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Interim Financial Statements : Aug 31 2023
Interim Financial Statements : Aug 31

About this update from Tres-or Resources Ltd.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED AUGUST 31, 2023 AND 2022 (Unaudited - Prepared by Management) (Expressed in Canadian Dollars) Tel: 1-604-688-8700 Email: [email protected] Website: http://www.tres-or.com Tres-Or trades on the TSX Venture Exchange under the symbol TRS NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The accompanying unaudited condensed consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company's management. The Company's independent auditor has not performed a review of these financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity's auditor. TRES-OR RESOURCES LTD. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION UNAUDITED - PREPARED BY MANAGEMENT (Expressed in Canadian Dollars) August 31, February 28, Note 2023 2023 ASSETS Current assets Cash $ 177,109 $ 280,844 Marketable securities 3 611,840 1,320,504 Receivables 4 3,379 8,150 Prepaids 6,861 1,346 Total current assets 799,189 1,610,844 Non-current assets Exploration and evaluation assets 6 2,670,443 2,409,131 TOTAL ASSETS $ 3,469,632 $ 4,019,975 LIABILITIES Current liabilities Accounts payable and accrued liabilities $ 215,693 $ 242,535 Due to related parties 8 323,643 329,179 Flow through share premium liability 10 8,889 21,369 Total current liabilities 548,225 593,083 Non-current liabilities Loans payable 7 7,378 - TOTAL LIABILITIES 555,603 593,083 EQUITY Share capital 9 18,261,113 18,067,993 Treasury shares 9 - (120,000) Equity reserves 9 2,272,453 2,272,453 Accumulated other comprehensive loss (935,160) (228,096) Deficit (16,684,377) (16,565,458) TOTAL EQUITY 2,914,029 3,426,892 TOTAL LIABILITIES AND EQUITY $ 3,469,632 $ 4,019,975 Nature and continuance of operations (Note 1) Approved by the Board of Directors on October 27, 2023: " Gareth E. Mason " "Laura Lee Duffett" Director Director The accompanying notes are an integral part of these condensed consolidated interim financial statements. 3 TRES-OR RESOURCES LTD. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS AND COMPREHENSIVE LOSS UNAUDITED - PREPARED BY MANAGEMENT (Expressed in Canadian Dollars) Three months ended Six months ended August 31, August 31, Note 2023 2022 2023 2022 GENERAL AND ADMINISTRATIVE EXPENSES Consulting fees $ 4,965 $ - $ 10,860 $ - Foreign exchange 489 - 489 - Management fees 8 13,500 13,500 27,000 27,000 Office and miscellaneous 6,834 3,360 10,733 5,084 Professional fees 35,972 29,553 44,056 35,262 Transfer agent and regulatory fees 5,310 2,479 8,842 3,772 Travel and promotion 8 9,204 5,028 13,157 8,510 (76,274) (53,920) (115,137) (79,628) Settlement of flow through share premium liabilities 10 8,281 - 12,480 4,125 Interest income 1,502 - 3,338 - Gain on loan settlement - 19,375 - 19,375 Gain on sale of exploration and evaluation assets 6 - 358,053 - 358,053 Income (loss) for the period (66,491) 323,508 (99,319) 301,925 OTHER COMPREHENSIVE LOSS Unrealized loss on marketable securities 3 (209,472) (420,168) (707,064) (420,168) Total comprehensive loss for the period $ (275,963) $ (96,660) $ (806,383) $ (118,243) Basic and diluted income (loss) per common share $ (0.00) $ 0.01 $ (0.00) $ 0.01 Weighted average number of common shares outstanding - basic and diluted 25,233,863 22,918,385 23,705,950 22,940,124 The accompanying notes are an integral part of these condensed consolidated interim financial statements. 4 TRES-OR RESOURCES LTD. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY UNAUDITED - PREPARED BY MANAGEMENT (Expressed in Canadian Dollars) Accumulated Other Number of Treasury Equity Comprehensive shares Share Capital Shares Reserves Loss Deficit Total Balance - February 28, 2022 22,961,863 $ 18,069,565 $ - $ 2,272,453 $ - $ (16,896,883) $ 3,445,135 Share issue costs - (1,572) - - - - (1,572) Treasury shares - - (120,000) - - - (120,000) Loss on marketable securities - - - - (420,168) - (420,168) Income for the period - - - - - 301,925 301,925 Balance - August 31, 2022 22,961,863 $ 18,067,993 $ (120,000) $ 2,272,453 $ (420,168) $ (16,594,958) $ 3,205,320 Balance - February 28, 2023 22,961,863 $ 18,067,993 $ (120,000) $ 2,272,453 $ (228,096) $ (16,565,458) $ 3,426,892 Shares issued for exploration and evaluation asset 2,272,000 193,120 - - - - 193,120 Unrealized loss on marketable securities - - - - (706,664) - (706,664) Gain on marketable securities - - - - (400) 400 - Sale of treasury shares - - 120,000 - - (20,000) 100,000 Loss for the period - - - - - (99,319) (99,319) Balance - August 31, 2023 25,233,863 $ 18,261,113 $ - $ 2,272,453 $ (935,160) $ (16,684,377) $ 2,914,029 The accompanying notes are an integral part of these condensed consolidated interim financial statements. 5 TRES-OR RESOURCES LTD. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS UNAUDITED - PREPARED BY MANAGEMENT (Expressed in Canadian Dollars) For the six months ended August 31, 2023 2022 CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) for the period Items not affecting cash Foreign exchange Gain on loan settlement Gain on property transfer Settlement of flow through share premium liability Changes in non-cash working capital items Receivables Prepaid expenses Accounts payable and accrued liabilities Due to related parties CASH FLOWS FROM INVESTING ACTIVITIES Exploration and evaluation assets expenditures Option payment received Proceeds from sale of marketable securities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from sale of treasury shares Repayment of loan Change in cash Cash, beginning of the period Cash, end of the period $ (99,319) $ 301,925 (61) - (19,375) (358,053) (12,480) (4,125) 4,771 34,962 (5,515) (452) (26,842) (21,912) (15,536) 5,432 (154,982) (61,598) (50,753) (21,279) 350,000 2,000 - (48,753) 328,721 100,000 - (155,000) 100,000 (155,000) (103,735) 112,123 280,844 258,727 $ 177,109 $ 370,850 Supplemental disclosure with respect to cash flows (Note 14) The accompanying notes are an integral part of these condensed consolidated interim financial statements. 6 TRES-OR RESOURCES LTD. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS UNAUDITED - PREPARED BY MANAGEMENT FOR THE PERIODS ENDED AUGUST 31, 2023 AND 2022 (Expressed in Canadian Dollars) 1. NATURE AND CONTINUANCE OF OPERATIONS Tres-Or Resources Ltd. (the "Company") was incorporated under the laws of the Province of British Columbia and is in the business of exploration and evaluation of mineral properties. To date, the Company has not earned significant revenues and is considered to be in the exploration stage. The Company is listed on the TSX Venture Exchange ("TSX-V") under the trading symbol "TRS". The Company's registered office address is Suite 1500 - 1055 West Georgia Street, Vancouver, BC, V6E 4N7, Canada. The condensed consolidated interim financial statements are presented in Canadian dollars unless otherwise indicated, which is the functional currency of the Company and its subsidiaries. The Company is in the process of exploring its exploration and evaluation assets and has not yet determined whether the properties contain reserves that are economically recoverable. The recoverability of the amounts shown for exploration and evaluation assets and related deferred exploration costs are dependent upon the existence of economically recoverable reserves, the ability of the Company to obtain necessary financing to complete the development of those reserves and upon future profitable production. These condensed consolidated interim financial statements of the Company have been prepared using accounting policies applicable to a going concern, which contemplate the realization of assets and settlement of liabilities in the normal course of business as they fall due for the foreseeable future. The Company has working capital at August 31, 2023 of $250,964 and a deficit of $16,684,377. The Company has not generated revenue from operations; additional financing will be required in the foreseeable future to fund the Company's established business plan. These circumstances comprise a material uncertainty which may cast significant doubt as to the ability of the Company to continue as a going concern. The Company will continue to pursue opportunities to raise additional capital through equity markets and/or related party loans to fund its exploration and operating activities; however, there is no assurance of the success or sufficiency of these initiatives. The Company's ability to continue as a going concern is dependent upon it securing the necessary working capital and exploration requirements and eventually to generate positive cash flows either from operations or additional financing. These condensed consolidated interim financial statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses and statement of financial position classifications that would be necessary if the going concern assumption was inappropriate, and these adjustments could be material. There are many external factors that can adversely affect general workforces, economies, and financial markets globally. Examples include, but are not limited to, the COVID-19 global pandemic and political conflict in other regions. It is not possible for the Company to predict the duration or magnitude of adverse results of such external factors and their effect on the Company's business or ability to raise funds. 2. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES The condensed consolidated interim financial statements have been prepared on a historical cost basis, except for certain financial instruments that have been measured at fair value. These condensed consolidated interim financial statements, including comparatives, have been prepared using accounting policies consistent with International Accounting Standards ("IAS") 34, Interim Financial Reporting. 7 TRES-OR RESOURCES LTD. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS UNAUDITED - PREPARED BY MANAGEMENT FOR THE PERIODS ENDED AUGUST 31, 2023 AND 2022 (Expressed in Canadian Dollars) 2. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (Cont'd) Basis of Consolidation These condensed consolidated interim financial statements include the accounts of the Company, which is incorporated under the laws of British Columbia, and its wholly owned subsidiaries: Temagami-Diamonds Ltd. and Vaaldiam do Brasil Mineração Ltda. All significant intercompany balances and transactions have been eliminated upon consolidation. Interest Interest August 31, February 28, Name of subsidiary Incorporation 2023 2023 Temagami-Diamonds Ltd. Canada 100% 100% Vaaldiam do Brasil Mineração Brazil 100% - Ltda. Significant Accounting Estimates and Judgments The preparation of these condensed consolidated interim financial statements requires management to make certain estimates, judgments and 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. Actual outcomes could differ from these estimates. These condensed consolidated interim financial statements include estimates which, by their nature, are uncertain. The impact of such estimates is pervasive throughout the financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods. These estimates are based on historical experience, current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Critical accounting estimates Significant assumptions about the future and other sources of estimation uncertainty that management has made at the financial position reporting date, that could result in a material adjustment to the carrying amounts of assets and liabilities, in the event that actual results differ from assumptions made, relate to, but are not limited to, the following: whether or not an impairment has occurred in its exploration and evaluation assets; the inputs used in the accounting for share-based payments expense; and the inputs used in the accounting for finders' warrants and compensation options in share capital and equity reserves. Critical accounting judgments Examples of significant judgments, apart from those involving estimation, include: the accounting policies for exploration and evaluation assets Significant accounting policies The accounting policies applied by the Company in these condensed consolidated interim financial statements are the same as those applied by the Company as at and for the year ended February 28, 2023. 8 TRES-OR RESOURCES LTD. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS UNAUDITED - PREPARED BY MANAGEMENT FOR THE PERIODS ENDED AUGUST 31, 2023 AND 2022 (Expressed in Canadian Dollars) 3. MARKETABLE SECURITIES Marketable securities are recorded at fair value through other comprehensive income and are comprised of the following: August 31, 2023 February 28, 2023 Common shares Market value Cost Common shares Market value Cost Kiboko Gold Inc. 6,002,400 $ 600,240 $1,500,600 6,002,400 $ 1,260,504 $ 1,500,600 ESGold Corp. 1,160,000 11,600 46,400 1,200,000 60,000 48,000 $ 611,840 $1,547,000 $ 1,320,504 $1,548,600 During the year ended February 28, 2023, the Company received 6,002,400 common shares of Kiboko Gold Inc. with a fair value of $1,500,600, as part of the option agreement relating to Fontana and Duvay gold projects. During the year ended February 28, 2023, the Company received 1,200,000 common shares of ESGold Corp. with a fair value of $48,000, as part of the settlement of outstanding indebtedness to the Company. 4. RECEIVABLES The Company's receivables arise from goods and services tax ("GST") and Quebec sales tax ("QST") receivable due from the Canadian taxation authorities. August 31, February 28, 2023 2023 Current GST and QST receivable $ 3,379 $ 8,150 $ 3,379 $ 8,150 5. PURCHASE OF MINERAL PROPERTIES Minas Gerais and Mato Grosso, Brazil On April 21, 2023 the Company completed the acquisition of Vaaldiam do Brasil Mineração Ltda. ("Vaaldiam") (Note 6). The acquisition of Vaaldiam was treated as an asset acquisition. The fair value of the assets acquired and liabilities assumed as at date of acquisition were as follows: Consideration Fair value of 2,272,000 shares issued $193,120 Total consideration value $193,120 Net Assets Exploration and evaluation assets $200,559 Loans payable (7,439) Net assets acquired $193,120 9 TRES-OR RESOURCES LTD. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS UNAUDITED - PREPARED BY MANAGEMENT FOR THE PERIODS ENDED AUGUST 31, 2023 AND 2022 (Expressed in Canadian Dollars) 6. EXPLORATION AND EVALUATION ASSETS Fontana and Duvay Gold Quebec Brazil Projects, Diamond Diamond Quebec Projects Projects Total Balance, February 28, 2022 $ 1,606,050 $ 2,384,682 $ - $ 3,990,732 Expenditures Acquisition costs - 1,772 - 1,772 Consulting - 234 - 234 Field work - 88 - 88 Geological and geophysical 9,300 41,700 - 51,000 9,300 43,794 - 53,094 Option payment (350,000) - - (350,000) Mining tax credits and cost recoveries (1,265,350) (19,345) - (1,284,695) Balance, February 28, 2023 - 2,409,131 - 2,409,131 Expenditures Acquisition costs - 2,951 208,442 211,393 Consulting - 297 - 297 Geological and geophysical - 11,600 30,400 42,000 Office, miscellaneous and travel - - 7,622 7,622 - 14,848 246,464 261,312 Balance, August 31, 2023 $ - $ 2,423,979 $ 246,464 $ 2,670,443 10
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