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Amaroq kynnir uppgjör fyrsta ársfjórðungs 2024

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Toronto Ontario, May 14, 2024 (GLOBE NEWSWIRE) -- Amaroq kynnir uppgjör
fyrsta ársfjórðungs 2024

TORONTO, ONTARIO – 14. maí 2024 – Amaroq Minerals Ltd. (AIM, TSX-V,
NASDAQ Iceland: AMRQ), félag sem starfar á sviði námuvinnslu og býr yfir
námuvinnsluréttindum á landi sem hefur að geyma verulegt magn af gulli í
jörðu auk annarra verðmætra málma á Suður-Grænlandi, birtir í dag
uppgjör fyrsta ársfjórðungs (Q1) 2024. Kynningarfundur fyrir greinendur og
fjárfesta verður haldinn á Zoom kl. 15:00 í dag. Uppgjörið fylgir hér
með á ensku.

Eldur Ólafsson, forstjóri Amaroq:

“Á þessum ársfjórðungi kláruðum við vel heppnað hlutafjárútboð
í því skyni að hraða framkvæmdum á Nalunaq námusvæðinu og fjárfesta
frekar í réttindum og vinnslu gulls og „strategic“ málma á Suður
Grænlandi. Ég vil nota tækifærið og þakka hluthöfum fyrir góðan
stuðning í þessu verkefni.

Ég hef verið við störf í Nalunaq síðustu vikurnar, tekið þar þátt
í öllum þeim verkefnum sem eru í gangi og það hefur verið ánægjulegt
að sjá hversu vel framkvæmdir ganga. Það hefur verið mjög gefandi að
vinna með þeim tæplega 80 starfsmönnum námuvinnslu, verkfræðingum og
starfsfólki Amaroq á staðnum, auk verktaka okkar hjá Thyssen Schactbau,
Halyard, HK Transport, Scott Steel og Arctic Unlimited. Undir forystu nýs
framkvæmdastjóra, Jaco Duvenhage, sem hefur yfirumsjón með Nalunaq
verkefninu, erum við að sjá framfarir á öllum sviðum og ég vil þakka
öllu starfsfólkinu fyrir vel unnin störf. Sú reynsla sem fékkst í vetur,
sem var okkar fyrsta heils árs starfsemi, hefur verið ómetanleg til að
bæta skilning okkar og skipuleggja framtíðarverkefni á Suður Grænland.
Það hægði aðeins á byggingarframkvæmdum á þessum fyrsta
ársfjórðungi vegna erfiðra hafísskilyrða, en þökk sé framsýni
starfsmanna var tryggt að allur nauðsynlegur búnaður var fluttur til
svæðisins á réttum tíma. Að auki náðum við mikilvægum áfanga í
Nalunaq þegar sprengt var fyrir nýrri námu neðanjarðar á 720 m dýpi og
heppnaðist hún afar vel.

Ég hlakka til að veita nánari upplýsingar um verkefnið í Nalunaq á
Fjárfestadeginum 13. júní, þar sem við munum með myndrænum hætti kynna
framgang verkefnisins til þessa, upplýsa um kostnaðarþætti og áætlaðar
dagsetningar um gullframleiðslu. Að auki munum við kynna áætlanir okkar
um hvenær nýtt auðlindamat í Nalunaq liggur fyrir, ásamt
ítarupplýsingum um borunarframkvæmdir í tengslum við umfangsmikinn
kopar-nikkel fund á Stendalen svæðinu.

Loks má geta þess að vel gengur með önnur vaxtartækifæri á Suður
Grænlandi, þar á meðal á sviði „strategic“ málma, vatnsaflsvirkjana
og þjónustu. Við hlökkum til að veita markaðnum nýjustu upplýsingar
þegar þar að kemur, á eða í kringum Fjárfestadaginn. “

Q1 2024 Corporate Highlights
* Amaroq group liquidity of $96.31 million consisting of cash balances,
undrawn revolving credit facilities, undrawn revolving credit overrun facility
less trade payables ($52.42 million as at December 31, 2023).
* Gold business working capital of $78.2 million that includes prepaid
contractors on the Nalunaq project of $17.47 million as of March 31, 2024
($37.6 million as at December 31, 2023 including prepaid contractors on the
Nalunaq project of $18.68 million)
* The Gardaq Joint Venture that comprises the Strategic Minerals business has
available liquidity of $17.0 million ($18.7 million as at December 31, 2023)
on a 100% basis.
* In February 2024 the Company completed a Fundraising, raising net proceeds
of approximately $74.52 million, to accelerate mining of the Target Block at
the Nalunaq mine to maintain the processing plant’s current nameplate
capacity of 300 tonnes of ore processed per day in 2025 and for the extension
of the process plant to include a flotation circuit and dry-stack tailings
facility.
* The Company intends to provide an update on the Nalunaq project at a Capital
Markets event to be held in Iceland on 13 June 2024
* The Company increased the amount placed in escrow from $0.68 million as at
December 31, 2023 to $5.70 million as at March 31, 2024 as a pre-requisite for
mining and construction permits.
* Post-period, Jaco Duvenhage was appointed as Nalunaq General Manager to
oversee the operation
Q1 2024 Operational Highlights
* Permitting: The public consultation for the Environmental Impact Assessment
(EIA) and Social Impact Assessment (SIA) for Nalunaq closed on 1st March 2024
* Contracting and Procurement: After the re-scoping of the work, 81% of the
key contracts for the processing plant were concluded and procurement was 81%
complete at the end of Q1. The last major contract for structural, mechanical,
piping and processing plant equipment installation was awarded to Scott Steel
Erectors in early April
* Engineering: Process plant detailed design and engineering was 86% complete
at the end of Q1 based on the updated project scope
* Construction: Processing plant pad construction is 95% complete, Precast
foundations received and on site, foundation excavations completed, all
plinths installed up to crusher area. Erection of processing plant steel
structure is in progress. Overall processing plant construction is 24%
complete
* Mining: Mine rehabilitation was completed in mid-March, and the successful
first underground blast at Nalunaq was initiated on March 30, 2024.
Development work continues, with Rehabilitation of 570L access commenced to
establish underground diamond drill location for drilling-off the Target Block
extension. Mine equipment, including the second development drill and two ST-7
scoops, are on route to Greenland and awaiting delivery to site as per
schedule
* Exploration: The Company has been busy finalising interpretation and
preparing for a busy 2024 field season to include a targeted Mineral Resource
growth plans at Nalunaq and Copper-Nickel-Cobalt drilling at Stendalen among
other project development programmes
Nalunaq Project KPIs
* 60,372 total hours worked during Q1 2024
* Daily average of 55 people working on site at Nalunaq in Q1 2024
* Zero Lost Time Injuries in Q1 2024
* Ratio of Greenlandic personnel at Nalunaq standing at 53% in Q1 2024
Outlook
* Following the announcement that Jaco Crouse would step down as Chief
Financial Officer and as a Director of the Company with effect from 3 June
2024, the recruitment process to appoint a new CFO is well advanced. The
Company will update the market in due course
* All engineering for the process plant will be completed during quarter two
and the procurement packages will be issued to the market for these.
* Post period, activities at Nalunaq continue to progress well, with 80 people
now present on site. Construction of the processing plant structure is
underway and expected to complete in June 2024. Management intends to provide
a further update on the Nalunaq Project at a Capital Markets Day in Iceland,
to take place on 13 June 2024
Exploration activities overview

Gold projects:
* Nalunaq * Additional 75 vein intersections from historical core drilling
have been selected using core photography and will be assessed and sampled
during Q2 2024
* A Resource development exploration programme has been developed to work
alongside continued underground rehabilitation and development activities
 
* Nanoq * Further desk-based modelling from the ALS Goldspot interpretation
has allowed the Company to produce detailed resource drilling plans that can
be progressed in 2024/25
 
* Vagar Ridge * The Corporation has progressed with the construction of a
robust geological and mineralization model to inform future exploration at
Vagar as well as designing future exploration options
Strategic Minerals:
* Sava Copper Belt (Sava/North Sava) * Amaroq has continued to assess the
results from the 2023 field season alongside recognised subject matter experts
in porphyry mineralisation as the Company develops its 2024 exploration
programmes
 
* Stendalen * Geophysical data reviewed points to the likely feeder zone and
other sulphide accumulation areas. 2024 exploration drilling plans have been
developed
 
* Kobberminebugt: * High resolution geophysical data (MT) has been received
and inverted for the Kobberminebugt licence and is currently being reviewed
ahead of the development of a 2024 field programme
 
* Nunarsuit * High resolution geophysical data (Magnetics, Gravity and
Radiometics) has been received for the western sections of the licence and is
currently being reviewed ahead of the development of a 2024 field programme
 
* Regional Exploration * The Company has continued its desk based regional
exploration programmes developing further targets to be assessed as part of
the 2024 field programmes
Details of conference call

A conference call for analysts and investors will be held today at 16:00 BST
(15:00 GMT, 11:00 EST), including a management presentation and Q&A session.

To join the meeting, please register at the below link:

https://us06web.zoom.us/webinar/register/WN_nfp5J0EwQy6ZI6VB522KOg

Notice of Iceland Capital Markets Day

The Company intends to hold a Capital Markets Day in Iceland on 13 June 2024,
during which Management will provide an update on the Nalunaq Project.

Details of registration and remote access will be provided in advance of the
session.

Amaroq Financial Results

The following selected financial data is extracted from the Financial
Statements for the three months ended March 31, 2024.

Financial Results

                                                                 Three months ended March 31     
                                                                 2024 $          2023 $          
 Exploration and evaluation expenses                             875,213         1,181,653       
 General and administrative                                      3,959,226       2,577,035       
 Share of 3-month loss of an equity-accounted joint arrangement  646,432         -               
 Unrealized loss on derivative liability                         4,300,213       -               
 Net loss and comprehensive loss                                 9,217,515       3,376,893       
 Basic and diluted loss per common share                         (0.03)          (0.01)          

Financial Position

                                                                                                                                          As at March 31  As at December 31  
                                                                                                                                          2024 $          2023 $             
 Cash on hand                                                                                                                             65,086,851      21,014,633         
 Total assets                                                                                                                             179,887,713     106,953,183        
 Total current liabilities (before convertible notes liability)                                                                           7,371,146       6,354,185          
 Total current liabilities (including convertible notes liability)                                                                        48,922,487      42,097,312         
 Shareholders’ equity                                                                                                                     130,283,503     64,278,637         
 Working capital-gold business (before convertible notes liability)                                                                       78,210,475      37,614,068         
 Working capital-gold business (after convertible notes liability)                                                                        36,659,134      1,870,941          
 Gold business liquidity (excludes $17.0 and $18.7M ring-fenced for strategic mineral exploration as of March 31, 2024 and Dec 31, 2023)  96,303,850      52,419,243         

Ends

Enquiries:  
Amaroq Minerals Ltd.  
Eldur Olafsson, Executive Director and CEO  
eo@amaroqminerals.com  
  
 Eddie Wyvill, Corporate Development
+44 (0)7713 126727  
ew@amaroqminerals.com  
  
Stifel Nicolaus Europe Limited (Nominated Adviser and Broker)  
Callum Stewart  
Varun Talwar  
Simon Mensley  
Ashton Clanfield  
+44 (0) 20 7710 7600  
  
Panmure Gordon (UK) Limited (Joint Broker)  
Hugh Rich  
Dougie Mcleod  
+44 (0) 20 7886 2500  
  
Camarco (Financial PR)  
Billy Clegg  
Elfie Kent  
Charlie Dingwall  
+44 (0) 20 3757 4980  

For Company updates:  
Follow @Amaroq_minerals on Twitter  
Follow Amaroq Minerals Inc. on LinkedIn  

Further Information:  

About Amaroq Minerals  

Amaroq Minerals' principal business objectives are the identification,
acquisition, exploration, and development of gold and strategic metal
properties in Greenland. The Company's principal asset is a 100% interest in
the Nalunaq Project, a development stage property with an exploitation license
including the previously operating Nalunaq gold mine. The Corporation has a
portfolio of gold and strategic metal assets in Southern Greenland covering
the two known gold belts in the region. Amaroq Minerals is incorporated under
the Canada Business Corporations Act and wholly owns Nalunaq A/S, incorporated
under the Greenland Public Companies Act.

Certain statements in this release constitute "forward-looking statements" or
"forward-looking information" within the meaning of applicable securities
laws. Such statements and information involve known and unknown risks,
uncertainties and other factors that may cause the actual results, performance
or achievements of the company, its projects, or industry results, to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements or information. Such
statements can be identified by the use of words such as "may", "would",
"could", "will", "intend", "expect", "believe", "plan", "anticipate",
"estimate", "scheduled", "forecast", "predict" and other similar terminology,
or state that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved. These statements reflect the
Company's current expectations regarding future events, performance and
results and speak only as of the date of this release.

Forward-looking statements and information involve significant risks and
uncertainties, should not be read as guarantees of future performance or
results and will not necessarily be accurate indicators of whether or not such
results will be achieved. A number of factors could cause actual results to
differ materially from the results discussed in the forward-looking statements
or information, including, but not limited to: material adverse changes,
unexpected changes in laws, rules or regulations, or their enforcement by
applicable authorities; the failure of parties to contracts with the company
to perform as agreed; social or labour unrest; changes in commodity prices;
and the failure of exploration, refurbishment, development or mining programs
or studies to deliver anticipated results or results that would justify and
support continued exploration, studies, development or operations.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.

Glossary

 Ag        silver                       
 Au        gold                         
 Bt        Billion tonnes               
 Cu        copper                       
 g         grams                        
 g/t       grams per tonne              
 km        kilometers                   
 Koz       thousand ounces              
 m         meters                       
 Mo        molybdenum                   
 MRE       Mineral Resource Estimate    
 MT        Magnetotelluric data         
 Nb        niobium                      
 Ni        nickel                       
 oz        ounces                       
 REE       Rare Earth Elements          
 t         tonnes                       
 Ti        Titanium                     
 t/m (3)   tonne per cubic meter        
 U         uranium                      
 USD/ozAu  US Dollar per ounce of gold  
 V         Vanadium                     
 Zn        zinc                         

Inside Information

This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No. 596/2014 on Market Abuse ("UK MAR"),
as it forms part of UK domestic law by virtue of the European
Union (Withdrawal) Act 2018, and Regulation (EU) No. 596/2014 on Market Abuse
("EU MAR").

Qualified Person Statement

The technical information presented in this press release has been approved by
James Gilbertson CGeol, VP Exploration for Amaroq Minerals and a Chartered
Geologist with the Geological Society of London, and as such a Qualified
Person as defined by NI 43-101.



Amaroq Minerals Ltd.

UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2024

The attached financial statements have been prepared by Management of Amaroq
Minerals Ltd. and have not been reviewed by the auditor

                                                                                                        
                                                          As at March 31,       As at December 31,      
                                                   Notes  2024                  2023                    
                                                          $                     $                       
 ASSETS                                                                                                 
 Current assets                                                                                         
 Cash                                                     65,086,851            21,014,633              
 Due from a related party                          3,12   -                     3,521,938               
 Sales tax receivable                                     144,108               69,756                  
 Prepaid expenses and others                              17,469,706            18,681,568              
 Inventory                                                2,880,956             680,358                 
 Total current assets                                     85,581,621            43,968,253              
 Non-current assets                                                                                     
 Deposit                                                  27,944      27,944                            
 Escrow account for environmental rehabilitation          5,697,903   598,939                           
 Financial Asset - Related Party                   3,12   4,200,379   -                                 
 Investment in equity accounted joint arrangement  3      22,846,379  23,492,811                        
 Mineral properties                                4      48,683      48,821                            
 Right of use asset                                7      715,898     574,856                           
 Capital assets                                    5      60,768,906  38,241,559                        
 Total non-current assets                                 94,306,092            62,984,930              
 TOTAL ASSETS                                             179,887,713           106,953,183             
 LIABILITIES AND EQUITY                                                                                 
 Current liabilities                                                                                    
 Accounts payable and accrued liabilities                 7,258,359             6,273,979               
 Convertible notes                                 6      41,551,341            35,743,127              
 Lease liabilities – current portion               7      112,787               80,206                  
 Total current liabilities                                48,922,487            42,097,312              
 Non-current liabilities                                                                                
 Lease liabilities                                 7      681,723               577,234                 
 Total non-current liabilities                            681,723               577,234                 
 Total liabilities                                        49,604,210            42,674,546              
 Equity                                                                                                 
 Capital stock                                            206,698,546           132,117,971             
 Contributed surplus                                      7,367,374             6,725,568               
 Accumulated other comprehensive loss                     (36,772)              (36,772)                
 Deficit                                                  (83,745,645)          (74,528,130)            
 Total equity                                             130,283,503           64,278,637              
 TOTAL LIABILITIES AND EQUITY                             179,887,713           106,953,183             
                                                                                                        

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

                                                                                                                       
 Three months ended March 31,                                                                                          
                                                                           Notes  2024                 2023            
                                                                                  $                    $               
 Expenses                                                                                                              
 Exploration and evaluation expenses                                       9      875,213      1,181,653               
 General and administrative                                                10     3,959,226    2,577,035               
 Loss on disposal of capital assets                                               -            37,791                  
 Foreign exchange loss (gain)                                                     79,509       (197,004)               
 Operating loss                                                                   4,913,948    3,599,475               
 Other expenses (income)                                                                                               
 Interest income                                                                  (15,326)     (231,319)               
 Gardaq management income and allocated cost                                      (636,326)    -                       
 Share of net losses of joint arrangement                                  3      646,432      -                       
 Unrealized loss on derivative liability                                   6      4,300,213    -                       
 Finance costs                                                             11     8,574        8,737                   
 Net loss and comprehensive loss                                                  (9,217,515)  (3,376,893)             
 Weighted average number of common shares outstanding - basic and diluted         290,574,484          263,203,347     
 Basic and diluted loss per common share                                          (0.03)               (0.01)          

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

Amaroq Minerals Ltd.
Consolidated Statements of Changes in Equity
(Unaudited, in Canadian Dollars)

 Number of common shares outstanding                                    Capital Stock  Contributed surplus  Accumulated other comprehensive loss  Deficit       Total Equity  
                                                                        $              $                    $                                     $             $             
 Balance at January 1, 2023                                263,073,022  131,708,387    5,250,865            (36,772)                              (73,694,617)  63,227,863    
 Net loss and comprehensive loss                           -            -              -                    -                                     (3,376,893)   (3,376,893)   
 Options exercised                                         208,275      128,758        (150,000)            -                                     -             (21,242)      
 Stock-based compensation            8                     -            -              451,014              -                                     -             451,014       
 Balance at March 31, 2023                                 263,281,297  131,837,145    5,551,879            (36,772)                              (77,071,510)  60,280,742    
                                                                                                                                                                              
 Balance at January 1, 2024                                263,670,051  132,117,971    6,725,568            (36,772)                              (74,528,130)  64,278,637    
 Net loss and comprehensive loss                           -            -              -                    -                                     (9,217,515)   (9,217,515)   
 Share issuance under a fundraising                        62,724,758   75,574,600     -                    -                                     -             75,574,600    
 Share issuance costs                                      -            (1,047,098)    -                    -                                     -             (1,047,098)   
 Options exercised - net                                   60,637       53,073         (70,500)             -                                     -             (17,427)      
 Stock-based compensation            8                     -            -              712,306              -                                     -             712,306       
 Balance at March 31, 2024                      326,455,446             206,698,546    7,367,374            (36,772)                              (83,745,645)  130,283,503   

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

                                                                                                                                
                                                                                       Notes  Three months ended March 31,      
                                                                                              2024             2023             
                                                                                              $                $                
 Operating activities                                                                                                           
 Net loss for the period                                                                      (9,217,515)      (3,376,893)      
 Adjustments for:                                                                                                               
 Depreciation                                                                          5      172,763          180,008          
 Amortisation of ROU asset                                                             7      19,997           19,777           
 Stock-based compensation                                                              8      712,306          451,014          
 Unrealized loss on derivative liability                                               6      4,300,213        -                
 Loss on disposal of capital assets                                                    5      -                37,791           
 Share of net losses of joint arrangement                                              3      646,432          -                
 Gardaq management income and allocated cost                                           3,12   (636,326)                         
 Other expenses                                                                               -                8,737            
 Foreign exchange                                                                             (195,812)        (216,560)        
                                                                                              (4,197,942)      (2,896,126)      
 Changes in non-cash working capital items:                                                                                     
 Sales tax receivable                                                                         (74,352)         16,076           
 Prepaid expenses and others                                                                  (988,735)        (515,244)        
 Trade and other payables                                                                     955,992          (127,977)        
                                                                                              (107,095)        (627,145)        
 Cash flow used in operating activities                                                       (4,305,037)      (3,523,271)      
 Investing activities                                                                                                           
 Transfer to escrow account for environmental rehabilitation                                  (5,066,194)      -                
 Construction in progress and acquisition of capital assets                            5      (21,476,951)     -                
 Prepayment for acquisition of ROU asset                                                      (5,825)          -                
 Cash flow used in investing activities                                                       (26,548,970)     -                
 Financing activities                                                                                                           
 Share issuance                                                                               75,574,600                        
 Share issuance costs                                                                         (1,047,098)                       
 Principal repayment – lease liabilities                                               7      (18,145)         (26,474)         
 Cash flow from financing activities                                                          74,509,357       (26,474)         
 Net change in cash before effects of exchange rate changes on cash during the period         43,655,350       (3,549,745)      
 Effects of exchange rate changes on cash                                                     416,868          196,583          
 Net change in cash during the period                                                         44,072,218       (3,353,162)      
 Cash, beginning of period                                                                    21,014,633       50,137,569       
 Cash, end of period                                                                          65,086,851       46,784,407       
 Supplemental cash flow information                                                                                             
 Borrowing costs capitalised to capital assets (note 5)                                       1,223,021        -                
 Interest received                                                                            15,327           231,319          
 ROU assets acquired through lease                                                            155,214          -                

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

  1.    NATURE OF OPERATIONS, BASIS OF PRESENTATION

Amaroq Minerals Ltd. (the “Corporation”) was incorporated on February 22,
2017 under the Canada Business Corporations Act. The Corporation’s head
office is situated at 3400, One First Canadian Place, P.O. Box 130, Toronto,
Ontario, M5X 1A4, Canada. The Corporation operates in one industry segment,
being the acquisition, exploration and development of mineral properties. It
owns interests in properties located in Greenland. The Corporation’s
financial year ends on December 31. Since July 2017, the Corporation’s
shares are listed on the TSX Venture Exchange (the “TSX-V”), since July
2020, the Corporation’s shares are also listed on the AIM market of the
London Stock Exchange (“AIM”) and from November 1, 2022, on Nasdaq First
North Growth Market Iceland which were transferred on September 21, 2023 on
Nasdaq Main Market Iceland (“Nasdaq”) under the AMRQ ticker.

These unaudited condensed interim consolidated financial statements for the
three months ended March 31, 2024 (“Financial Statements”) were approved
by the Board of Directors on May 14, 2024

1.1    Basis of presentation and consolidation

The Financial Statements include the accounts of the Corporation and those of
its 100% owned subsidiary Nalunaq A/S, company incorporated under the
Greenland Public Companies Act. The Financial Statements also include the
Corporation’s 51% equity pick-up of Gardaq A/S, a joint venture with GCAM LP
(Note 3).

The Financial Statements have been prepared in accordance with International
Financial Reporting Standards (“IFRS”) as issued by the International
Accounting Standards Board (“IASB”) including International Accounting
Standard (“IAS”) 34, Interim Financial Reporting. The Financial Statements
have been prepared under the historical cost convention.

The Financial Statements should be read in conjunction with the annual
financial statements for the year ended December 31, 2023, which have been
prepared in accordance with IFRS as issued by the IASB. The accounting
policies, methods of computation and presentation applied in these Financial
Statements are consistent with those of the previous financial year ended
December 31, 2023.

  2.    CRITICAL ACCOUNTING JUDGMENTS AND ASSUMPTIONS

The preparation of the Financial Statements requires Management to make
judgments and form assumptions that affect the reported amounts of assets and
liabilities at the date of the Financial Statements and reported amounts of
expenses during the reporting period. On an ongoing basis, Management
evaluates its judgments in relation to assets, liabilities and expenses.
Management uses past experience and various other factors it believes to be
reasonable under the given circumstances as the basis for its judgments.
Actual outcomes may differ from these estimates under different assumptions
and conditions.

In preparing the Financial Statements, the significant judgements made by
Management in applying the Corporation accounting policies and the key sources
of estimation uncertainty were the same as those that applied to the
Corporation’s audited annual financial statements for the year ended
December 31, 2023.

3.        INVESTMENT IN AN ASSOCIATE OR JOINT VENTURE CORPORATION

                                                                     As at  March 31, 2024  As at March 31, 2023  
                                                                     $                      $                     
 Balance at beginning of period                                      23,492,811             -                     
 Share of joint venture’s net losses- for 3 months ended March 31    (646,432)              -                     
 Balance at end of period                                            22,846,379             -                     



 Original Investment in Gardaq ApS                                       7,422        -  
 Transfer of non-gold strategic minerals licences at cost                36,896       -  
 Investment at conversion of Gardaq ApS to Gardaq A/S                    55,344       -  
 Gain on FV recognition of equity accounted investment in joint venture  31,285,536   -  
 Investment retained at fair value- 51% share                            31,385,198   -  
 Share of joint venture’s cumulative net losses                          (8,538,819)  -  
 Balance at end of period                                                22,846,379   -  

The following tables summarize the unaudited financial information of Gardaq
A/S as of March 31, 2024.

                                           As at  March 31, 2024  
                                           $                      
 Cash and cash equivalent                  17,002,319             
 Prepaid expenses and other                815,896                
 Total current assets                      17,818,215             
 Mineral property                          92,240                 
 Total Assets                              17,910,455             
 Accounts payable and accrued liabilities  205,922                
 Financial Liability - Related Party       4,200,379              
 Capital stock                             30,246,937             
 Deficit                                   (16,742,783)           
 Total equity                              13,504,154             
 Total liabilities and equity              17,910,455             



                                      As at  March 31, 2024  
                                      $                      
 Exploration and Evaluation expenses  842,840                
 Interest expense (income)            (2,928)                
 Foreign exchange loss (gain)         (177,623)              
 Operating loss                       662,289                
 Other expenses (income)              605,225                
 Net loss and comprehensive loss      1,267,514              

3.        INVESTMENT IN AN ASSOCIATE OR JOINT VENTURE CORPORATION
(CONT’d)

3.1 Financial Asset – Related Party

Subject to a Subscription and Shareholder Agreement dated 13 April 2023, the
Corporation undertakes to subscribe to two ordinary shares in Gardaq (the
“Amaroq shares”) at a subscription price of GBP 5,000,000 no later than 10
business days after the third anniversary of the completion of the
subscription agreement.

Amaroq’s subscription will be completed by the conversion of Gardaq’s
related party balance into equity shares. Gardaq’s related party payable
balance consists of overhead, management, general and administrative expenses
payable to the Corporation. In the event that the related party payable
balance is less than GBP 5,000,000, the Corporation shall, no later than 10
business days after the third anniversary of Completion:

(a)   subscribe to one Amaroq share by conversion of the amount payable to
the Corporation,
(b)   subscribe to one Amaroq share at a subscription price equal to GBP
5,000,000 less the amount payable to the Corporation

In the event that the amount payable to the Corporation exceeds GBP 5,000,000,
the Corporation shall subscribe to the Amaroq shares at a subscription price
equal to GBP 5,000,000 by conversion of GBP 5,000,000 of the amount due from
Gardaq. Gardaq shall not be liable to repay any of the balance payable to the
Corporation that exceeds GBP 5,000,000 (equivalent to CAD 8,557,000 as at 31
March 2024). See note 12.1.

  4.    MINERAL PROPERTIES

                                               As at December 31, 2023  Transfer  As at March 31, 2024  
                                               $                        $         $                     
 Nalunaq - Au                                  1                        -         1                     
 Tartoq - Au                                   18,431                   -         18,431                
 Vagar - Au                                    11,103                   -         11,103                
 Nuna Nutaaq - Au                              6,076                    -         6,076                 
 Anoritooq - Au                                6,389                    -         6,389                 
 Siku - Au                                     6,821                    (138)     6,683                 
 Naalagaaffiup Portornga - Strategic Minerals  -                        -         -                     
 Saarloq - Strategic Minerals                  -                        -         -                     
 Sava - Strategic Minerals                     -                        -         -                     
 Kobberminebugt - Strategic Minerals           -                        -         -                     
 Stendalen - Strategic Minerals                -                        -         -                     
 North Sava - Strategic Minerals               -                        -         -                     
 Total mineral properties                      48,821                   -         48,683                

  4.   MINERAL PROPERTIES (CONT’d)

                                               As at December 31, 2022  Additions  As at March 31, 2023  
                                               $                        $          $                     
 Nalunaq - Au                                  1                        -          1                     
 Tartoq - Au                                   18,431                   -          18,431                
 Vagar - Au                                    11,103                   -          11,103                
 Nuna Nutaaq - Au                              6,076                    -          6,076                 
 Anoritooq - Au                                6,389                    -          6,389                 
 Siku - Au                                     6,821                    -          6,821                 
 Naalagaaffiup Portornga - Strategic Minerals  6,334                    -          6,334                 
 Saarloq - Strategic Minerals                  7,348                    -          7,348                 
 Sava - Strategic Minerals                     6,562                    -          6,562                 
 Kobberminebugt - Strategic Minerals           6,840                    -          6,840                 
 Stendalen - Strategic Minerals                4,837                    -          4,837                 
 North Sava - Strategic Minerals               4,837                    -          4,837                 
 Total mineral properties                      85,579                   -          85,579                

  5.   CAPITAL ASSETS

                                    Field equipment and infrastruc- ture  Vehicles and rolling stock  Equipment (including software)  Construc- tion In Progress  Total       
                                    $                                     $                           $                               $                           $           
 Three months ended March 31, 2024                                                                                                                                            
 Opening net book value             1,537,379                             3,312,118                   108,822                         33,283,240                  38,241,559  
 Additions                          -                                     -                           138                             22,699,972                  22,700,110  
 Disposals                          -                                     -                           -                               -                           -           
 Depreciation                       (49,594)                              (107,571)                   (15,598)                        -                           (172,763)   
 Closing net book value             1,487,785                             3,204,547                   93,362                          55,983,212                  60,768,906  



                           Field equipment and infrastruc- ture  Vehicles and rolling stock  Equipment (including software)  Construc- tion In Progress  Total        
                           $                                     $                           $                               $                           $            
 As at March 31, 2024                                                                                                                                                 
 Cost                      2,351,041                             4,466,971                   232,369                         55,983,212                  63,033,593   
 Accumulated depreciation  (863,256)                             (1,262,424)                 (139,007)                       -                           (2,264,687)  
 Closing net book value    1,487,785                             3,204,547                   93,362                          55,983,212                  60,768,906   

  5.   CAPITAL ASSETS (CONT’d)

Depreciation of capital assets related to exploration and evaluation
properties is being recorded in exploration and evaluation expenses in the
consolidated statement of comprehensive loss, under depreciation. Depreciation
of $157,262 ($164,011 for the three months ended March 31, 2023) was expensed
as exploration and evaluation expenses during the three months ended March 31,
2024 and the remaining depreciation was capitalised to Construction in
Progress.

As at March 31, 2024, the Corporation had capital commitments, of $88,948,607.
These commitments relate to the development of Nalunaq Project, rehabilitation
of the Nalunaq mine, construction of processing plant, purchases of mobile
equipment and establishment of surface infrastructure.

During first three months of 2024 the Company capitalised borrowing costs of
$1,223,021 to construction in progress, which are included in additions.

6.    CONVERTIBLE NOTES

                                  Convertible notes loan  Embedded Derivatives at FVTPL  Total       
                                  $                       $                              $           
 Balance as at December 31, 2023  11,763,053              23,980,074                     35,743,127  
 Accretion of discount            843,673                 -                              843,673     
 Accrued interest                 379,348                 -                              379,348     
 Fair value change                -                       4,300,213                      4,300,213   
 Foreign exchange loss (gain)     284,980                 -                              284,980     
 Balance as at December 31, 2023  13,271,054              28,280,287                     41,551,341  
 Non-current portion              -                       -                              -           
 Current portion                  13,271,054              28,280,287                     41,551,341  

6.1 Revolving Credit Facility

A $25 million (US$18.5 million) Revolving Credit Facility (“RCF”) provided
by Landsbankinn hf. and Fossar Investment Bank, with a two-year term expiring
on 1 September 2025 and priced at SOFR plus 950bps. Interest is capitalized
and payable at the end of the term.

The credit facility is denominated in US Dollars and the SOFR interest rate is
determined with reference to the CME Term SOFR Rates published by CME Group
Inc. The Landsbankinn hf. and Fosar revolving credit facility carries (i) a
commitment fee of 0.40% per annum calculated on the undrawn facility amount
and (ii) an arrangement fee of 2.00% on the facility amount where 1.5% is to
be paid on or before the closing date of the facility and 0.50% is to be paid
on or before the first draw down. The facility is not convertible into any
securities of the Corporation.
The facility will be secured by (i) a bank account pledge from the Corporation
and Nalunaq A/S, (ii) share pledges over all current and future acquired
shares in Nalunaq A/S and Gardaq A/S held by the Corporation pursuant to the
terms of share pledge agreements, (iii) a proceeds loan assignment agreement,
(iv) a pledge agreement in respect of owner’s mortgage deeds and (v) a
licence transfer agreement. The Corporation has not yet drawn on this
facility.

6.    CONVERTIBLE NOTES (CONT’d)

6.2 Convertible notes

Convertible notes represent $30.4 million (US$22.4 million) notes issued to
ECAM LP (US$16 million), JLE Property Ltd. (US$4 million) and Livermore
Partners LLC (US$2.4 million) with a four-year term and a fixed interest rate
of 5%. The conversion price of $0.90 per common share is the closing Canadian
market price of the Amaroq shares on the day, prior to the closing day of the
Debt Financing.

The convertible notes are denominated in US Dollars and will mature on
September 30, 2027, being the date that is four years from the convertible
note offering closing date. The principal amount of the convertible notes will
be convertible, in whole or in part, at any time from one month after issuance
into common shares of the Corporation ("Common Shares") at a conversion price
of $0.90 (£0.525) per Common Share for a total of up to 33,812,401 Common
Shares. The Corporation may repay the convertible notes and accrued interest
at any time, in cash, subject to providing 30 days’ notice to the relevant
noteholders, with such noteholders having the option to convert such
convertible notes into Common Shares at the conversion price up to 5 days
prior to the redemption date. If the Corporation chooses to redeem some but
not all of the outstanding convertible notes, the Corporation shall redeem a
pro rata share of each noteholder's holding of convertible notes. The
Corporation shall pay a commitment fee to the holders of the convertible notes
of, in aggregate, $5,511,293 (US$4,484,032), which shall be paid pro rata to
each noteholder's holding of convertible notes. The commitment fee is payable
on the earlier of (a) the date falling 20 business days after all amounts
outstanding under the Bank Revolving Credit Facility have been repaid in full,
but no earlier than the date that is 24 months after the date of issuance of
the notes; and (b) the date falling 30 (thirty) months after the date of the
subscription agreement in respect of the notes, irrespective of whether or not
notes have converted at that date or been repaid.

The convertible notes will be secured by (i) bank account pledge agreements
from the Corporation and Nalunaq A/S, (ii) share pledges over all current and
future acquired shares in Nalunaq A/S and Gardaq A/S held by the Corporation
pursuant to the terms of share pledge agreements, (iii) a proceeds loan
assignment agreement, (iv) a pledge agreement in respect of owner’s mortgage
deeds and (v) a licence transfer agreement.

The convertible notes represent hybrid financial instruments with embedded
derivatives requiring separation. The debt host portion (the “Host”) of
the instrument is classified at amortized cost, whereas the aggregate
conversion and repayment options (the “Embedded Derivatives”) are
classified at fair value through profit and loss (FVTPL).

The fair value of the convertible notes at inception was recognized at $30.4
million (US$22.4 million) and $19.4 million (US$14.3 million) embedded
derivative component was isolated and determined using a Black Scholes
valuation model which required the use of significant unobservable inputs. As
of March 31, 2024 the Corporation identified the fair value of embedded
derivative associated with the early conversion option to be $28.2 million
($24.0 million as of December 31, 2023). The change in fair value of embedded
derivative in the period from January 1, 2024 to March 31, 2024 has been
recognized in the statement of Income (loss) and comprehensive income (loss).
The Host liability component at inception, before deducting transaction costs,
was recognized to be the residual amount of $10.9 million (US$8.1 million)
which is subsequently measured at amortized cost. Transaction costs incurred
on the issuance of the convertible note amounted to $1,004,030, of which
$362,502 was allocated to, and deducted from, the host liability component,
and $641,528 was allocated to the embedded derivative component and charged to
profit and loss.

6.    CONVERTIBLE NOTES (CONT’D)

6.3 Cost Overrun Facility

$13.5 million (US$10 million) Revolving Cost Overrun Facility from JLE
Property Ltd. on the same terms as the Bank Revolving Credit Facility.

The Overrun Facility is denominated in US Dollars with a two-year term,
expiring on 1 September 2025, and will bear interest at the CME Term SOFR
Rates by CME Group Inc. and have a margin of 9.5% per annum. The Overrun
Facility carries a stand-by fee of 2.5% on the amount of committed funds. The
Overrun Facility is not convertible into any securities of the Corporation.

The Overrun Facility will be secured by (i) bank account pledge agreements
from the Corporation and Nalunaq A/S, (ii) share pledges over all current and
future acquired shares in Nalunaq A/S and Gardaq A/S held by the Corporation
pursuant to the terms of share pledge agreements, (iii) a proceeds loan
assignment agreement, (iv) a pledge agreement in respect of owner’s mortgage
deeds and (v) a licence transfer agreement.   The Corporation has not yet
drawn on this facility.

     7.    LEASE LIABILITIES

                                            As at March 31, 2024  As at December 31, 2023  
                                            $                     $                        
 Balance beginning                          657,440               729,237                  
 Lease additions                            155,214               -                        
 Lease payment                              (26,718)              (105,894)                
 Interest                                   8,574                 34,097                   
 Adjustment                                 -                     -                        
 Balance ending                             794,510               657,440                  
 Non-current portion – lease liabilities    (681,723)             (577,234)                
 Current portion – lease liabilities        112,787               80,206                   

The Corporation has two leases for its offices. In October 2020, the
Corporation started the lease for five years and five months including five
free rent months during this period. The monthly rent is $8,825 until March
2024 and $9,070 for the balance of the lease. The Corporation has the option
to renew the lease for an additional five-year period at $9,070 monthly rent
indexed annually to the increase of the consumer price index of the previous
year for the Montreal area. In March 2024, the Corporation started a new lease
for a two-year term with the option to extend for two more years. The monthly
rent is $5,825 until March 2025 after which the monthly rent may increase as
per the lease terms.

7. LEASE LIABILITIES (CONT’d)

7.1         Right of use asset

                           As at      As at         
                           March 31,  December 31,  
                           2024       2023          
                           $          $             
 Opening net book value    574,856    655,063       
 Additions                 161,039    -             
 Disposals                 -          -             
 Adjustment                -          -             
 Amortisation              (19,997)   (80,207)      
 Closing net book value    715,898    574,856       
                                                    
 Cost                      997,239    836,200       
 Accumulated amortisation  (281,341)  (261,344)     
 Closing net book value    715,898    574,856       

     8.   STOCK-BASED COMPENSATION

        8.1 Stock options

An incentive stock option plan (the “Plan”) was approved initially in 2017
and renewed by shareholders on June 15, 2023. The Plan is a “rolling”
plan whereby a maximum of 10% of the issued shares at the time of the grant
are reserved for issue under the Plan to executive officers, directors,
employees and consultants. The Board of directors grants the stock options and
the exercise price of the options shall not be less than the closing price on
the last trading day, preceding the grant date. The options have a maximum
term of ten years. Options granted pursuant to the Plan shall vest and become
exercisable at such time or times as may be determined by the Board, except
options granted to consultants providing investor relations activities shall
vest in stages over a 12-month period with a maximum of one-quarter of the
options vesting in any three-month period. The Corporation has no legal or
constructive obligation to repurchase or settle the options in cash.

On January 17, 2022, the Corporation granted its officers, employees and
consultant 4,100,000 stock options with an exercise price of $0.60 and expiry
date of January 17, 2027. The stock options vested 100% at the grant date.
The options were granted at an exercise price equal to the closing market
price of the shares the day prior to the grant. Total stock-based compensation
costs amount to $1,435,000 for an estimated fair value of $0.35 per option.

On April 20, 2022, the Corporation granted a senior employee 73,333 stock
options with an exercise price of $0.75 and expiry date of April 20, 2027.
The stock options vested 100% at the grant date. The options were granted with
an exercise price equal to the closing market price of the shares the day
prior to the grant. Total stock-based compensation costs amount to $32,267 for
an estimated fair value of $0.44 per option. The fair value of the options
granted was estimated using the Black-Scholes model with no expected dividend
yield, 68.9% expected volatility, 2.7% risk-free interest rate and a 5-year
term. The expected life and expected volatility were estimated by benchmarking
comparable companies to the Corporation.
1. STOCK-BASED COMPENSATION (CONT’d)
On July 14, 2022, the Corporation granted an employee 39,062 stock options
with an exercise price of $0.64 and expiry date of July 14, 2027. The stock
options vested 100% at the grant date. The options were granted with an
exercise price equal to the closing market price of the shares the day prior
to the grant. Total stock-based compensation costs amount to $14,844 for an
estimated fair value of $0.38 per option. The fair value of the options
granted was estimated using the Black-Scholes model with no expected dividend
yield, 69% expected volatility, 3.1% risk-free interest rate and a 5-year
term. The expected life and expected volatility were estimated by benchmarking
comparable companies to the Corporation.

On December 30, 2022, the Corporation granted its employees and consultant
1,330,000 stock options with an exercise price of $0.70 and expiry date of
December 30, 2027. The stock options vested 100% at the grant date. The
options were granted at an exercise price equal to the closing market price of
the shares the day prior to the grant. Total stock-based compensation costs
amount to $545,300 for an estimated fair value of $0.41 per option.

On July 24, 2023, the Corporation granted an on-hire incentive stock option
award to a new senior employee of Amaroq. The option award gives the employee
the right to acquire up to 19,480 common shares under the Corporation's stock
option Plan. The option has an exercise price of $0.77 per share which vested
on October 24, 2023. The option will expire if it remains unexercised five
years from the date of the award.

Changes in stock options are as follows:

 Three months ended March 31, 2024                                             
                           Number of options  Weighted average exercise price  
                                              $                                
 Balance, beginning        9,188,365          0.57                             
 Exercised                 (150,000)          0.43                             
 Balance, end              9,038,365          0.58                             
 Balance, end exercisable  9,033,755          0.59                             

Stock options outstanding and exercisable as at March 31, 2024 are as follows:

 Number of options outstanding  Number of options exercisable  Exercise price  Expiry date         
                                                               $                                   
 1,670,000                      1,670,000                      0.38            December 31, 2025   
 100,000                        95,390                         0.50            September 13, 2026  
 1,245,000                      1,245,000                      0.78            December 31, 2026   
 3,600,000                      3,600,000                      0.60            January 17, 2027    
 73,333                         73,333                         0.75            April 20, 2027      
 39,062                         39,062                         0.64            July 14, 2027       
 1,330,000                      1,330,000                      0.70            December 30, 2027   
 900,000                        900,000                        0.59            December 31, 2027   
 19,480                         19,480                         0.77            July 24, 2028       
 61,490                         61,490                         1.09            December 20, 2028   
 9,038,365                      9,033,755                                                          

8. STOCK-BASED COMPENSATION (CONT’d)

        8.2 Restricted Share Unit

8.2.1 Description

Conditional awards were made in 2022 that give participants the opportunity to
earn restricted share unit awards under the Corporation’s Restricted Share
Unit Plan (“RSU Plan”) subject to the generation of shareholder value over
a four-year performance period.

The awards are designed to align the interests of the Corporation’s
employees and shareholders, by incentivising the delivery of exceptional
shareholder returns over the long-term. Participants receive a 10% share of a
pool which is defined by the total shareholder value created above a 10% per
annum compound hurdle.

The awards comprise three tranches, based on performance measured from
January 1, 2022, to the following three measurement dates:
* First Measurement Date: December 31, 2023;
* Second Measurement Date: December 31, 2024; and
* Third Measurement Date: December 31, 2025.
Restricted share unit awards granted under the RSU Plan as a result of
achievement of the total shareholder return performance conditions are subject
to continued service, with vesting as follows:
* Awards granted after the First Measurement Date - 50% vest after one year,
50% vest after three years.
* Awards granted after the Second Measurement Date - 50% vest after one year,
50% vest after two years.
* RSUs granted after the Third Measurement Date - 100% vest after one year.
The maximum term of the awards is therefore four years from grant.

The Corporation’s starting market capitalization is based on a fixed share
price of $0.552. Value created by share price growth and dividends paid at
each measurement date will be calculated with reference to the average closing
share price over the three months ending on that date.
* After December 31, 2023, 100% of the pool value at the First Measurement
Date is delivered as restricted share units under the RSU Plan, subject to the
maximum number of shares that can be allotted not being exceeded.
* After December 31, 2024, the pool value at the Second Measurement Date is
reduced by the pool value from the First Measurement Date (increased in line
with share price movements between the First and Second Measurement Dates).
100% of the remaining pool value, if any, is delivered as restricted share
units under the RSU Plan.
* After December 31, 2025, the pool value at the Third Measurement Date is
reduced by the pool value from the Second Measurement Date (increased in line
with share price movements between the Second and Third Measurement Dates),
and then further reduced by the pool value from the First Measurement Date
(increased in line with share price movements between the First Measurement
Date and the Third Measurement Date). 100% of the remaining pool value, if
any, is delivered as restricted share units under the RSU Plan.
8.2.2 RSU Plan Amendment

The RSU Plan was amended by a shareholders General Meeting on June 15, 2023.
As a result of the amendment the number of shares that could be issued under
the RSU Plan to satisfy the conditional awards and other share awards was
increased from 10% of a fixed share capital amount of 177,098,740 shares to
10% of share capital at the time of award, amounting to 10% of 263,073,022
shares, reduced by the number

8. STOCK-BASED COMPENSATION (CONT’d)

of outstanding options at each calculation date. As a result, an additional
expense based on the difference between the fair value of the conditional
awards before and after the modification will be recognised over the service
period. The incremental fair value was determined and incorporated info the
valuation in 12.2.2.

8.2.3 New Conditional Award under RSU Plan

On 13 October 2023, Amaroq made an award (the “Award”) under the RSU Plan
as detailed below. The Award consists of a conditional right to receive value
if the future performance targets, applicable to the Award, are met. Any value
to which the participants are eligible in respect of the Award will be granted
as Restricted Share Units (each an “RSU”), with each RSU entitling a
participant to receive common shares in the Corporation. Each RSU will be
granted under, and governed in accordance with, the rules of the Corporation's
Restricted Share Unit Plan.

 Award Date                October 13, 2023                                                                                                                                                                                                                                                                                                                                                                                                 
 Initial Price             CAD 0.552                                                                                                                                                                                                                                                                                                                                                                                                        
 Hurdle Rate               10% p.a. above the Initial Price                                                                                                                                                                                                                                                                                                                                                                                 
 Total Pool                10% of the growth in value above the Hurdle rate, not exceeding 10% of the Corporation’s share capital. The number of shares will be determined at the Measurement Dates.                                                                                                                                                                                                                                        
 Participant proportion    Edward Wyvill, Corporate Development 10%                                                                                                                                                                                                                                                                                                                                                                         
 Performance Period        January 1, 2022 to December 31, 2025 (inclusive)                                                                                                                                                                                                                                                                                                                                                                 
 Normal Measurement Dates  First Measurement Date: December 31, 2023, 50% vesting on the first anniversary of grant, with the remaining 50% vesting on the third anniversary of grant. Second Measurement Date: December 31, 2024, 50% vesting on the first anniversary of grant, with the remaining 50% vesting on the second anniversary of grant. Third Measurement Date: December 31, 2025, vesting on the first anniversary of grant.  

8.2.4 Valuation

The fair value of the award granted in December 2022 and modified June 2023,
in addition to the award granted October 13, 2023, increased to $7,378,000
based on 90% of the available pool being awarded. A charge of $711,500 was
recorded during the three months ended March 31, 2024 ($449,000 during the
three months ended March 31, 2023).

The fair value was obtained through the use of a Monte Carlo simulation model
which calculates a fair value based on a large number of randomly generated
projections of the Corporation’s share price.

 Assumption                                      Value              
 Grant date                                      December 30, 2022  
 Amendment date                                  June 15, 2023      
 Additional award date                           October 13, 2023   
 Expected life (years)                           2.22 – 3.00        
 Share price at grant date                       $0.70 - $0.97      
 Exercise price                                  N/A                
 Dividend yield                                  0%                 
 Risk-free rate                                  3.60% - 4.71%      
 Volatility                                      55% - 72%          
 Fair value of awards - First Measurement Date   $4,420,000         
 Fair value of awards - Second Measurement Date  $1,946,000         
 Fair value of awards - Third Measurement Date   $1,012,000         
 Total fair value of awards (90% of pool)        $7,378,000         

Expected volatility was determined from the daily share price volatility over
a historical period prior to the date of grant with length commensurate with
the expected life. A zero dividend yield has been used based on the dividend
yield as at the date of grant.

9. EXPLORATION AND EVALUATION EXPENSES

 Three months ended March 31,                                                 
                                                          2024     2023       
                                                          $        $          
 Geology                                                  13,997   113,105    
 Drilling                                                 -        -          
 Lodging and on-site support                              184,469             
 Analysis                                                 5,033    -          
 Transport                                                -        304,200    
 Helicopter charter                                       -        79,868     
 Logistic support                                         -        -          
 Insurance                                                -        -          
 Maintenance infrastructure                               480,754  294,119    
 Supplies and equipment                                   31,722   170,558    
 Project Engineering                                      -        55,792     
 Government fees                                          1,976    -          
 Exploration and evaluation expenses before depreciation  717,951  1,017,642  
 Depreciation                                             157,262  164,011    
 Exploration and evaluation expenses                      875,213  1,181,653  

10.GENERAL AND ADMINISTRATION

 Three months ended March 31,                                                
                                                       2024       2023       
                                                       $          $          
 Salaries and benefits                                 869,415    617,589    
 Director’s fees                                       159,000    157,000    
 Professional fees                                     939,809    611,878    
 Marketing and investor relations                      166,037    141,968    
 Insurance                                             78,916     67,602     
 Travel and other expenses                             604,513    301,269    
 Regulatory fees                                       393,733    192,941    
 General and administration before following elements  3,211,423  2,090,247  
 Stock-based compensation                              712,306    451,014    
 Depreciation                                          35,498     35,774     
 General and administration                            3,959,227  2,577,035  

11.        FINANCE COSTS

                 Three months ended March 31,      
                 2024             2023             
                 $                $                
 Lease interest  8,574            8,737            
                 8,574            8,737            

12.        RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION

12.1 Gardaq Joint Venture

                                            Three months ended March 31,      
                                            2024             2023             
                                            $                $                
 Gardaq management fees and allocated cost  636,326          -                
 Foreign exchange revaluation               42,115           -                
                                            678,441          -                

As at March 31, 2024, the balance receivable from Gardaq amounted to
$4,200,379 ($3,521,938 as at December 31, 2023). This receivable balance
represents allocated overhead and general administration costs to manage the
exploration work programmes and day-to-day activities of the joint venture.
This balance will be converted to shares in Gardaq within 10 business days
after the third anniversary of the completion of the Subscription and
Shareholder Agreement dated 13 April 2023 (See note 3.1).

12.2 Key Management Compensation

The Corporation’s key management are the members of the board of directors,
the President and Chief Executive Officer, the Chief Financial Officer, the
Vice President Exploration, and the Corporate Secretary. Key management
compensation is as follows:

                           Three months ended September 31     
                           2024              2023              
                           $                 $                 
 Short-term benefits                                           
 Salaries and benefits     445,723           331,747           
 Director’s fees           159,000           157,000           
 Long-term benefits                                            
 Stock-based compensation  -                 -                 
 Total compensation        604,723           488,747           

13. NET EARNINGS (LOSS) PER COMMON SHARE

The calculation of net loss per share is shown in the table below. As a result
of the net loss incurred during the periods presented, all potentially
dilutive common shares are deemed to be antidilutive and thus diluted net loss
per share is equal to the basic net loss per share for these periods.

                                                                     Three months ended March 31 ,     
                                                                     2024             2023             
                                                                     $                $                
 Net income (loss) and comprehensive income (loss)                   (9,217,515)      (3,376,893)      
                                                                                                       
 Weighted average number of common shares outstanding - basic        290,574,484      263,203,347      
 Weighted average number of common shares outstanding – diluted      290,574,484      263,203,347      
 Basic earnings (loss) per share                                     (0.03)           (0.01)           
 Diluted earnings (loss) per common share                            (0.03)           (0.01)           

14. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

The Corporation is exposed to various risks through its financial instruments.
The following analysis provides a summary of the Corporation's exposure to and
concentrations of risk at March 31, 2024:

14.1 Credit Risk

Credit risk is the risk that one party to a financial instrument will cause
financial loss for the other party by failing to discharge an obligation. The
Corporation’s main credit risk relates to its prepaid amounts to suppliers
for placing orders, manufacturing and delivery of process plant equipment, as
well as an advance payment to a mining contractor. The Corporation performed
expected credit loss assessment and assessed the amounts to be fully
recoverable.

14.2 Fair Value

Financial assets and liabilities recognized or disclosed at fair value are
classified in the fair value hierarchy based upon the nature of the inputs
used in the determination of fair value. The levels of the fair value
hierarchy are:

•        Level 1 - Quoted prices (unadjusted) in active markets for
identical assets or liabilities 
•  Level 2 - Inputs other than quoted prices included within level 1 that
are observable for the asset or liability, either directly (i.e., as prices)
or indirectly (i.e., derived from prices) 
• Level 3 - Inputs for the asset or liability that are not based on
observable market data (i.e., unobservable inputs)

14. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONT’d)

The following table summarizes the carrying value of the Corporation’s
financial instruments:

                                                   March 31, 2024  December 31, 2023  
                                                   $               $                  
 Cash                                              65,086,851      21,014,633         
 Due from a related party                          -               3,521,938          
 Sales tax receivable                              144,108         69,756             
 Prepaid expenses and others                       17,469,706      18,681,568         
 Deposit                                           27,944          27,944             
 Escrow account for environmental monitoring       5,697,903       598,939            
 Financial Asset – Related Party                   4,200,379       -                  
 Investment in equity-accounted joint arrangement  22,846,379      23,492,811         
 Accounts payable and accrued liabilities          (7,258,359)     (6,273,979)        
 Convertible notes                                 (41,551,341)    (35,743,127)       
 Lease liabilities                                 (794,510)       (657,440)          

Due to the short-term maturities of cash, prepaid expenses, and accounts
payable and accrued liabilities, the carrying amounts of these financial
instruments approximate fair value at the respective balance sheet date.

The carrying value of the convertible note instrument approximates its fair
value at maturity and includes the embedded derivative associated with the
early conversion option and the host liability at amortized cost.

The carrying value of lease liabilities approximate its fair value based upon
a discounted cash flows method using a discount rate that reflects the
Corporation’s borrowing rate at the end of the period.

14.3 Liquidity Risk

Liquidity risk is the risk that the Corporation will encounter difficulty in
meeting obligations associated with financial liabilities. The Corporation
seeks to ensure that it has sufficient capital to meet short-term financial
obligations after taking into account its exploration and operating
obligations and cash on hand. The Corporation anticipates seeking additional
financing in order to fund general and administrative costs and exploration
and evaluation costs. The Corporation’ options to enhance liquidity include
the issuance of new equity instruments or debt.

The following table summarizes the carrying amounts and contractual maturities
of financial liabilities:

                As at March 31, 2024                                            As at December 31, 2023                                         
                Trade and other payables  Convertible Notes  Lease liabilities  Trade and other payables  Convertible Notes  Lease liabilities  
                $                         $                  $                  $                         $                  $                  
 Within 1 year  7,258,359                 -                  149,050            6,273,979                 -                  108,345            
 1 to 5 years   -                         41,551,341         566,839            -                         35,743,127         544,178            
 5 to 10 years  -                         -                  208,601            -                         -                  126,975            
 Total          7,258,359                 41,551,341         924,490            6,273,979                 35,743,127         779,498            

The Corporation has assessed that it is not exposed to significant liquidity
risk due to its cash balance in the amount of $65.1 million at the period end

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