Altius Minerals Corporation

Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

Independent Auditor's Report

To the Shareholders and the Board of Directors of

Altius Minerals Corporation

Opinion

We have audited the consolidated financial statements of Altius Minerals Corporation (the "Corporation"), which comprise the consolidated balance sheets as at December 31, 2023 and 2022, and the consolidated statements of earnings, comprehensive earnings(loss), changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the "financial statements").

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Corporation as at December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards ("IFRS").

Basis for Opinion

We conducted our audit in accordance with Canadian generally accepted auditing standards ("Canadian GAAS"). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Corporation in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matter

A key audit matter is a matter that, in our professional judgment, was of most significance in our audit of the consolidated financial statements for the year ended December 31, 2023. This matter was addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.

Interest in Joint Venture - Fair value determination of renewable royalty interests and investments in renewable royalties - Refer to Note 2, 3, 5 and 17 to the financial statements

Key Audit Matter Description

The Corporation's joint venture has renewable royalty interests and holds investments in renewable royalties, which are accounted for as financial instruments held at fair value through other comprehensive income. The Corporation's methodology to determine the fair value of the investments at the reporting date is based on complex models and unobservable inputs. The valuation of these investments is subjective and include several assumptions that are required to determine the fair value. The judgments with the highest degree of subjectivity and impact on the fair values are the determination of an appropriate valuation methodology, expected timing of cashflow from royalties, discount rates, power purchase agreement prices and merchant power pricing, and timing of commercial operations.

Given the significant judgments made by management to estimate the fair value of the renewable royalty interests and investments in renewable royalties, performing audit procedures to evaluate the reasonableness of the estimates and assumptions related to the determination of an appropriate valuation methodology, expected timing of cashflow from royalties, discount rates, power purchase agreement prices and merchant power pricing, and timing of commercial operations required a high degree of auditor judgment and an increased extent of audit effort, including the need to involve fair value specialists.

How the Key Audit Matter Was Addressed in the Audit

Our audit procedures related to the fair value determination of the renewable royalty interests and investments in renewable royalties included the following, among others:

  • Evaluated the reasonableness of management's expected timing of cashflow from royalties, power purchase agreement prices and merchant power pricing, and timing of commercial operations, as applicable, by comparing management's forecasts to:
    o Contractual terms; o Historical forecasts;
    o Internal communications to management and the Board of Directors; and
    o Forecasted information included in the Corporation's press releases, as well as analyst and industry reports for the Corporation and third-party information.
  • With the assistance of fair value specialists, evaluated the reasonableness of:
  1. The valuation methodology and the mathematical accuracy of the calculations.
  1. The discount rates by testing the source information underlying the determination of the discount rate and developed a range of independent estimates for the discount rate and compared to the discount rate selected by management.

Other Information

Management is responsible for the other information. The other information comprises Management's Discussion and Analysis.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

We obtained Management's Discussion and Analysis prior to the date of this auditor's report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor's report. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Corporation's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Corporation or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Corporation's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with Canadian GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Corporation's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Corporation's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Corporation to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Corporation to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor's report is Jacklyn Mercer.

/s/ Deloitte LLP

Chartered Professional Accountants

St. John's, Newfoundland and Labrador

March 11, 2024

CONSOLIDATED BALANCE SHEETS

As at

In Thousands of Canadian Dollars

Note December 31, 2023

December 31, 2022

ASSETS

Current assets

Cash and cash equivalents

$

130,422

$

82,385

Accounts receivable and prepaid expenses

6,935

10,937

Income tax receivable

2,074

4,048

Loan receivable

7

5,303

6,773

$

144,734

$

104,143

Non-current assets

Royalty and streaming interests

8

206,209

228,321

Investments

7

221,745

218,210

Interests in joint ventures

5

174,873

209,247

Exploration and evaluation assets

4

8,011

9,416

Deferred tax assets

9

7,907

6,773

Investment in associates

6

1,579

1,613

Loan receivable

7

6,628

-

Derivative - cash flow swap

10

1,339

2,148

Property and equipment

513

713

$

628,804

$

676,441

TOTAL ASSETS

$

773,538

$

780,584

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

4,155

5,642

Current portion of long-term debt

10

8,000

8,000

Income tax payable

734

6,046

$

12,889

$

19,688

Non-current liabilities

Long-term debt

10

104,173

112,873

Other liability

418

801

Deferred tax liabilities

9

43,520

38,413

$

148,111

$

152,087

TOTAL LIABILITIES

$

161,000

$

171,775

EQUITY

Shareholders' equity

488,727

486,193

Non-controlling interest

123,811

122,616

$

612,538

$

608,809

TOTAL LIABILITIES AND EQUITY

$

773,538

$

780,584

See accompanying notes to the consolidated financial statements

1

CONSOLIDATED STATEMENTS OF EARNINGS

In Thousands of Canadian Dollars, except per share amounts

Note

Year ended

December 31,

December 31,

2023

2022

Revenue and other income

11

$

68,957

$

102,047

Costs and Expenses

General and administrative

11

11,489

10,511

Cost of sales - copper stream

5,098

5,646

Share-based compensation

13

3,968

3,408

Generative exploration

1,048

201

Exploration and evaluation assets abandoned or impaired

4

602

84

Mineral rights and leases

227

227

Amortization and depletion

15,982

24,292

Earnings before the following:

$

30,543

$

57,678

(Loss) earnings from joint ventures

5

(1,826)

1,835

Realized gain (loss) on disposal of derivatives

349

(716)

Gain on disposal of mineral property

4

594

2,166

Impairment of royalty interest

8

(6,338)

-

Interest on long-term debt

(9,276)

(7,019)

Foreign exchange gain (loss)

980

(1,699)

Unrealized gain (loss) on fair value adjustment of derivatives

325

(382)

Share of loss in associate

6

(34)

(7)

Earnings before income taxes

$

15,317

$

51,856

Income taxes (current and deferred)

9

5,195

12,374

Net earnings

$

10,122

$

39,482

Net earnings attributable to:

Common shareholders

9,537

37,489

Non-controlling interest

585

1,993

$

10,122

$

39,482

Net earnings per share

Basic

12

0.20

0.82

Diluted

12

0.20

0.80

See accompanying notes to the consolidated financial statements

2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS)

In Thousands of Canadian Dollars

Note

Year ended

December 31,

December 31,

2023

2022

Net earnings

$

10,122

$

39,482

Other comprehensive earnings (loss)

To be reclassified subsequently to profit or loss

Foreign currency translation adjustment

Gross amount

(5,607)

14,430

Net amount

$

(5,607)

$

14,430

Net unrealized (loss) gain on fair value adjustment of cash flow swap

Gross amount

(716)

2,217

Tax effect

191

(431)

Net amount

$

(525)

$

1,786

Revaluation of cash flow swap held in joint venture

Gross amount

5

(5,275)

-

Tax effect

1,168

-

Net amount

$

(4,107)

$

-

To not be reclassified subsequently to profit or loss

Net unrealized gain (loss) on investments

Gross amount

7

14,958

(12,469)

Tax effect

(1,219)

1,431

Net amount

$

13,739

$

(11,038)

Revaluation of investments held in joint venture

Gross amount

5

24,278

14,641

Tax effect

(5,489)

(2,123)

Net amount

$

18,789

$

12,518

Realized (loss) gain on investments

7

(747)

1,105

Tax effect

-

-

Net amount

$

(747)

$

1,105

Other comprehensive earnings

$

21,542

$

18,801

Total comprehensive earnings

$

31,664

$

58,283

Total comprehensive earnings attributable to:

Common shareholders

24,924

50,908

Non-controlling interest

6,740

7,375

$

31,664

$

58,283

See accompanying notes to the consolidated financial statements

3

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year ended

In Thousands of Canadian Dollars

Note December 31, 2023

December 31, 2022

Operating activities

Net earnings

$

10,122

$

39,482

Adjustments for operating activities

14

23,523

33,026

$

33,645

$

72,508

Changes in non-cash operating working capital

14

2,861

1,752

$

36,506

$

74,260

Financing activities

Repayment of long-term debt

10

(8,000)

(8,000)

Proceeds from long-term debt

10

-

10,000

Lease payments

(168)

(168)

Net proceeds from equity issuance of subsidiary

16

-

15,219

Cash settled stock options and RSUs

13

(1,900)

(3,703)

Payments to non-controlling interest

16

(2,030)

(2,775)

Preferred securities distributions

12

-

(3,346)

Repurchase of common shares

12

(12,528)

(4,835)

Dividends paid

(14,300)

(13,143)

$

(38,926)

$

(10,751)

Investing activities

Proceeds from sale of investments

7

1,157

3,416

Cash received from joint ventures

5

75,730

28,302

Return of capital

7

8,950

-

Proceeds from sale of mineral properties

4

161

-

Generative exploration

(1,048)

(201)

Exploration and evaluation assets, net of recoveries

(396)

(777)

Cash taxes paid

-

(2,113)

Investment in joint venture

5

(21,222)

(58,583)

Loan receivable

7

(5,283)

(6,422)

Purchase of non-controlling interest units

16

(1,357)

-

Acquisition of royalty interests

8

-

(1,529)

Acquisition of investments

7

(1,609)

(47,814)

Acquisition of property and equipment

(9)

(29)

$

55,074

$

(85,750)

Net increase (decrease) in cash and cash equivalents

52,654

(22,241)

Effect of foreign exchange on cash and cash equivalents

(4,617)

4,605

Cash and cash equivalents, beginning of year

82,385

100,021

Cash and cash equivalents, end of year

$

130,422

$

82,385

Supplemental cash flow information (Note 14)

See accompanying notes to the consolidated financial statements

4

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Common Shares

Preferred Securities

Other

Accumulated

Total

Non-

Equity

Other

Retained

In Thousands of Canadian Dollars

Shareholders'

controlling

Total Equity

Reserves

Comprehensive

Earnings

Note

Number

Amount

Number

Amount

Equity

interest

(Note 12)

Earnings

Balance, December 31, 2021

41,185,595

$

260,793

10,000,000

$

57,061

$

26,015

$

76,971

$

12,646

$

433,486

$

95,493

$

528,979

Net earnings and comprehensive earnings,

January 1 to December 31, 2022

-

-

-

-

-

13,419

37,489

50,908

7,375

58,283

Payments to non-controlling interest

-

-

-

-

-

-

-

-

(2,775)

(2,775)

Transactions with non-controlling interests

-

-

-

-

-

-

(7,269)

(7,269)

22,523

15,254

Shares repurchased and cancelled

(268,000)

(1,886)

-

-

-

-

(2,949)

(4,835)

-

(4,835)

Preferred securities distributions

-

-

-

-

(1,150)

-

(1,410)

(2,560)

-

(2,560)

Preferred securities redemption

-

87,061

(10,000,000)

(57,061)

-

-

-

30,000

-

30,000

Warrants exercised

6,670,000

12,012

-

-

(12,012)

-

-

-

-

-

Dividends paid to common shareholders

-

-

-

-

-

-

(13,854)

(13,854)

-

(13,854)

Shares issued under dividend reinvestment

plan

34,125

711

-

-

-

-

-

711

-

711

Share-based compensation

-

-

-

-

3,408

-

-

3,408

-

3,408

Cash settled RSUs and stock options

-

-

-

-

(3,703)

-

-

(3,703)

-

(3,703)

Shares issued under long-term incentive plan

3,238

6

-

-

(105)

-

-

(99)

-

(99)

Balance, December 31, 2022

47,624,958

358,697

-

-

12,453

90,390

24,653

486,193

122,616

608,809

Net earnings and comprehensive earnings,

January 1 to December 31, 2023

-

-

-

-

-

15,387

9,537

24,924

6,740

31,664

Payments to non-controlling interest

16

-

-

-

-

-

-

-

-

(3,387)

(3,387)

Transactions with non-controlling interests

-

-

-

-

-

-

2,232

2,232

(2,158)

74

Shares repurchased and cancelled

12

(611,800)

(4,613)

-

-

-

-

(7,915)

(12,528)

-

(12,528)

Dividends paid to common shareholders

-

-

-

-

-

-

(15,191)

(15,191)

-

(15,191)

Shares issued under dividend reinvestment

plan

43,081

891

-

-

-

-

-

891

-

891

Share-based compensation

-

-

-

-

3,968

-

-

3,968

-

3,968

Cash settled RSUs and stock options

-

-

-

-

(1,900)

-

-

(1,900)

-

(1,900)

Shares issued under long-term incentive plan

24,498

314

-

-

(176)

-

-

138

-

138

Balance, December 31, 2023

47,080,737

$

355,289

$

-

$

-

$

14,345

$

105,777

$

13,316

$

488,727

$

123,811

$

612,538

See accompanying notes to the consolidated financial statements

5

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Altius Minerals Corporation published this content on 11 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 March 2024 23:09:03 UTC.