis/storage

$

1,510

$

$

$

24

$

1,534

Camp and safety

 

1,571

 

 

1,571

Claim renewals and permits

275

16

291

Community relations

7

7

Depreciation

328

328

Drilling

 

5,906

 

1,052

 

6,958

Electrical

6

6

Environmental studies

 

2,364

7

 

 

2,371

Equipment rental

 

183

 

4

 

187

Fieldwork, camp support

 

4,410

 

77

 

4,487

Fuel

 

851

 

142

 

993

Geology, geophysics, and geochemical

 

4,358

49

 

177

 

4,584

Helicopter

2,546

728

3,274

Metallurgy

250

250

METC and government sales tax recovery

(392)

(392)

Share-based payments (Note 7)

962

962

Transportation and logistics

 

1,050

 

524

 

1,574

Total for the period

$

26,178

$

49

$

23

$

2,735

$

28,985

There were no exploration and evaluation expenses incurred on KSP or Kingpin during the three months ended September 30, 2022.

Nine months ended September 30, 2022

    

Eskay

Red Chris

Snip

    

Sofia

    

Total

Accretion

$

4

$

$

$

$

4

Assays and analysis/storage

 

2,870

239

 

24

 

3,133

Camp and safety

 

2,749

 

 

2,749

Claim renewals and permits

652

44

696

Community relations

7

7

Depreciation

1,115

1,115

Drilling

 

10,789

 

1,052

 

11,841

Electrical

396

396

Environmental studies

 

5,018

107

 

 

5,125

Equipment rental

 

2,993

3

 

7

 

3,003

Fieldwork, camp support

 

14,599

89

 

123

 

14,811

Fuel

 

2,350

 

148

 

2,498

Geology, geophysics, and geochemical

 

15,099

49

18

 

187

 

15,353

Helicopter

3,693

744

4,437

Metallurgy

377

377

METC and government sales tax recovery

(369)

(369)

Share-based payments (Note 7)

2,582

2,582

Transportation and logistics

 

3,660

1

 

525

 

4,186

Total for the period

$

68,577

$

49

$

501

$

2,817

$

71,944

There were no exploration and evaluation expenses incurred on KSP or Kingpin during the nine months ended September 30, 2022.

Graphic

Condensed Interim Consolidated Financial Statements | 9


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

6.

CAPITAL ASSETS

During the three and nine months ended September 30, 2023, the Company incurred $1,839,000 (2022 – $nil) and $4,851,000 (2022 – $nil), respectively, relating to the construction of modular analytical laboratory at Eskay Creek and $1,452,000 (2022 – $nil) and $1,554,000 (2022 – $nil), respectively, relating to leasehold improvements towards a new office space.

7.

RELATED PARTY TRANSACTIONS

Key management compensation

Key management personnel at the Company are the directors and officers of the Company. The remuneration of key management personnel during the three and nine months ended September 30, 2023 and 2022 are as follows:

For the three months ended

For the nine months ended

September 30, 

September 30, 

2023

2022

2023

2022

Director remuneration

$

95

$

656

$

258

$

744

Officer & key management remuneration1

$

844

$

1,016

$

2,541

$

2,728

Termination benefits

$

$

$

675

$

Share-based payments

$

1,979

$

1,977

$

6,033

$

4,920

1Remuneration consists exclusively of salaries, bonuses, and health benefits for officers and key management. These costs are components of both administrative wages and exploration expenses categories in the unaudited condensed interim consolidated statements of loss and comprehensive loss.

Share-based payment expenses for the three and nine months ended September 30, 2023 are recorded in two separate categories as follows:

For the three months ended

For the nine months ended

September 30, 

September 30, 

2023

2022

2023

2022

Exploration and evaluation expense

$

167

$

399

$

532

$

1,090

General and administrative expense

$

1,812

$

1,578

$

5,501

$

3,830

Recoveries

During the three and nine months ended September 30, 2023, the Company recovered $nil (2022 – $3,000) and $6,000 (2022 – $8,000), respectively, from a company with a former common officer as a result of billing for employee time used to provide services. The salary recoveries were recorded in administrative compensation expense.

Receivables

Included in receivables at September 30, 2023 is $nil (December 31, 2022 – $6,000) due from a company with a former common officer in relation to salary and other recoveries.

Graphic

Condensed Interim Consolidated Financial Statements | 10


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

7.

RELATED PARTY TRANSACTIONS (continued)

Accounts payable and accrued liabilities

Included in accounts payable and accrued liabilities at September 30, 2023 is $1,213,000 (December 31, 2022 – $708,000) due to key management personnel in relation to compensation noted above.

8.

CAPITAL STOCK AND RESERVES

Authorized – unlimited number of voting common shares without par value.

Bought deal offerings

Transactions during the nine months ended September 30, 2023

On May 24, 2023, the Company closed a bought deal public offering, whereby gross proceeds of $73,537,000 were raised by the issuance of 10,005,000 common shares at a price of $7.35 per common share. In connection with the bought deal offering, the Company incurred share issuance costs of $4,076,000.

Transactions during the nine months ended September 30, 2022

On September 23, 2022, the Company closed a bought deal public offering, whereby gross proceeds of $34,500,000 were raised by the issuance of 5,702,479 common shares at a price of $6.05 per common share (the “September 2022 Offering”). In connection with the bought deal public offering, the Company incurred share issuance costs of $2,633,000.

Tahltan Investment Rights

On April 16, 2021, the Company entered into an investment agreement with the Tahltan Central Government (“TCG”), pursuant to which TCG invested $5,000,000 into Skeena by purchasing 399,285 Tahltan Investment Rights (“Rights”) for approximately $12.52 per Right. Each Right will vest by converting into one common share upon the achievement of key Company and permitting milestones (“Milestones”), or over time, as follows:

·

119,785 Rights: earlier of Milestone 1 achievement or April 16, 2023;

·

119,785 Rights: earlier of Milestone 2 achievement or April 16, 2023;

·

79,857 Rights: earlier of Milestone 3 achievement or April 16, 2023; and

·

79,858 Rights: earlier of Milestone 4 achievement or April 16, 2024.

As at December 31, 2022, Milestones 2 and 3 set forth within the agreement were met. During the nine months ended September 30, 2023, Milestone 1 was met, resulting in the conversion of 119,785 Rights into 119,785 common shares of the Company valued at $1,500,000. As at September 30, 2023, only Milestone 4 is to be achieved.

Share-based payments

During the nine months ended September 30, 2023, the Company adopted the 2023 Omnibus Equity Incentive Plan (“Omnibus Plan”), which governs the terms of stock options, restricted share units (“RSUs”), performance share units (“PSUs”) and deferred share units (“DSUs”). Any awards granted after the effective date of the Omnibus Plan will fall under the Omnibus Plan.

Graphic

Condensed Interim Consolidated Financial Statements | 11


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

8.

CAPITAL STOCK AND RESERVES (continued)

Share-based payments (continued)

Stock options

The stock options have a maximum expiry date period of 5 years from the grant date.

Restricted Share Units and Performance Share Units

Upon each vesting date, participants will receive, at the sole discretion of the Board of Directors: (a) common shares equal to the number of RSUs or DSUs that vested; (b) cash payment equal to the 5-day volume weighted average trading price of common shares; or (c) a combination of (a) and (b).

Deferred Share Units

The DSUs are granted to independent members of the Board of Directors. The DSUs vest immediately and have all of the rights and restrictions that are applicable to RSUs, except that the DSUs may not be redeemed until the participant has ceased to hold all offices, employment and directorships with the Company.

Share purchase warrant, RSU, DSU and stock option transactions are summarized as follows:

Warrants

RSUs

DSUs

Stock Options

Weighted

Weighted

Average

Average

    

Number

    

Exercise Price

    

Number

    

Number

Number

    

Exercise Price

Outstanding, December 31, 2021

2,812,500

$

10.80

 

56,074

 

5,275,124

$

10.18

Granted

 

$

 

1,836,766

 

399,306

$

8.61

Replacement warrants and options
pursuant to acquisition of QuestEx

150,691

$

14.19

77,158

$

9.87

Exercised

 

(2,812,500)

$

10.80

 

(48,074)

 

(479,169)

$

5.19

Cancelled

 

(137,868)

$

14.88

 

(8,945)

 

(238,994)

$

11.80

Outstanding, December 31, 2022

 

12,823

$

6.77

 

1,835,821

 

5,033,425

$

10.44

Granted

 

$

 

607,750

 

11,755

155,151

$

8.42

Exercised

 

(9,657)

$

6.81

 

(315,853)

 

(267,524)

$

3.86

Cancelled

 

(3,166)

$

6.81

 

(193,216)

 

(323,547)

$

11.93

Outstanding, September 30, 2023

 

$

 

1,934,502

 

11,755

4,597,505

$

10.65

Exercisable, September 30, 2023

 

$

 

 

3,765,595

$

10.48

The weighted average share price at the date of exercise of the stock options was $7.46 during the nine months ended September 30, 2023 (2022 – $15.44). The weighted average share price at the date of exercise of the warrants was $7.69 during the nine months ended September 30, 2023 (2022 – $15.78).

Graphic

Condensed Interim Consolidated Financial Statements | 12


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

8.

CAPITAL STOCK AND RESERVES (continued)

Share-based payments (continued)

    

    

Weighted Average

    

Exercise Price

Remaining Life

($/Share)

Outstanding

(Years)

Exercisable

Options

1.00 - 5.00

 

789,427

 

1.46

 

789,427

5.01 - 10.00

 

415,813

 

3.97

 

115,948

10.01 - 15.00

 

3,392,265

 

2.57

 

2,860,220

 

4,597,505

 

2.51

 

3,765,595

Outstanding

Vesting Year

RSUs

84,923

 

2023

1,444,751

2024

202,415

2025

202,413

 

2026

1,934,502

Transactions during the nine months ended September 30, 2023

On February 14, 2023, the Company granted 145,000 RSUs to various employees of the Company. The RSUs were valued using the share price on the grant date and had a fair value of $1,056,000. The RSUs will vest over a 36-month period, with one third of the RSUs vesting after 12 months, one third vesting after 24 months, and one third vesting after 36 months.

On May 15, 2023, the Company granted 155,151 stock options to various employees and consultants of the Company. The options have a term of 5 years, expiring on May 15, 2028. All of the options vest over a 36-month period, with one third of the options vesting after 12 months, one third vesting after 24 months, and one third vesting after 36 months. Each option will allow the holder to purchase one common share of the Company at a price of $8.42 per common share. The options were valued using the Black-Scholes option pricing model and had a fair value of $631,000.

On May 15, 2023, the Company granted 462,750 RSUs to various directors, officers, employees and consultants of the Company. All of the RSUs vest over a 36-month period, with one third of the RSUs vesting after 12 months, one third vesting after 24 months, and one third vesting after 36 months. The RSUs were valued using the share price on the grant date and had a fair value of $3,896,000.

On June 22, 2023, the Company granted 11,755 DSUs to a director of the Company. The DSUs were valued using the share price on the grant date and had a fair value of $75,000.

Transactions during the nine months ended September 30, 2022

On April 21, 2022, the Company granted 103,264 stock options to various directors, officers, employees and consultants of the Company. The options have a term of 5 years, expiring on April 21, 2027. All of the options vest over a 36-month period, with 34% of the options vesting after 12 months, 33% vesting after 24 months, and 33% vesting after 36 months. Each option allows the holder to purchase one common share of the Company at a price of $13.00 per common share. The options were valued using the Black-Scholes option pricing model and had a fair value of $675,000.

Graphic

Condensed Interim Consolidated Financial Statements | 13


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

8.

CAPITAL STOCK AND RESERVES (continued)

Share-based payments (continued)

Transactions during the nine months ended September 30, 2022 (continued)

On April 21, 2022, the Company granted 291,285 RSUs to various directors, officers, employees and consultants of the Company. The RSUs were valued using the share price on the grant date and had a fair value of $3,787,000. The RSUs will vest on April 21, 2024.

On April 21, 2022, the Company granted 230,769 RSUs to an officer of the Company. The RSUs were valued using the share price on the grant date and had a fair value of $3,000,000. The RSUs will vest over a 24-month period, with one third of the RSUs vesting on each of April 21, 2023, October 21, 2023, and April 21, 2024.

On June 1, 2022, the Company issued 1,058,597 common shares valued at $9,178,000 to the shareholders of QuestEx pursuant to the QuestEx Transaction. The Company also issued 23,956 common shares valued at $350,000 to a third party relating to transaction costs associated with the QuestEx Transaction.

On June 1, 2022, the Company issued 77,158 replacement options to the holders of QuestEx options pursuant to the QuestEx Transaction. The replacement options have expiry dates between June 6, 2022 and December 21, 2026. All of the replacement options vested immediately. Each replacement option allows the holder to purchase one common share of the Company at a price between $1.36 to $53.13 per common share. The replacement options were valued using the Black-Scholes option pricing model and had a fair value of $267,000.

On June 1, 2022, the Company issued 150,691 replacement warrants to the holders of QuestEx warrants pursuant to the QuestEx Transaction. The replacement warrants have expiry dates between August 20, 2022 and April 15, 2023. All of the replacement warrants vested immediately. Each replacement warrant allows the holder to purchase one common share of the Company at a price between $2.72 to $23.16 per common share. The replacement warrants were valued using the Black-Scholes option pricing model and had a fair value of $61,000.

On August 3, 2022, the Company granted 50,000 stock options to an employee of the Company. The options have a term of 5 years, expiring on August 3, 2027. The options vest over a 36-month period, with one third of the options vesting after 12 months, one third vesting after 24 months, and one third vesting after 36 months. Each option allows the holder to purchase one common share of the Company at a price of $7.08 per common share. The options were valued using the Black-Scholes option pricing model and had a fair value of $178,000.

On August 3, 2022, the Company granted 50,000 RSUs to an employee of the Company. The RSUs were valued using the share price on the grant date and had a fair value of $354,000. The RSUs will vest on August 3, 2024.

On August 3, 2022, the Company conditionally granted stock options and RSUs to officers and employees of the Company (“August 2022 Performance-Linked Options” and “August 2022 Performance-Linked RSUs”, respectively). The number of August 2022 Performance-Linked Options and August 2022 Performance-Linked RSUs to be issued would vary depending on the results of the Eskay Creek Feasibility Study and meeting certain ESG-linked minimum award threshold criteria (the “Performance Criteria”). During the nine months ended September 30, 2022, the Company granted 246,042 August 2022 Performance-Linked Options and 870,988 August 2022 Performance-Linked RSUs. The August 2022 Performance-Linked Options have a term of 5 years from the achievement of the Performance Criteria, expiring on September 15, 2027. All of the August 2022 Performance-Linked Options vest over a 36-month period, with one third of the August 2022 Performance-Linked Options vesting on the first, second and third anniversaries of the achievement of the Performance Criteria. Each August 2022 Performance-Linked Option allows the holder to purchase one common share of the Company at a price of $7.08 per common share. The August 2022 Performance-Linked Options were valued using the Black-Scholes option pricing model and had a fair value of $877,000.

Graphic

Condensed Interim Consolidated Financial Statements | 14


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

8.

CAPITAL STOCK AND RESERVES (continued)

Share-based payments (continued)

Transactions during the nine months ended September 30, 2022 (continued)

The August 2022 Performance-Linked RSUs were valued using the share price on the grant date and had a fair value of $6,167,000. The August 2022 Performance-Linked RSUs will vest on the second anniversary of the achievement of the Performance, with certain August 2022 Performance-Linked RSUs granted to a non-resident officer vested on the first anniversary of the achievement of the Performance Criteria.

During the nine months ended September 30, 2022, the Company also conditionally granted 299,948 RSUs to officers of the Company, the number of which to be issued would vary depending on the Performance Criteria (“September 2022 Performance-Linked RSUs”). The September 2022 Performance-Linked RSUs were valued using the share price on the closing of the September 2022 Offering and had a fair value of $1,833,000. The September 2022 Performance-Linked RSUs will vest on the second anniversary of the achievement of the Performance Criteria, with certain September 2022 Performance-Linked RSUs granted to a non-resident officer vested on the first anniversary of the achievement of the Performance Criteria.

Share purchase warrant and stock option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in the subjective input assumptions can materially affect the fair value estimate. Weighted average inputs used were as follows:

Warrants

Stock Options

2023

2022

2023

2022

Expected life (years)

 

0.3

3.5

3.4

Annualized volatility

35.00

%

65.00

%

67.00

%

Dividend rate

 

0.00

%

0.00

%

0.00

%

Risk-free interest rate

 

 

2.74

%

 

3.86

%

 

2.92

%

9.

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

Non-cash transactions during the three and nine months ended September 30, 2023 and 2022 that were not presented elsewhere in the unaudited condensed interim consolidated financial statements are as follows:

For the three months ended

For the nine months ended

September 30, 

September 30, 

2023

2022

2023

2022

Capital asset additions in accounts payable and accrued liabilities

$

1,628

$

298

$

1,628

$

298

Deposits reclassified to capital assets

$

111

$

$

1,796

$

Share issue costs in accounts payable and accrued liabilities

$

$

552

$

$

552

During the three and nine months ended September 30, 2023 and 2022, the Company did not make any payments towards interest or income taxes.

Graphic

Condensed Interim Consolidated Financial Statements | 15


SKEENA RESOURCES LIMITED

Notes to the CONDENSED INTERIM consolidated Financial Statements

For the three and nine months ended September 30, 2023

(Unaudited – expressed in thousands of Canadian dollars within tables, unless otherwise noted)

10.

CONTINGENCIES

Due to the nature of the Company’s operations, various legal and tax matters arise in the ordinary course of business. The Company accrues such items as liabilities when the amount can be reasonably estimated, and settlement of the matter is probable to require an outflow of future economic benefits from the Company.

11.

OTHER SUBSEQUENT EVENTS

On October 10, 2023, the Company closed a non-brokered private placement offering, whereby gross proceeds of $4,541,000 were raised by the issuance of 259,066 flow-through shares at a price of $8.44 per flow-through share and 249,409 flow-through shares at a price of $9.44 per flow-through share.

On October 12, 2023, the Company conditionally granted performance-linked options and PSUs to officers, employees and consultants of the Company. The number of performance-linked options and PSUs to be issued will vary depending on the results on of the Eskay Creek Definitive Feasibility Study and meeting certain ESG-linked minimum award threshold criteria (“2023 Performance Criteria”). The maximum number of performance-linked options and PSUs to be granted will be 330,000 and 770,000, respectively. Each performance-linked option allows the holder to purchase one common share of the Company at a price $6.04 per common share. The performance-linked options have a term of 5 years, expiring on October 12, 2028. With the exception of up to 200,200 PSUs which vest on the first anniversary of the achievement of the 2023 Performance Criteria, the remainer of the performance-linked options and PSUs vest over a 36-month period, with one third of the performance-linked options and PSUs vesting on each of the first, second and third anniversaries of the achievement of the 2023 Performance Criteria. The Company also conditionally approved a cash payment of $150,000 to each of the independent members of the Board of Directors, subject to the achievement of the 2023 Performance Criteria.

Graphic

Condensed Interim Consolidated Financial Statements | 16