Management Discussion and Analysis
For the three and nine months ended September 30, 2023
The following Management’s Discussion and Analysis (“MD&A”) of Antioquia Gold Inc. (the “Company” or “Antioquia”) should be read in conjunction with interim unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2023, and the notes thereto. The Company’s interim unaudited condensed consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Unless otherwise stated, all amounts discussed herein are denominated in Canadian dollars. This MD&A was prepared as of November 17, 2023, and all information is current as of such date. Readers are encouraged to read the Company’s public information filings on SEDAR at www.sedar.com.
This discussion provides management’s analysis of Antioquia’s historical financial and operating results and provides estimates of Antioquia’s future financial and operating performance based on information currently available. Actual results will vary from estimates and the variances may be significant. Readers should be aware that historical results are not necessarily indicative of future performance.
ANTIOQUIA BUSINESS
Antioquia Gold Inc. (the “Company” or “Antioquia”) is a mineral Company engaged in the operation of primarily gold resource properties in Colombia. The Company has an office in Toronto, Canada with operations and office and field facilities located in Colombia. The Company trades on the TSX‑V under the symbol “AGD” and on the OTC pink sheets.
The Company’s primary focus is its Cisneros underground gold operation (“Cisneros Operation”) consisting of two underground mines and a processing plant located outside Medellin, Colombia, along with the exploration and development of additional properties. The Company controls a total of 17,147.59 hectares of mineral leases in the Cisneros Operation area. Commercial production was declared on March 1, 2019.
Additional information relating to Antioquia, Antioquia’s business and activities, including Antioquia’s most recently filed annual information form, can be found on SEDAR at www.sedar.com and on the Company’s website at www.antioquiagoldinc.com.
CORPORATE HISTORY, BACKGROUND AND GENERAL DEVELOPMENT
Antioquia was formerly known as High American Gold Inc. which was originally formed pursuant to an amalgamation agreement dated April 25, 1997, involving Stromatalite Resource Corp. and Intex Mining Company Limited.
The Company owns 100% of Antioquia Gold Ltd., a Barbados company, which in turn has a branch registered to conduct business in Colombia, South America. On December 2, 2009, the Company completed the 100% acquisition of Ingenieria y Gestion Del Territorio S.A. (“IGTER”), a company incorporated under the laws of Colombia. All the mineral exploration activities of the Company are in Colombia.
In October 2015, the Company started construction of the Cisneros project, which consists of two underground mines (Guaico and Guayabito), a 1,200 tpd treatment plant, tailings deposit and a 10 km pipeline.
On March 1, 2019, the Company declared commercial production at the Cisneros Mine in Antioquia, Colombia. The Company has generated positive cash flows from operations and continues to further optimize production and minimize financing costs.
Qualified Persons
Dr. Roger Moss, a Qualified Person under National Instrument 43‑101 Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators, has approved the scientific and technical disclosure in this Management Discussion and Analysis.
Mining assets
The Company’s only asset is its Cisneros Operation, covering 17,145.69 hectares, located 55 kilometers northeast of Medellin in the Department of Antioquia, Colombia. The property is subject to a 4% royalty payable to the Colombian government and is comprised of nine 100% owned mining concessions with individual royalties as follows:
Mineral Tenure Location:
Resource Estimate Update
Mine Technical Services (MTS) audited the Cisneros Mineral Resource estimate and completed an independent mineral resource estimate for validation purposes. Differences were generally less than 10% in tonnes, grade and contained metal.
Mineral Resources for the project were classified under the 2014 CIM Definition Standards for Mineral Resources and Mineral Reserves by applying a cut-off grade that incorporated mining costs, process operating costs, metallurgical recovery parameters and commodity prices.
The Qualified Person for the Mineral Resource estimate is David G. Thomas, P.Geo of MTS. Mineral resources are reported using a long-term metal price of $1,800/troy oz USD. Variable marginal cut-off grades were applied depending on the anticipated mining method. Resources have an effective date of October 1, 2022. A summary of the Mineral Resource estimate is shown in Table 1. The Mineral Resources are shown by mining area in Table 2, Table 3 and Table 4.
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- Domains were modelled in 3D to separate mineralized rock types from surrounding waste rock. The domains were modelled based on quartz veining and structural interpretations of the vein geometries. At Nus and the massive bodies at Guayabito, a probability assisted constrained kriging (PACK) method was used to further constrain block grade estimates.
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- For the Nus shear, raw drill hole assays were composited to 2.0 m lengths broken at domain boundaries. In the Guaico and Guayabito vein models, assays were composited to a maximum length of 1 m with shorter length composites where the veins are less than 1 m in width.
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- Indicator correlations and indicator variography were used to define high-grade outlier thresholds and distance restrictions to prevent over-projection of higher-grades into lower-grade areas.
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- Block grades for gold were estimated from the composites using ordinary kriging interpolation into 1 x 2 x 2 m blocks at Guaico, into 2 x 2 x 2 m blocks at Nus and 1 x 1 x 2 m blocks at Guayabito. Blocks were coded by domain.
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- Dry bulk density was estimated directly from SG measurements by inverse distance cubed where data were available. A dry bulk density of 2.75 g/cm3 was applied in unestimated areas and in veins with no SG measurements.
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- MTS classified blocks to the Measured category using multiple levels of mine development generally spaced less than 15 m apart and in areas with grade continuity above the Mineral Resource cut-off grade. Indicated category blocks were classified in areas with multiple levels of mine development spaced more than 15 m apart or with drilling less than 25 m apart. Inferred mineral resources were classified in areas with a single mine development level and drilling spaced less than 50 m apart.
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- The QP determined that the material has reasonable prospects of economic extraction by application of a cut-off grade which considers process/G&A, mining costs and by constraining the Mineral Resource estimate to areas in proximity to mine development, by removing isolated blocks and by assuming a 30 m crown pillar below surface topograhpy. In addition, Mineral Resources within veins are reported above a grade-thickness constraint to ensure that material is above cut-off over an assumed minimum mining width of 1 m.
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- A metal price of $1,800/oz was used for gold. A metallurgical recovery of 94% for gold was applied together with a smelter payable of 97% and a 3.2% government royalty. Gold cut-off grades of 1.6 g/t (Nus shear), 2.29 g/t (Guaico veins) and 1.82 g/t (Guayabito veins) were estimated by MTS based on a total process and G&A operating cost of $33.0 /t of ore mined. Mining costs were $48/t (Nus shear), $84/t (Guaico veins) and $60/t (Guayabito veins). Antioquia Gold chose cut-off grades of 1.5 g/t (Nus shear), 2.3 g/t (Guaico veins) and 1.8 g/t (Guayabito veins).
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- The contained gold figures shown are in situ. No assurance can be given that the estimated quantities will be produced. All figures have been rounded to reflect accuracy and to comply with securities regulatory requirements. Summations within the tables may not agree due to rounding.
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- Mineral Resources, which are not Mineral Reserves, do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, sociopolitical, marketing, or other relevant issues.
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- The quantity and grade of reported Inferred resources in this estimation are conceptual in nature and there has been insufficient exploration to define these Inferred resources as an Indicated or Measured Mineral Resource. There is a reasonable expectation that the majority of the Inferred Mineral Resource can be upgraded to Indicated with continued exploration.
The updated MRE for Cisneros has been completed according to CIM Definition Standards and it is supported by a NI 43-101 independent report published and filed on the Company’s website and SEDAR profile on December 16, 2022.
Accomplishments during the nine months ended September 30, 2023
Nine months
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- Production of 27,622 ounces of gold from the Cisneros Operation.
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- Sales of 25,594 ounces of gold at an average realized gold price of $2,459 per ounce.
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- Cash costs (1) of $2,171 per ounce of gold sold.
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- All‑in sustaining costs (1) of $2,585 per ounce of gold sold.
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- Gain from mine operations of $0.40 million.
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- During Q3, 197 tonnes of third-party mineralized material with an average gold grade of 12.7 g/t were purchased, representing 4% of the monthly gold production.
| (1) Non‑IFRS performance measures. For more information, see the “Non‑IFRS Measures” section. |
Overall performance during the nine months
During the third quarter of 2023, 8,502 ounces were produced from the processing of 119,578 tonnes with an average head grade of 2.25 g/t and a metallurgical recovery of 98.1%. Of the total ounces produced, 96% came from the Company’s Guaico – Guayabito mine production and 4% from mineralized material acquired from third parties.
Production from the mine during the nine months was 353,880 tons, grading 2,45 g/t contributing 27,619 ounces.
The drilling program during the first three quarters consisted of an underground infill and brownfield program that totaled 26,340 meters. This program was development partially with the Company’s drill rigs Diamec U4 (17,523 meters) and by Logan Drilling (8,817 meters)
During the nine months ended September 30, 2023, underground development at both mines continued with 9,450 meters of total advance (vertical, horizontal and in ramps). To ensure the continuity of the mining operation, the developments continued to focus on deeping the ramp and preparation of levels in different areas of the mine: Guaico, Nus and Guayabito.
SELECTED OPERATING AND FINANCIAL INFORMATION
Selected operating results for the three and nine months ended September 30, 2023 and 2022, and for the three most recently completed years, are as follows:
Production
A total of 8,502 ounces of gold were produced during Q3 2023 compared to 11,254 ounces of gold during Q3 2022. During Q3 2023 the plant processed 119,578 tonnes compared to 129,940 tonnes in Q3 2022. Gold grades decreased in Q3 2023 to 2.25 grams/tonne from 2.80 grams/tonne in Q3 2022.
For the full year ended 2022 there was a production of 48,955 ounces of gold compared to 37,867 ounces of gold in 2021, an increase of 29%. During 2022 the plant processed 498,414 tonnes compared to 421,252 tonnes in 2021. Gold grades increased in 2022 to 3.18 grams/tonne from 2.89 grams/tonne in 2021.
A summary of the monthly production results is given in the table below:
Selected information for the three and nine months ended September 30, 2023 and 2022, and for the three most recently completed years, are as follows:
Revenue, Mine operating income and Operating income (loss)
Revenue of $11.99 million for the third quarter of 2023 compared to $22.37 million in the same period of 2022 reflects the decrease in production mentioned above with the decrease in feed grade.
The loss from mine operations in the third quarter of 2023 of $0.8 million compared to income of $0.2 million in the same period of 2022 reflect a 9,43% decrease in gross margin.
The loss from operations in the third quarter of 2023 of $1.76 million compared to a loss of $0.09 million in the same period of 2022 reflects the decrease in revenue mentioned above.
Exploration and evaluation expenditures
Accumulated exploration and evaluation expenditures for the three months ending September 30, 2023 increased by $0.56 million over Q3 2022 because of increased exploration activity in this period.
General and administrative expenses
General and administrative expenses totaled $0.75 million for the third quarter of 2023 compared to $0.71 million in 2022.
Selected quarterly information
The summary below highlights selected quarterly information:
The quarter over quarter comparison shows a decreasing trend in production resulting from 10,194 oz in Q1 to 8,502 oz in Q3, due to the past July 27 the Company’s Guayabito Mine was ordered to close by the regional environmental authority CORNARE, the Company worked with contractors to expand the treatment capacity of the current plant and it was finally achieved a solution that allowed start operations on October.
Management is working as well on stabilizing the cash cost without neglecting production and expects an improvement during 2023 compared to previous years with production from higher grade areas and better recoveries.
Mine construction activities and property, plant and equipment investment
The Company began construction activities during 2015. On March 1, 2019, the Company declared it had achieved commercial production. Most of the property, plant and equipment investments are related to mine and plant construction, including the plant expansion to 1,200 tpd completed in 2020. During 2021 and third quarter of 2022 the Company has invested mainly in mine equipment and the expansion of the tailings dam.
Investment has been as follows:
SHARE DATA
The authorized capital of the Company consists of an unlimited number of common shares. As at September 30, 2023, and at the date of issue of this MD&A there were 1,085,328,138 issued and outstanding common shares.
As at September 30, 2023, and the date hereof there were nil warrants outstanding.
As at September 30, 2023, there were 3,000,000 stock options outstanding.
LIQUIDITY AND CAPITAL RESOURCES
During the nine months ended September 30, 2023, the Company earned revenue in the amount of $11,998,247 (September 30, 2022 ‑ $22,369,400) and has increased the term and demand loans by $21,914,070 (December 31, 2022 – $147,168,138).
At September 30, 2023, the Company’s current assets total $57,927,119 (December 31, 2022 ‑ $35,918,319), current liabilities total $191,009,422 (December 31, 2022 ‑ $165,782,623) giving rise to a working capital deficit of $133,082,303 (December 31, 2022 – deficit of $129,864,304).
The Company is largely financed by shareholder loans as detailed below in the Related Parties section and has been working on the consolidation of current operations and the implementation of improvement throughout the mining/processing systems and as a result, cash flow projections for 2023 indicate that the Company will generate positive cash flow to continue covering its obligations, strengthening its financial position.
The Company’s approach to managing liquidity is to ensure, as much as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and unusual conditions without incurring unacceptable losses, relinquishment of properties or risking harm to the Company’s reputation.
Financing Activities
Off‑Balance Sheet Arrangements
There are no off‑balance sheet arrangements as at September 30, 2023, nor have any such arrangements been entered into by the Company as of the date of this MD&A.
TRANSACTIONS WITH RELATED PARTIES
During the nine months ended September 30, 2023 and 2022, the Company had the following related party transactions:
Key Management
Key management personnel had the following transactions with the Company:
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- Compensation that was paid or payable to key management in the amount of $ 157,043 (December 31, 2022 ‑ $298,276).
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- Directors of the Company have 3,000,000 options outstanding and exercisable at September 30, 2023.
Related party transactions
Infinita Prosperidad Minera SAC (“Infinita”), a company owning approximately 91% of the outstanding common shares of the Company, had the following transactions with the Company:
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- The total term and demand loans and interest thereon at September 30, 2023 amounts to $129,762,159 (US$ 95,977,931) (December 31, 2022 – $109,100,766). The total loans plus interest are unsecured, denominated in US dollars, bear interest at 7.13%.
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- During the period ended September 30, 2023 the Company made repayments in the amount of $2.328,144 (US$1.722,000) (December 31, 2022 ‑ $12,755,000).
Coripuno SAC, a Company controlled by the same group that controls Infinita, had the following transactions with the Company:
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- The total term and demand loans and interest thereon at September 30, 2023 amounts to $15,284,663 (US$ 11,305,224) (December 31, 2022 – $14,539,905). The total loans plus interest are unsecured, denominated in US dollars, bear interest at 7.13% and are due on demand.
Consorcio Minero Horizonte SA (CMH), a Company controlled by the same group that controls Infinita, had the following transactions with the Company:
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- The Company sold gold concentrate in the amount of $Nil (US$ Nil) (December 31, 2022 – $14,540,920) to CMH.
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- CMH has signed as guarantor in the demand loan obtain by the Company with Banco de Peru for the amount of USD 10.000.000
Batero Gold Corp, a Company controlled by the same group that controls Antioquia gold, and shares two of the Directors, had the following transactions with the Company:
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- During the period ended September 30, 2023, the two companies shared office. The amount of $21,451 (December 31, 2022 $50,247) were billed by the Company to Batero Gold Corp.
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- As at September 30, 2023, the Company lent to Batero Gold Corp the amount of $586,080 (December 31, 2022 154,000).
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- The total loan and interest that Batero owes to the Company at September 30, 2023 amount to $ 616,684. The total loan plus interest are unsecured, denominated in US dollars, bear interest at IBR + 7.5%.
Term and demand loan
During the period ended September 30, 2023, interest of $ 4,717,693 (December 31, 2022 ‑ $5,942,579) has been expensed and accrued as demand loan payable.
PROPOSED TRANSACTIONS
The Company approved the voluntary delisting of the Common Shares at the annual and general and special meeting of the shareholders of the Company held on October 11, 2023.
ADDITIONAL DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT REVENUE
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- Exploration and evaluation assets or expenditures:
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- The Company’s policy is to expense exploration and evaluation expenditures as incurred, as a result the Company does not have any expenditures on exploration and evaluation assets during the periods under review, the Company has begun to incur significant revenues and all expenditures are incurred in one property. See note disclosure to the Company’s September 30, 2022 interim unaudited condensed financial statements.
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- Expensed research and development costs:
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- The Company does not have any expensed research and development costs during the periods under review.
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- Intangible assets arising from development:
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- The Company does not have any intangible assets arising from development during the periods under review.
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- General and administrative expenses:
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- See note disclosure to the Company’s September 30, 2022 interim unaudited condensed financial statements.
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- Any material costs, whether expensed or capitalized as assets, not included in (a) to (d) above:
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- The Company does not have any material costs not included in (a) to (d) above.
CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES, POLICIES AND CHANGES
The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual results may differ from these estimates and assumptions. The effect of a change in an accounting estimate is recognized prospectively by including it in profit or loss in the period of the change.
Information about critical judgments and estimates in applying accounting policies are disclosed in Note 2 to the Company’s September 30, 2023 audited consolidated financial statements.
FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
The Company’s financial instruments consist of cash and cash equivalents, accounts receivables, amounts due from Government, term and demand loans, loan for equipment and accounts payable. None of the Company’s financial instruments are subsequently measured at fair value through profit and loss. The Company’s activities expose it to risks, including financial and operational risks which could affects its ability to achieve its strategic objectives for mine development and shareholder returns.
Financial instruments disclosures require the Company to provide information about: a) the significance of financial instruments for the Company’s financial position and performance and, b) the nature and extent of risks arising from financial instruments to which the Company is exposed during the period and at the statement of financial position date, and how the Company manages those risks. Please refer to Note 3 of the Company’s financial statements for a discussion of the factors that affects the Company.
RISKS AND UNCERTAINTIES
The Company’s principal activity is mineral exploration, development and mining operations. Companies in this industry are subject to many and varied kinds of financial and other risks, including but not limited to, environmental risks, changes in metal prices, and political and economic uncertainties.
The decision to proceed with construction and mining of the Cisneros project commenced on the basis of a Preliminary Economic Assessment (as compared to a pre‑feasibility or a feasibility study), there is increased uncertainty and higher risk of economic and technical failure associated with the Company’s decision. Production and economic variables may vary considerably, due to the absence of a pre‑feasibility or a feasibility study prepared in accordance with NI 43‑101 standards. In particular, there is additional risk that mineral volumes and grades will be lower than management expected and the risk that construction or ongoing mining operations will be more difficult or more expensive than management expected. Project failure may materially adversely impact the Company’s future profitability, its ability to repay existing loans, and its overall ability to continue as a going concern.
The construction investment has been funded via debt financing, mainly from Infinita, which is a related party to the Company. The Company may not be able to get additional loans from Infinita or other potential creditors. Re‑payment of the term loan payable to Infinita was to have been in 24 equal monthly installments commencing on October 1, 2017. The Company has not made the payments as required, and as a result is in default of the term loan. As a result of being in default if Infinita makes a demand for payment the entire term loan would be immediately due and payable. A demand for payment has not been made, and management believes that Infinita will not demand re‑payment of the term loan.
On March 1, 2019, the Company declared the successful start of production at the Cisneros Operation in Antioquia, Colombia. Since then, the Company has received significant cash flow from sales. Although during 2019 cash flow was not enough to cover all of its operating costs, since 2020 the operation has generated a positive operations cash flow. During 2022 the company made repayments in the amount of USD 12,755,000, and management believes that with the permanent improvements in operation, the company will be profitable during 2023 generating sufficient cash flow to continue repaying the outstanding loans.
The other property interests that the Company has or has an option with which to earn an interest are in the exploration stages only. Currently there are no confirmed deposits of commercial mineralization on those properties. Mineral exploration involves a high degree of risk. There are few properties that are explored and ultimately developed into producing mines. Exploration of the Company’s mineral properties may not result in any discoveries of commercial deposits of mineralization.
The Company may be subject to risks which could not reasonably be predicted in advance. Events such as labour disputes, environmental issues, natural disasters or estimation errors are prime examples of industry related risks. Since the Company operates in Colombia, it is subject to political, legal, tax and other risks associated with operating in a foreign jurisdiction.
The Company is in the business of metals exploration and mine development and as such, its prospects are largely dependent on movements in the price of various metals. Prices fluctuate on a daily basis and are affected by a number of factors well beyond the control of the Company. The mineral exploration industry in general is a competitive market and there is no assurance that, even if commercial quantities of proven and probable reserves are discovered, a profitable market may exist. Currently, the Company does not enter into price hedging programs.
The Company is subject to the laws and regulations relating to environmental matters in all jurisdictions in which it operates, including provisions relating to property reclamation, discharge of hazardous material and other matters.
Foreign currency risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in foreign currency exchange rates. The Company is exposed to foreign currency fluctuations as certain transactions are denominated in Colombian Pesos and United States dollars.
Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.
The Company’s audited consolidated financial statements have been prepared using International Financial Reporting Standard (“IFRS”) applicable to a going concern, which assumes continuity of operations and realization of assets and settlement of liabilities in the normal course of business for the foreseeable future. The Company’s ability to continue as a going concern is dependent upon its ability to achieve profitable operations, generate sufficient funds and continue to obtain sufficient capital from investors to meet its current and future obligations. The Company is subject to risks and challenges similar to companies in a comparable stage of operation. As a result of these risks, there is significant doubt as to the appropriateness of the going concern assumption.
NON‑IFRS MEASURES
The Company has included non‑IFRS measures in this MD&A, these measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. These measures do not have any standardized meaning prescribed under IFRS and therefore may not be comparable to other issuers.
Non‑IFRS measures referred to in this MD&A are defined as follows:
EBITDA and Adjusted EBITDA:
EBITDA represents earnings before interest (including non‑cash accretion of financial obligations and lease obligations), income taxes and depreciation and amortization.
Adjusted EBITDA excludes impairment charges and reversals, gains or losses on asset dispositions, wealth taxes, gains/losses on financial instruments, and foreign exchange gains/losses. Excludes exchange gain/loss on translation of foreign operations.
The following tables provides a reconciliation of EBITDA and Adjusted EBITDA to the Financial Statements:
Average realized gold price:
Represents the sale price of gold per ounce before deducting production costs, depreciation, and mining royalties.
The following table provides a reconciliation of the Average realized gold price:
Cash Costs:
Cash costs per ounce sold represents all direct and indirect operating costs related to the physical activities of producing gold, including on‑site mining costs, processing, on‑site general and administrative costs, community site relations, and royalties. Cash costs incorporate the Company’s share of production costs but exclude, among other items, the impact of depreciation, depletion and amortization (“DD&A”), financing costs, capital development and exploration and income taxes.
Cash costs per ounce is a common performance measure in the mining industry, but does not have any standardized meaning. A Company’s adoption of the standard is voluntary and other companies may quantify these measures differently as a result of different underlying principles and policies applied.
The following table reconciles total cash costs per ounce sold as disclosed in this MD&A to the Financial Statements:
All‑in Sustaining Costs (AISC):
AISC include total production cash costs incurred at the Company’s mining operations. Additionally, the Company includes sustaining capital expenditures which are expended to maintain existing levels of production (to which costs do not contribute to a material increase in annual gold ounce production over the next 12 months) and general and administrative expenses. The measure seeks to reflect the full cost of production from current operations, therefore expansionary capital is excluded. Certain other expenditures, including taxes and financing costs are also excluded. The Company reports AISC on a per ounce sold basis.
This performance measure was adopted as a result of an initiative undertaken within the gold mining industry; however, this performance measure has no standardized meaning and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. A Company’s adoption of the standard is voluntary and other companies may quantify these measures differently as a result of different underlying principles and policies applied.
The following table reconciles AISC per ounce sold as disclosed in this MD&A to the Financial Statements:
All‑in Costs:
Includes AISC (as defined above) and adds non‑sustaining capital and E&E costs. Non‑sustaining capital is related to new projects that are not associated with gold production from the current operations, and similar to AISC, excludes certain other cash expenditures such as income and other tax payments, financing costs and debt repayments.
The Company reports All in Cost on a per ounce sold basis.
The following table reconciles All‑in Costs per ounce sold as disclosed in this MD&A to the Financial Statements:
FORWARD‑LOOKING INFORMATION
Certain statements contained in this MD&A constitute forward‑looking statements. Such forward‑looking statements involve a number of known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from actual future results and achievements expressed or implied by such forward‑looking statements. Readers are cautioned not to place undue reliance on these forward‑looking statements, which speak only as of the date the statements were made. Readers are also advised to consider such forward‑looking statements while considering the risks set forth below.
Caution regarding forward looking statements:
Except for statements of historical fact relating to the Company, certain information contained in this MD&A constitutes “forward‑looking information” under Canadian securities legislation. Forward‑looking information in this MD&A includes, but is not limited to, statements with respect to the potential of the Company’s properties; the future price of gold; success of exploration activities; cost and timing of future exploration and development; the expectation of gold recoveries; the planned focus of activities at the Company’s Cisneros Project (as hereinafter defined); the Company’s plans with respect to its Strategic Properties (hereinafter defined); requirements for additional capital; and other statements relating to the financial and business prospects of the Company.
Generally, forward‑looking information can be identified by the use of forward‑looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, “believes”, or variations of such words and phrases. Forward‑looking information may also be identified in statements where certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”.
Forward‑looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made.
Forward‑looking information is inherently subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward‑looking information, including but not limited to risks related to:
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- The Company’s goal is to create shareholder value by concentrating on the development of properties that have the potential to contain economic gold and other precious metals;
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- Management’s assessment of future plans for the Company’s operations in Colombia;
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- Management’s economic outlook regarding future trends;
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- The Company’s ability to meet its working capital needs at the current level in the short term;
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- Sensitivity analysis on financial instruments may vary from amounts disclosed; and
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- Governmental regulation and environmental liability.
In addition, the Company has also made certain assumptions that the Company believes are reasonable. These assumptions include, but are not limited to, the actual results of exploration projects being equivalent to or better than estimated results than prior exploration and results, future costs and expenses being equivalent to historical costs and expenses, and the ability of the Company to obtain additional financing.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward‑looking information, other factors could also cause materially different results. There can be no assurance that forward‑looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward‑looking information. The Company does not undertake to update any forward‑looking information.
SUBSEQUENT EVENT
Delisting from the TSX Venture Exchange
The company has applied and has received approval for a voluntary delisting of its common shares in the capital of the Company (the “Common Shares”) from the TSXV Venture Exchange (“TSXV”). Accordingly, it is anticipated that, effective as at the close of trading on Friday, December [1], 2023, Antioquia’s Common Shares will no longer be listed and posted for the trading on the TSXV. A majority of the shareholders of the Company approved the voluntary delisting of the Common Shares at the annual and general and special meeting of the shareholders of the Company held on October 11, 2023. The Company will continue as an unlisted reporting issuer under Canadian securities laws.
DISCLOSURE CONTROLS AND PROCEDURES
In connection with National Instrument 52‑109 (Certification of Disclosure in Issuer’s Annual and Interim Filings) (“NI 52‑109”), the Chief Executive Officer and Chief Financial Officer of the Company have filed a Venture Issuer Basic Certificate with respect to the financial information contained in the interim unaudited condensed financial statements for the nine months ended September 30, 2023 and September 30, 2022 and in this accompanying MD&A (together the “Filings”).
In contrast to the full certificate under NI 52‑109, the Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures and internal control over financial reporting, as defined in NI 52‑109. For further information the reader should refer to the Venture Issuer Basic Certificates filed by the Company with the Interim Filings on SEDAR at www.sedar.com.