UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  
FORM 6-K
  
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
May, 2020
 
Commission File Number:
001-35254
 
AVINO SILVER & GOLD MINES LTD.
 
 
Suite 900, 570 Granville Street, Vancouver, BC V6C 3P1
(Address of principal executive offices)
  
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
x
Form 20-F
¨
Form 40-F
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
¨
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
¨
 
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes
¨
No
x
 
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
 
 

 

  

SUBMITTED HEREWITH
 
Exhibits:
 
Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2020 and 2019
 
 
 
 
 
2

 
 
SIGNATURES
  
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
AVINO SILVER & GOLD MINES LTD.
(Registrant)
 
Date: May 6, 2020
By:
/s/ Dorothy Chin
Dorothy Chin
Corporate Secretary
 
 
3
 

EXHIBIT 99.1

 

 

 

 

AVINO SILVER & GOLD MINES LTD.

 

Condensed Consolidated Interim Financial Statements

 

For the three months ended March 31, 2020 and 2019

 

 

 

 

 
- 1 -

 

  

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL REPORTING

 

The condensed consolidated interim financial statements of Avino Silver & Gold Mines Ltd. (the “Company”) are the responsibility of the Company’s management. The condensed consolidated interim financial statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and reflect management’s best estimates and judgments based on information currently available.

 

Management has developed and is maintaining a system of internal controls to ensure that the Company’s assets are safeguarded, transactions are authorized and properly recorded, and financial information is reliable.

 

The Board of Directors is responsible for ensuring that management fulfills its responsibilities. The Audit Committee reviews the results of the annual audit and reviews the condensed consolidated interim financial statements prior to their submission to the Board of Directors for approval.

 

The condensed consolidated interim financial statements as at March 31, 2020, and for the periods ended March 31, 2020 and 2019, have not been audited by the Company’s independent auditors.

 

 

“David Wolfin” 

“Nathan Harte”

 

 

David Wolfin  

Nathan Harte, CPA

President & CEO

Chief Financial Officer

 

 

May 6, 2020 

May 6, 2020

 

 
- 2 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Financial Position

(Expressed in thousands of US dollars)

 

 

 

Note

 

 

March 31,

2020

 

 

December 31,

2019

 

 

 

 

 

 

(unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

Cash

 

 

 

 

$ 6,698

 

 

$ 9,625

 

Amounts receivable

 

 

 

 

 

595

 

 

 

1,477

 

Taxes recoverable

 

4

 

 

 

5,316

 

 

 

5,483

 

Prepaid expenses and other assets

 

 

 

 

 

491

 

 

 

594

 

Inventory

 

5

 

 

 

5,440

 

 

 

5,592

 

Total current assets

 

 

 

 

 

18,540

 

 

 

22,771

 

Exploration and evaluation assets

 

7

 

 

 

9,902

 

 

 

9,827

 

Plant, equipment and mining properties

 

9

 

 

 

35,396

 

 

 

35,658

 

Long-term investments

 

6

 

 

 

3,581

 

 

 

4,311

 

Other assets

 

 

 

 

 

1

 

 

 

4

 

Total assets

 

 

 

 

$ 67,420

 

 

$ 72,571

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

 

 

$ 3,460

 

 

$ 4,907

 

Amounts due to related parties

 

10(b)

 

 

193

 

 

 

156

 

Taxes payable

 

 

 

 

 

-

 

 

 

46

 

Current portion of term facility

 

11

 

 

 

3,375

 

 

 

3,384

 

Current portion of equipment loans

 

 

 

 

 

217

 

 

 

199

 

Current portion of finance lease obligations

 

 

 

 

 

505

 

 

 

692

 

Other liabilities

 

 

 

 

 

39

 

 

 

178

 

Total current liabilities

 

 

 

 

 

7,789

 

 

 

9,562

 

Term facility

 

11

 

 

 

1,672

 

 

 

2,513

 

Equipment loans

 

 

 

 

 

18

 

 

 

90

 

Finance lease obligations

 

 

 

 

 

354

 

 

 

442

 

Warrant liability

 

12

 

 

 

574

 

 

 

1,579

 

Reclamation provision 

 

13

 

 

 

1,245

 

 

 

1,524

 

Deferred income tax liabilities

 

 

 

 

 

2,891

 

 

 

2,938

 

Total liabilities

 

 

 

 

 

14,543

 

 

 

18,648

 

EQUITY

 

 

 

 

 

 

 

 

 

 

 

Share capital

 

14

 

 

 

96,312

 

 

 

96,396

 

Equity reserves

 

 

 

 

 

9,365

 

 

 

9,391

 

Treasury shares (14,180 shares, at cost)

 

 

 

 

 

(97 )

 

 

(97 )

Accumulated other comprehensive loss

 

 

 

 

 

(5,461 )

 

 

(4,563 )

Accumulated deficit

 

 

 

 

 

(47,242 )

 

 

(47,204 )

Total equity

 

 

 

 

 

52,877

 

 

 

53,923

 

Total liabilities and equity

 

 

 

 

$ 67,420

 

 

$ 72,571

 

 

Commitments – Note 17

 

Subsequent Event – Note 21

 

Approved by the Board of Directors on May 6, 2020:

 

Gary Robertson

Director

David Wolfin

Director

 

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

 

 
- 3 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Operations and Comprehensive Loss

(Expressed in thousands of US dollars, except per share amounts - Unaudited)

 

 

 

Three months ended March 31,

 

 

 

Note

 

 

2020

 

 

2019

 

Revenue from mining operations

 

15

 

 

$ 7,116

 

 

$ 6,711

 

Cost of sales

 

15

 

 

 

6,273

 

 

 

6,655

 

Mine operating income

 

 

 

 

 

843

 

 

 

56

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

16

 

 

 

808

 

 

 

728

 

Share-based payments

 

14

 

 

 

168

 

 

 

218

 

Income (loss) before other items

 

 

 

 

 

(133 )

 

 

(890 )

 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

 

 

 

173

 

 

 

139

 

Gain (loss) on long-term investments

 

 

 

 

 

(293 )

 

 

2

 

Fair value adjustment on warrant liability

 

12

 

 

 

919

 

 

 

188

 

Unrealized foreign exchange gain (loss)

 

 

 

 

 

(770 )

 

 

78

 

Finance cost

 

 

 

 

 

(87 )

 

 

(32 )

Accretion of reclamation provision

 

13

 

 

 

(27 )

 

 

(26 )

Interest expense

 

 

 

 

 

(10 )

 

 

(22 )

Loss from continuing operations before income taxes

 

 

 

 

 

(228 )

 

 

(563 )

Income taxes:

 

 

 

 

 

 

 

 

 

 

 

Current income tax expense

 

 

 

 

 

(51 )

 

 

(144 )

Deferred income tax recovery

 

 

 

 

 

47

 

 

 

168

 

Income tax recovery (expense)

 

 

 

 

 

(4 )

 

 

24

 

Net loss from continuing operations

 

 

 

 

 

(232 )

 

 

(539 )

 

 

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations and on disposal

 

3

 

 

 

-

 

 

 

(71 )

Net loss

 

 

 

 

 

(232 )

 

 

(610 )

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Currency translation differences

 

 

 

 

 

(898 )

 

 

586

 

Reclassification of foreign exchange on translation into net loss on sale of discontinued operations

 

 

 

 

 

-

 

 

 

-

 

Total comprehensive loss

 

 

 

 

$ (1,130 )

 

$ (24 )

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share from continuing operations

 

14(e)

 

 

 

 

 

 

 

 

Basic

 

 

 

 

$ (0.00 )

 

$ (0.01 )

Diluted

 

 

 

 

$ (0.00 )

 

$ (0.01 )

Loss per share

 

14(e)

 

 

 

 

 

 

 

 

Basic

 

 

 

 

$ (0.00 )

 

$ (0.01 )

Diluted

 

 

 

 

$ (0.00 )

 

$ (0.01 )

Weighted average number of common shares outstanding

 

14(e)

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

77,267,533

 

 

 

64,020,965

 

Diluted

 

 

 

 

 

77,267,533

 

 

 

64,020,965

 

 

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

 

 
- 4 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Changes in Equity

(Expressed in thousands of US dollars - Unaudited)

 

 

 

Note

 

 

Number of Common Shares

 

 

Share

Capital Amount

 

 

Equity Reserves

 

 

Treasury Shares

 

 

Accumulated Other Comprehensive Income (Loss)

 

 

Accumulated Deficit

 

 

Total  Equity

 

Balance, January 1, 2019

 

 

 

 

 

63,337,769

 

 

$ 88,045

 

 

$ 9,849

 

 

$ (97 )

 

$ (6,124 )

 

$ (16,505 )

 

$ 75,168

 

Common shares issued for cash:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At the market issuances

 

 

 

 

 

1,678,076

 

 

 

1,043

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,043

 

Issuance costs

 

 

 

 

 

-

 

 

 

(39 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(39 )

Options cancelled or expired

 

 

 

 

 

-

 

 

 

-

 

 

 

(227 )

 

 

-

 

 

 

-

 

 

 

227

 

 

 

-

 

Share-based payments

 

 

 

 

 

-

 

 

 

-

 

 

 

250

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

250

 

Net loss for the period

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(610 )

 

 

(610 )

Currency translation differences

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

586

 

 

 

-

 

 

 

586

 

Balance, March 31, 2019

 

 

 

 

 

65,015,845

 

 

$ 89,049

 

 

$ 9,872

 

 

$ (97 )

 

$ (5,538 )

 

$ (16,888 )

 

$ 76,398

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2020

 

 

 

 

 

76,592,388

 

 

$ 96,396

 

 

$ 9,391

 

 

$ (97 )

 

$ (4,563 )

 

$ (47,204 )

 

$ 53,923

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for services

 

14

 

 

 

675,145

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Issuance costs

 

 

 

 

 

-

 

 

 

(84 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(84 )

Options cancelled or expired

 

 

 

 

 

-

 

 

 

-

 

 

 

(194 )

 

 

-

 

 

 

-

 

 

 

194

 

 

 

-

 

Share-based payments

 

14

 

 

 

-

 

 

 

-

 

 

 

168

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

168

 

Net loss for the period

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(232 )

 

 

(232 )

Currency translation differences

 

 

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(898 )

 

 

-

 

 

 

(898 )

Balance, March 31, 2020

 

 

 

 

 

77,267,533

 

 

$ 96,312

 

 

$ 9,365

 

 

$ (97 )

 

$ (5,461 )

 

$ (47,242 )

 

$ 52,877

 

 

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

 

 
- 5 -

 

 

AVINO SILVER & GOLD MINES LTD.

Condensed Consolidated Interim Statements of Cash Flows

(Expressed in thousands of US dollars - Unaudited)

 

 

 

 

 

 

Three months ended March 31,

 

 

 

Note

 

 

2020

 

 

2019

 

Cash generated by (used in):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Activities

 

 

 

 

 

 

 

 

 

Net income (loss)

 

 

 

 

$ (232 )

 

$ (610 )

Adjustments for non-cash items:

 

 

 

 

 

 

 

 

 

 

 

Deferred income tax recovery

 

 

 

 

 

(47 )

 

 

(168 )

Depreciation and depletion

 

 

 

 

 

649

 

 

 

685

 

Accretion of reclamation provision

 

 

 

 

 

27

 

 

 

83

 

Loss (gain) on investments

 

 

 

 

 

293

 

 

 

(2 )

Unrealized foreign exchange loss

 

 

 

 

 

375

 

 

 

8

 

Unwinding of fair value adjustment

 

 

 

 

 

(17 )

 

 

(50 )

Fair value adjustment on warrant liability

 

 

 

 

 

(919 )

 

 

(188 )

Share-based payments

 

 

 

 

 

168

 

 

 

218

 

 

 

 

 

 

 

297

 

 

 

(24 )

 

 

 

 

 

 

 

 

 

 

 

 

Net change in non-cash working capital items

 

18

 

 

 

(870 )

 

 

1,089

 

 

 

 

 

 

 

(573 )

 

 

1,065

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

 

 

 

 

Share issuance costs

 

 

 

 

 

(84 )

 

 

1,004

 

Term facility payments

 

 

 

 

 

(833 )

 

 

-

 

Finance lease payments

 

 

 

 

 

(310 )

 

 

(205 )

Equipment loan payments

 

 

 

 

 

(54 )

 

 

(146 )

 

 

 

 

 

 

(1,281 )

 

 

653

 

 

 

 

 

 

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

 

 

 

 

 

Exploration and evaluation expenditures

 

 

 

 

 

(64 )

 

 

(1,562 )

Additions to plant, equipment and mining properties

 

 

 

 

 

(399 )

 

 

(891 )

Proceeds from sale of long-term investments

 

 

 

 

 

1,255

 

 

 

-

 

Purchase of long-term investments

 

 

 

 

 

(1,177 )

 

 

-

 

 

 

 

 

 

 

(385 )

 

 

(2,453 )

 

 

 

 

 

 

 

 

 

 

 

 

Change in cash

 

 

 

 

 

(2,239 )

 

 

(735 )

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

 

 

 

(688 )

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, Beginning

 

 

 

 

 

9,625

 

 

 

3,252

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, Ending

 

 

 

 

$ 6,698

 

 

$ 2,526

 

 

Supplementary Cash Flow Information (Note 18)

 

Cash flows from Discontinued Operations (Note 3)

 

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

 

 
- 6 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

 

1.

NATURE OF OPERATIONS

 

 

 

Avino Silver & Gold Mines Ltd. (the “Company” or “Avino”) was incorporated in 1968 under the laws of the Province of British Columbia, Canada. The Company is engaged in the production and sale of silver, gold, and copper and the acquisition, exploration, and advancement of mineral properties.

 

The Company’s head office and principal place of business is Suite 900, 570 Granville Street, Vancouver, BC, Canada. The Company is a reporting issuer in Canada and the United States, and trades on the Toronto Stock Exchange (“TSX”), the NYSE American, and the Frankfurt and Berlin Stock Exchanges.

 

The Company owns interests in mineral properties located in Durango, Mexico, as well as in British Columbia and the Yukon, Canada. On October 1, 2012, the Company commenced production of silver and gold at levels intended by management at its San Gonzalo Mine, and on July 1, 2015, the Company commenced production of copper, silver, and gold at levels intended by management at its Avino Mine; both mines are located on the historic Avino property in the state of Durango, Mexico. 

 

 

2. 

BASIS OF PRESENTATION 

 

 

 

Statement of Compliance

 

These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 – Interim Financial Reporting under International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”). These condensed consolidated interim financial statements follow the same accounting policies and methods of application as the most recent annual consolidated financial statements of the Company. These condensed consolidated interim financial statements do not contain all of the information required for full annual financial statements. Accordingly, these unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s December 31, 2019, annual consolidated financial statements, which were prepared in accordance with IFRS as issued by the IASB.

 

These unaudited condensed consolidated interim financial statements are expressed in US dollars and have been prepared on a historical cost basis except for financial instruments that have been measured at fair value.  In addition, these condensed consolidated interim financial statements have been prepared using the accrual basis of accounting on a going concern basis. The accounting policies set out below have been applied consistently to all periods presented in these condensed consolidated interim financial statements as if the policies have always been in effect.

 

Significant Accounting Judgments and Estimates

 

The Company’s management makes judgments in its process of applying the Company’s accounting policies to the preparation of its unaudited condensed consolidated interim financial statements. In addition, the preparation of financial data requires that the Company’s management make assumptions and estimates of the impacts on the carrying amounts of the Company’s assets and liabilities at the end of the reporting period from uncertain future events and on the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates as the estimation process is inherently uncertain. Estimates are reviewed on an ongoing basis based on historical experience and other factors that are considered to be relevant under the circumstances. Revisions to estimates and the resulting impacts on the carrying amounts of the Company’s assets and liabilities are accounted for prospectively.

 

The critical judgments and estimates applied in the preparation of the Company’s unaudited condensed consolidated interim financial statements for the three months ended March 31, 2020, are consistent with those applied and disclosed in Note 2 to the Company’s audited consolidated financial statements for the year ended December 31, 2019. 

 

 
- 7 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

Basis of Consolidation

 

 

 

The condensed consolidated interim financial statements include the accounts of the Company and its Canadian and Mexican subsidiaries as follows:

 

Subsidiary

 

Ownership Interest

 

 

Jurisdiction

 

Nature of Operations

 

Oniva Silver and Gold Mines S.A. de C.V.

 

 

100 %

 

Mexico

 

Mexican operations and administration

 

Nueva Vizcaya Mining, S.A. de C.V.

 

 

100 %

 

Mexico

 

Mexican administration

 

Promotora Avino, S.A. de C.V. (“Promotora”)

 

 

79.09 %

 

Mexico

 

Holding company

 

Compañía Minera Mexicana de Avino, S.A. de C.V. (“Avino Mexico”)

 

98.45% direct

1.22% indirect (Promotora)

99.67% effective

 

 

Mexico

 

Mining and exploration

 

 

 

Intercompany balances and transactions, including unrealized income and expenses arising from intercompany transactions, are eliminated in preparing the unaudited condensed consolidated interim financial statements.

 

 

3.

DISPOSITION OF DISCONTINUED OPERATIONS – BRALORNE GOLD MINES LTD.

 

 

 

On December 13, 2019, the Company completed the sale of its 100% wholly-owned subsidiary Bralorne Gold Mines Ltd. (“Bralorne”) to Talisker Resources Ltd. (“Talisker”). The sale was record in the further quarter of fiscal 2019 and includes the Bralorne Gold Mine and is part of the Company’s plan to focus on its core mining operations in Mexico.

 

The consideration included: 

 

 

·

C$8.7 million (translated to $6,599) in cash

 

 

 

 

·

The issuance of 12,580,000 common shares of Talisker, representing 9.9% on a pro-forma basis following the close of the transaction and subsequent financing by Talisker;

 

 

 

 

·

The issuance of 6,290,000 share purchase warrants exercisable at C$0.25 per share for a period of three years after the closing, subject to acceleration in the event the closing price of Talisker’s common shares is great than C$0.35 per share for 20 or more consecutive trading days at any time following April 14, 2020;

  

 

The sale includes the Bralorne claims, as well as nine mineral claims covering approximately 2,114 hectares in the Lillooet Mining Division of British Columbia, known as the BRX Property.

 

 
- 8 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

  

 

As a result of the sale, net loss for the comparative three months ended March 31, 2019, have been reclassified from continuing operations to discontinued operations:

 

 

 

Three months ended March 31,

 

 

 

2020

 

 

2019

 

Revenue from mining operations

 

$ -

 

 

$ -

 

Cost of sales

 

 

-

 

 

 

-

 

Mine operating income (loss)

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Operating expenses (income)

 

 

-

 

 

 

12

 

Accretion of reclamation provision

 

 

-

 

 

 

57

 

Gain on sale of assets

 

 

-

 

 

 

3

 

Other items

 

 

-

 

 

 

(1 )

Loss on disposition

 

 

-

 

 

 

-

 

Net loss before income taxes

 

 

-

 

 

 

(71 )

Income taxes

 

 

-

 

 

 

-

 

Net loss from discontinued operations and on disposal

 

$ -

 

 

$ (71 )

 

 

The results of discontinued operations included in the consolidated statements of cash flows for the three months ended March 31, 2020 and 2019, are as follows:

 

 

 

Three months ended March 31,

 

Cash used in:

 

2020

 

 

2019

 

 

 

 

 

 

 

 

Cash flow used in operating activities

 

$ -

 

 

$ (12 )

Cash flow used in financing activities

 

 

-

 

 

 

(63 )

Cash flow used in investing activities

 

 

-

 

 

 

(1,484 )

Net cash decrease from discontinued operations

 

$ -

 

 

$ (1,559 )

 

4.

TAXES RECOVERABLE

 

 

 

The Company’s taxes recoverable consist of the Mexican I.V.A. (“VAT”) and income taxes recoverable and Canadian sales taxes (“GST/HST”) recoverable.

 

 

 

March 31,

2020

 

 

December 31,

2019

 

VAT recoverable

 

$ 2,980

 

 

$ 2,652

 

GST recoverable

 

 

21

 

 

 

42

 

Income taxes recoverable

 

 

2,315

 

 

 

2,789

 

 

 

$ 5,316

 

 

$ 5,483

 

 

5.

INVENTORY

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Process material stockpiles

 

$ 369

 

 

$ 1,079

 

Concentrate inventory

 

 

3,633

 

 

 

3,055

 

Materials and supplies

 

 

1,438

 

 

 

1,458

 

 

 

$ 5,440

 

 

$ 5,592

 

 

 

The amount of inventory recognized as an expense for the three months ended March 31, 2020 totalled $6,273 (March 31, 2019 – $6,655), and includes production costs and depreciation and depletion directly attributable to the inventory production process.

 

 
- 9 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

  

6.

LONG-TERM INVESTMENTS

 

 

 

The Company classifies its long-term investments as designated at fair value through profit and loss under IFRS 9. Long-term investments are summarized as follows:

      

 

 

Fair Value

December 31,

2019

 

 

Net Additions and

(Warrants Exercised)

 

 

Movements in foreign

exchange

 

 

Fair value adjustments

for the period

 

 

Fair Value

March 31,

2020

 

Talisker Resources Common Shares

 

$ 3,197

 

 

$ 1,184

 

 

$ (507 )

 

$ (293 )

 

$ 3,581

 

Talisker Resources Warrants

 

 

1,114

 

 

 

(1,114 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

$ 4,311

 

 

$ 70

 

 

$ (507 )

 

$ (293 )

 

$ 3,581

 

 

7. 

EXPLORATION AND EVALUATION ASSETS

 

 

 

The Company has accumulated the following acquisition, exploration and evaluation costs which are not subject to depletion:

 

 

 

Durango,

Mexico

 

 

British Columbia & Yukon, Canada

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2019

 

$ 9,692

 

 

$ 37,089

 

 

$ 46,781

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs incurred during 2019:

 

 

 

 

 

 

 

 

 

 

 

 

Mine and camp costs

 

 

-

 

 

 

2,537

 

 

 

2,537

 

Drilling and exploration

 

 

50

 

 

 

2,333

 

 

 

2,383

 

Depreciation of plant and equipment

 

 

-

 

 

 

317

 

 

 

317

 

Interest and other costs

 

 

-

 

 

 

325

 

 

 

325

 

Provision for reclamation

 

 

-

 

 

 

1,338

 

 

 

1,338

 

Assessments and taxes

 

 

90

 

 

 

31

 

 

 

121

 

Geological and related services

 

 

-

 

 

 

116

 

 

 

116

 

Assays

 

 

-

 

 

 

130

 

 

 

130

 

Water treatment and tailing storage facility costs

 

 

-

 

 

 

112

 

 

 

112

 

Effect of movements in exchange rates

 

 

(6 )

 

 

1,286

 

 

 

1,280

 

Disposition of Bralorne Mine (Note 3)

 

 

-

 

 

 

(45,613 )

 

 

(45,613 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2019

 

$ 9,826

 

 

$ 1

 

 

$ 9,827

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs incurred during 2020:

 

 

 

 

 

 

 

 

 

 

 

 

Drilling and exploration

 

 

19

 

 

 

-

 

 

 

19

 

Assessments and taxes

 

 

45

 

 

 

-

 

 

 

45

 

Effect of movements in exchange rates

 

 

11

 

 

 

-

 

 

 

11

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, March 31, 2020

 

$ 9,901

 

 

$ 1

 

 

$ 9,902

 

 

 
- 10 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

    

 

Additional information on the Company’s exploration and evaluation properties by region is as follows:

 

 

(a)

Durango, Mexico

 

 

 

 

 

The Company’s subsidiary Avino Mexico owns 42 mineral claims and leases four mineral claims in the state of Durango, Mexico. The Company’s mineral claims in Mexico are divided into the following four groups:

 

 

(i)

Avino mine area property

 

 

 

 

 

The Avino mine area property is situated around the towns of Panuco de Coronado and San Jose de Avino and surrounding the historic Avino mine site. There are four exploration concessions covering 154.4 hectares, 24 exploitation concessions covering 1,284.7 hectares, and one leased exploitation concession covering 98.83 hectares. Within the Avino mine site area is the Company’s San Gonzalo Mine, which achieved production at levels intended by management as of October 1, 2012, and on this date accumulated exploration and evaluation costs were transferred to mining properties.

 

 

 

 

(ii) 

Gomez Palacio property 

 

 

 

 

 

The Gomez Palacio property is located near the town of Gomez Palacio, and consists of nine exploration concessions covering 2,549 hectares.

 

 

 

 

(iii) 

Santiago Papasquiaro property 

 

 

 

 

 

The Santiago Papasquiaro property is located near the village of Santiago Papasquiaro, and consists of four exploration concessions covering 2,552.6 hectares and one exploitation concession covering 602.9 hectares. 

 

 

 

 

(iv)  

Unification La Platosa properties 

 

 

 

 

 

The Unification La Platosa properties, consisting of three leased concessions in addition to the leased concession described in note (i) above, are situated within the Avino mine area property near the towns of Panuco de Coronado and San Jose de Avino and surrounding the Avino Mine. 

 

In February 2012, the Company’s wholly-owned Mexican subsidiary entered into a new agreement with Minerales de Avino, S.A. de C.V. (“Minerales”) whereby Minerales has indirectly granted to the Company the exclusive right to explore and mine the La Platosa property known as the “ET zone”. The ET zone includes the Avino Mine, where production at levels intended by management was achieved on July 1, 2015.

 

Under the agreement, the Company has obtained the exclusive right to explore and mine the property for an initial period of 15 years, with the option to extend the agreement for another 5 years. In consideration of the granting of these rights, the Company issued 135,189 common shares with a fair value of C$250 during the year ended December 31, 2012.

 

The Company has agreed to pay to Minerales a royalty equal to 3.5% of net smelter returns (“NSR”). In addition, after the start of production, if the minimum monthly processing rate of the mine facilities is less than 15,000 tonnes, then the Company must pay to Minerales a minimum royalty equal to the applicable NSR royalty based on the processing at a monthly rate of 15,000 tonnes.

 

Minerales has also granted to the Company the exclusive right to purchase a 100% interest in the property at any time during the term of the agreement (or any renewal thereof), upon payment of $8 million within 15 days of the Company’s notice of election to acquire the property. The purchase would be subject to a separate purchase agreement for the legal transfer of the property. 

  

 
- 11 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

  

 

(b)

British Columbia, Canada

 

 

(i)

Minto and Olympic-Kelvin properties

 

 

 

 

 

The Company’s mineral claims in British Columbia encompass two additional properties, Minto and Olympic-Kelvin, each of which consists of 100% owned Crown-granted mineral claims located in the Lillooet Mining Division.

 

 

(c)

Yukon, Canada

 

 

 

 

 

The Company has a 100% interest in 14 quartz leases located in the Mayo Mining Division of Yukon, Canada, which collectively comprise the Eagle property.  

 

8.

NON-CONTROLLING INTEREST

 

 

 

At March 31, 2020, the Company had an effective 99.67% (December 31, 2019 - 99.67%) interest in its subsidiary Avino Mexico and the remaining 0.33% (December 31, 2019 - 0.33%) interest represents a non-controlling interest. The accumulated deficit and current period income attributable to the non-controlling interest are insignificant and accordingly have not been recognized in the condensed consolidated interim financial statements. 

  

 
- 12 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

  

9.

PLANT, EQUIPMENT AND MINING PROPERTIES

 

 

 

 

Mining

properties

 

 

 

Office equipment, furniture, and fixtures

 

 

Computer equipment

 

 

Mine machinery and transportation equipment

 

 

Mill machinery and processing equipment

 

 

Buildings and construction in process

 

 

Total

 

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

COST

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2019

 

 

12,962

 

 

 

149

 

 

 

358

 

 

 

17,257

 

 

 

17,603

 

 

 

6,710

 

 

 

55,039

 

Additions / Transfers

 

 

644

 

 

 

381

 

 

 

(6 )

 

 

(648 )

 

 

148

 

 

 

2,770

 

 

 

3,289

 

Disposals

 

 

-

 

 

 

(6 )

 

 

(12 )

 

 

(3,723 )

 

 

(231 )

 

 

(206 )

 

 

(4,178 )

Effect of movements in exchange rates

 

 

31

 

 

 

-

 

 

 

1

 

 

 

33

 

 

 

34

 

 

 

13

 

 

 

112

 

Balance at December 31, 2019

 

 

13,637

 

 

 

524

 

 

 

341

 

 

 

12,919

 

 

 

17,554

 

 

 

9,287

 

 

 

54,262

 

Additions / Transfers

 

 

21

 

 

 

2

 

 

 

2

 

 

 

26

 

 

 

(89 )

 

 

438

 

 

 

400

 

Effect of movements in exchange rates

 

 

(2 )

 

 

(32 )

 

 

(1 )

 

 

(2 )

 

 

-

 

 

 

24

 

 

 

(13 )

Balance at March 31, 2020

 

 

13,656

 

 

 

494

 

 

 

342

 

 

 

12,943

 

 

 

17,465

 

 

 

9,749

 

 

 

54,649

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ACCUMULATED DEPLETION AND DEPRECIATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2019

 

 

6,102

 

 

 

65

 

 

 

175

 

 

 

6,830

 

 

 

2,416

 

 

 

708

 

 

 

16,296

 

Additions / Transfers

 

 

1,952

 

 

 

22

 

 

 

49

 

 

 

51

 

 

 

1,619

 

 

 

714

 

 

 

4,407

 

Disposals

 

 

-

 

 

 

(3 )

 

 

(11 )

 

 

(2,040 )

 

 

(27 )

 

 

(49 )

 

 

(2,130 )

Effect of movements in exchange rates

 

 

12

 

 

 

-

 

 

 

-

 

 

 

13

 

 

 

5

 

 

 

1

 

 

 

31

 

Balance at December 31, 2019

 

 

8,066

 

 

 

84

 

 

 

213

 

 

 

4,854

 

 

 

4,013

 

 

 

1,374

 

 

 

18,604

 

Additions / Transfers

 

 

165

 

 

 

24

 

 

 

12

 

 

 

15

 

 

 

368

 

 

 

65

 

 

 

649

 

Effect of movements in exchange rates

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Balance at March 31, 2020

 

 

8,231

 

 

 

108

 

 

 

225

 

 

 

4,869

 

 

 

4,381

 

 

 

1,439

 

 

 

19,253

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET BOOK VALUE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At March 31, 2020

 

 

5,425

 

 

 

386

 

 

 

117

 

 

 

8,074

 

 

 

13,084

 

 

 

8,310

 

 

 

35,396

 

At December 31, 2019

 

 

5,571

 

 

 

440

 

 

 

128

 

 

 

8,065

 

 

 

13,541

 

 

 

7,913

 

 

 

35,658

 

At January 1, 2019

 

 

6,860

 

 

 

84

 

 

 

183

 

 

 

10,427

 

 

 

15,187

 

 

 

6,002

 

 

 

38,743

 

 

 
- 13 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

  

 

Included in Buildings and construction in process above are assets under construction of $4,051 as at March 31, 2020 (December 31, 2019 - $3,746) on which no depreciation was charged in the periods then ended. Once the assets are put into service, they will be transferred to the appropriate class of plant, equipment and mining properties.

 

As at March 31, 2020, plant, equipment and mining properties included a net carrying amount of $524 (December 31, 2019 - $559) for mining equipment under equipment loan, and $2,502 (December 31, 2019 - $2,697 for mining equipment and right of use assets under finance lease.

 

 

10.

RELATED PARTY TRANSACTIONS AND BALANCES

 

 

 

All related party transactions are recorded at the exchange amount which is the amount agreed to by the Company and the related party. 

 

 

(a)

Key management personnel

 

 

 

 

 

The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel for the three months ended March 31, 2020 and 2019 is as follows:

 

 

 

Three months ended March 31,

 

 

 

2020

 

 

2019

 

Salaries, benefits, and consulting fees

 

$ 170

 

 

$ 166

 

Share-based payments

 

 

187

 

 

 

171

 

 

 

$ 357

 

 

$ 337

 

 

 

(b) 

Amounts due to/from related parties

 

 

 

 

 

In the normal course of operations the Company transacts with companies related to Avino’s directors or officers. All amounts payable and receivable are non-interest bearing, unsecured and due on demand. The following table summarizes the amounts were due to related parties:

  

 

 

March 31,

2020

 

 

December 31,

2019

 

Oniva International Services Corp.

 

$ 156

 

 

$ 105

 

Directors

 

 

37

 

 

 

51

 

 

 

$ 193

 

 

$ 156

 

 

 

(c)

Other related party transactions

 

 

 

 

 

The Company has a cost sharing agreement with Oniva International Services Corp. (“Oniva”) for office and administration services. Pursuant to the cost sharing agreement, the Company will reimburse Oniva for the Company’s percentage of overhead and corporate expenses and for out-of-pocket expenses incurred on behalf of the Company. David Wolfin, President & CEO, and a director of the Company, is the sole owner of Oniva. The cost sharing agreement may be terminated with one-month notice by either party without penalty.

  

 
- 14 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

    

 

The transactions with Oniva during the three months ended March 31, 2020 and 2019 are summarized below:

 

 

 

March 31,

2020

 

 

March 31,

2019

 

Salaries and benefits

 

$ 181

 

 

$ 249

 

Office and miscellaneous

 

 

96

 

 

 

90

 

Exploration and evaluation assets

 

 

-

 

 

 

56

 

 

 

$ 277

 

 

$ 395

 

 

 

For services provided to the Company as President and Chief Executive Officer, the Company pays Intermark Capital Corporation (“ICC”), a company controlled by David Wolfin, the Company’s president and CEO and also a director, for consulting services. For the three months ended March 31, 2020, the Company paid $56 (March 31, 2019 - $56) to ICC.

 

The Company pays Jasman Yee & Associates, Inc. (“JYAI”) for operational, managerial, metallurgical, engineering and consulting services related to the Company’s activities. JYAI’s managing director is a director of the Company. For the three months ended March 31, 2020 and 2019, the Company paid $8 and $6, respectively, to JYAI.

 

 

11.

TERM FACILITY

 

 

 

In July 2015, the Company entered into a ten million dollar term facility with Samsung C&T U.K. Limited (“Samsung”). Interest is charged on the facility at a rate of US dollar LIBOR (3 month) plus 4.75%. The Company is currently repaying the remaining balance in 23 equal monthly instalments of $278 commencing ending August 2021. The Company is committed to selling Avino Mine concentrate on an exclusive basis to Samsung until December 31, 2024.

 

The facility is secured by the concentrates produced under the agreement and by 33% of the common shares of the Company’s wholly-owned subsidiary Compañía Minera Mexicana de Avino, S.A. de C.V.. The facility with Samsung relates to the sale of concentrates produced from the Avino Mine only.

 

The continuity of the term facility with Samsung is as follows: 

  

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Balance at beginning of the period

 

$ 5,897

 

 

$ 6,901

 

Repayments

 

 

(833 )

 

 

(833 )

Unwinding of fair value adjustment

 

 

(17 )

 

 

(170 )

Balance at end of the period

 

 

5,047

 

 

 

5,897

 

Less: Current portion

 

 

(3,375 )

 

 

(3,384 )

Non-current portion

 

$ 1,672

 

 

$ 2,513

 

 

 
- 15 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

     

12.

WARRANT LIABILITY

 

 

 

The Company’s warrant liability arises as a result of the issuance of warrants exercisable in US dollars. As the denomination is different from the Canadian dollar functional currency of the entity issuing the underlying shares, the Company recognizes a derivative liability for these warrants and re-measures the liability at the end of each reporting period using the Black-Scholes model. Changes in respect of the Company’s warrant liability are as follows:

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Balance at beginning of the period

 

$ 1,579

 

 

$ 2,009

 

Fair value adjustment

 

 

(919 )

 

 

(520 )

Effect of movement in exchange rates

 

 

(86 )

 

 

90

 

Balance at end of the period

 

$ 574

 

 

$ 1,579

 

 

Continuity of warrants during the periods is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underlying

Shares

 

 

Weighted Average Exercise Price

 

Warrants outstanding and exercisable, January 1, 2019

 

 

10,778,061

 

 

$ 1.20

 

Issued

 

 

464,122

 

 

C$0.85

 

Expired

 

 

(3,602,215 )

 

$ 1.99

 

Warrants outstanding and exercisable, December 31, 2019

 

 

7,639,968

 

 

$ 0.79

 

Warrants outstanding and exercisable, March 31, 2020

 

 

7,639,968

 

 

$ 0.79

 

 

 

 

 

 

 

All Warrants

Outstanding and Exercisable

 

Expiry Date

 

Exercise Price

per Share

 

 

March 31,

2020

 

 

December 31,

2019

 

July 30, 2020

 

C$0.85

 

 

 

464,122

 

 

 

464,122

 

September 25, 2023

 

$ 0.80

 

 

 

7,175,846

 

 

 

7,175,846

 

 

 

 

 

 

 

 

7,639,968

 

 

 

7,639,968

 

 

 

As at March 31, 2020, the weighted average remaining contractual life of warrants outstanding was 3.30 years (December 31, 2019 – 3.55 years).

 

Valuation of the warrant liability requires the use of highly subjective estimates and assumptions including the expected stock price volatility. The expected volatility used in valuing warrants is based on volatility observed in historical periods. Changes in the underlying assumptions can materially affect the fair value estimates. The fair value of the warrant liability was calculated using the Black-Scholes model with the following weighted average assumptions and resulting fair values:

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Weighted average assumptions:

 

 

 

 

 

 

Risk-free interest rate

 

 

0.57 %

 

 

1.68 %

Expected dividend yield

 

 

0 %

 

 

0 %

Expected warrant life (years)

 

 

3.49

 

 

 

3.57

 

Expected stock price volatility

 

 

63.66 %

 

 

61.61 %

Weighted average fair value

 

$ 0.08

 

 

$ 0.22

 

 

 
- 16 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

    

13.

RECLAMATION PROVISION

 

 

 

Management’s estimate of the reclamation provision at March 31, 2020, is $1,245 (December 31, 2019 – $1,524), and the undiscounted value of the obligation is $1,562 (December 31, 2019 – $1,985).

 

The present value of the obligation was calculated using a risk-free interest rate of 7.04% (December 31, 2019 – 6.86%) and an inflation rate of 3.00% (December 31, 2019 – 3.54%). Reclamation activities are estimated to begin in 2021 for the San Gonzalo Mine and in 2028 for the Avino Mine.

 

A reconciliation of the changes in the Company’s reclamation provision is as follows:

 

 

 

March 31,

2020

 

 

December 31,

2019

 

 

 

 

 

 

 

 

Balance at beginning of the period

 

$ 1,524

 

 

$ 10,799

 

Changes in estimates

 

 

-

 

 

 

840

 

Disposition of Bralorne (Note 3)

 

 

-

 

 

 

(10,828 )

Unwinding of discount related to Bralorne

 

 

-

 

 

 

217

 

Unwinding of discount related to continuing operations

 

 

27

 

 

 

104

 

Effect of movements in exchange rates

 

 

(306 )

 

 

392

 

Balance at end of the period

 

$ 1,245

 

 

$ 1,524

 

 

14.

SHARE CAPITAL AND SHARE-BASED PAYMENTS

 

 

(a)

Authorized: Unlimited common shares without par value.

 

 

 

 

(b)

Issued:

 

 

(i)

During the three months ended March 31, 2020, the Company issued 675,145 common shares as settlement of accrued advisory services provided by Cantor Fitzgerald Canada Corporate (“Cantor”) for the completion of the sale of Bralorne. The value of these shares was accrued at December 31, 2019; however, the shares were not issued until January 2020.

 

 

 

 

(ii)

During the year ended December 31, 2019, the Company closed a bought-deal financing, issuing 5,411,900 common shares at the price of C$0.85, as well as 2,323,460 flow-through shares at the price of C$0.99 for gross proceeds of $5,240 (C$6,900). The financing was made by way of prospectus supplement in July 2019, so the Company’s existing Canadian short-form base shelf prospectus dated December 21, 2018. 

 

 

 

 

 

Of the $5,240 total aggregate proceeds raised, $116 was attributed to 464,122 warrants issued as commission, leaving a residual amount of $5,124. This amount includes a flow-through premium, which represents the difference between the C$0.85 price in which the common shares were issued, and the offering price of C$0.99 per share. Based on the C$ to US$ exchange rate on the date of the transaction, $247 was recorded as the flow-through premium, for a net share capital allocation of $4,877. This premium is presented in “Other liabilities” on the condensed consolidated interim statements of financial position as at December 31, 2019.

 

The Company paid a 7% cash commission on the gross proceeds in the amount of $367, and incurred additional legal and professional costs of $115. Costs of $10 were allocated to the fair value of the warrants and have been reflected in the condensed consolidated interim statements of operations as a finance cost, and costs of $472 have been reflected as share issuance costs in the condensed consolidated interim statements of changes in equity. 

  

 
- 17 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

 

During the year ended December 31, 2019, the Company issued 4,954,000 common shares in an at-the-market offering under prospectus supplement for gross proceeds of $2,924. The Company paid a 3% cash commission of $87 on gross proceeds and incurred an additional $75 in issuance costs during the period.

 

During the year ended December 31, 2019, the Company issued 565,259 common shares upon exercise of RSUs. 

  

 

(c)

Stock options:

 

 

 

 

 

The Company has a stock option plan to purchase the Company’s common shares, under which it may grant stock options of up to 10% of the Company’s total number of shares issued and outstanding on a non-diluted basis. The stock option plan provides for the granting of stock options to directors, officers, and employees, and to persons providing investor relations or consulting services, the limits being based on the Company’s total number of issued and outstanding shares per year. The stock options vest on the date of grant, except for those issued to persons providing investor relations services, which vest over a period of one year. The option price must be greater than or equal to the discounted market price on the grant date, and the option term cannot exceed ten years from the grant date.

 

Continuity of stock options is as follows: 

 

 

 

Underlying

Shares

 

 

Weighted Average Exercise Price (C$)

 

 

 

 

 

 

 

 

Stock options outstanding, January 1, 2019

 

 

2,917,500

 

 

$ 2.04

 

Granted

 

 

526,000

 

 

$ 0.79

 

Cancelled / Forfeited

 

 

(255,000 )

 

$ 2.09

 

Expired

 

 

(550,000 )

 

$ 1.90

 

Stock options outstanding, December 31, 2019

 

 

2,638,500

 

 

$ 1.82

 

Cancelled / Forfeited

 

 

(392,500 )

 

$ 1.48

 

Stock options outstanding, March 31, 2020

 

 

2,246,000

 

 

$ 1.87

 

Stock options exercisable, March 31, 2020

 

 

2,070,500

 

 

$ 1.97

 

 

 

The following table summarizes information about the stock options outstanding and exercisable at March 31, 2020:

 

 

 

 

 

 

Outstanding

 

 

Exercisable

 

Expiry Date

 

Price (C$)

 

 

Number of

Options

 

 

Weighted Average Remaining Contractual Life (Years)

 

 

Number of

Options

 

 

Weighted Average Remaining Contractual Life (Years)

 

September 2, 2021

 

$ 2.95

 

 

 

445,000

 

 

 

1.42

 

 

 

445,000

 

 

 

1.42

 

September 20, 2022

 

$ 1.98

 

 

 

1,080,000

 

 

 

2.47

 

 

 

1,080,000

 

 

 

2.47

 

August 28, 2023

 

$ 1.30

 

 

 

370,000

 

 

 

3.41

 

 

 

370,000

 

 

 

3.41

 

August 21, 2024

 

$ 0.79

 

 

 

351,000

 

 

 

4.39

 

 

 

175,500

 

 

 

4.39

 

 

 

 

 

 

 

 

2,246,000

 

 

 

2.72

 

 

 

2,070,500

 

 

 

2.58

 

 

 

During the three months ended March 31, 2020, the Company charged $(11) (three months ended March 31, 2019 - $41) to operations as share-based payments and capitalized $Nil (three months ended March 31, 2019 - $13) to exploration and evaluation assets for the fair value of stock options granted.

 

 
- 18 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

    

 

(d)

Restricted Share Units:

 

 

 

 

 

On April 19, 2018, the Company’s Restricted Share Unit (“RSU”) Plan was approved by its shareholders. The RSU Plan is administered by the Compensation Committee under the supervision of the Board of Directors as compensation to officers, directors, consultants, and employees. The Compensation Committee determines the terms and conditions upon which a grant is made, including any performance criteria or vesting period.

 

Upon vesting, each RSU entitles the participant to receive one common share, provided that the participant is continuously employed with or providing services to the Company. RSUs track the value of the underlying common shares, but do not entitle the recipient to the underlying common shares until such RSUs vest, nor do they entitle a holder to exercise voting rights or any other rights attached to ownership or control of the common shares, until the RSU vests and the RSU participant receives common shares.

 

During the three months ended March 31, 2020, no RSUs (year ended December 31, 2019 – 1,730,500) were granted. All RSUs granted vest one-third annually from the date of the grant until fully vested at the end of the three-year term. For the RSUs issued in the year ended December 31, 2019, the weighted average fair value at the measurement date was C$0.79, based on the TSX market price of the Company’s shares on the date the RSUs were granted.

 

At March 31, 2020, there were 2,298,732 RSUs outstanding (December 31, 2019 – 2,372,875).

 

During the three months ended March 31, 2020, the Company charged $179 (March 31, 2019 - $178) to operations as share-based payments and capitalized $Nil (March 31, 2019 - $18) to exploration and evaluation assets for the fair value of the RSUs vested. The fair value of the RSUs is recognized over the vesting period with reference to vesting conditions and the estimated RSUs expected to vest. 

 

 

 

 

(e)

Earnings (loss) per share: 

 

 

 

 

 

The calculations for basic earnings (loss) per share and diluted earnings (loss) per share are as follows:

 

 

 

Three months ended March 31,

 

 

 

 2020

 

 

 2019

 

Net income (loss) for the period

 

$ (232 )

 

$ (610 )

Basic weighted average number of shares outstanding

 

 

77,267,533

 

 

 

64,020,965

 

Effect of dilutive share options, warrants, and RSUs

 

 

-

 

 

 

-

 

Diluted weighted average number of shares outstanding

 

 

77,267,533

 

 

 

64,020,965

 

Basic earnings (loss) per share

 

$ (0.00 )

 

$ (0.01 )

Diluted earnings (loss) per share

 

$ (0.00 )

 

$ (0.01 )

 

15.

REVENUE AND COST OF SALES

 

 

 

Revenue and the related cost of sales reflect the sale of silver, gold and copper concentrate from the Avino Mine and from the sale of silver and gold concentrate from the San Gonzalo Mine for the three months ended March 31, 2020 and 2019. 

  

 

 

March 31,

2020

 

 

March 31,

2019

 

Concentrate sales

 

$ 7,570

 

 

$ 6,874

 

Provisional pricing adjustments

 

 

(454 )

 

 

(163 )

 

 

$ 7,116

 

 

$ 6,711

 

 

 
- 19 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

     

 

Cost of sales consists of changes in inventories, direct costs including personnel costs, mine site costs, energy costs (principally diesel fuel and electricity), maintenance and repair costs, operating supplies, external services, third party transport fees, depreciation and depletion, and other expenses for the periods. Direct costs include the costs of extracting co-products. Cost of sales is based on the weighted average cost of inventory sold for the periods and consists of the following:

 

 

 

March 31,

2020

 

 

March 31,

2019

 

Production costs

 

$ 5,654

 

 

$ 5,978

 

Depreciation and depletion

 

 

619

 

 

 

677

 

 

 

$ 6,273

 

 

$ 6,655

 

 

16.

GENERAL AND ADMINISTRATIVE EXPENSES

 

 

 

General and administrative expenses on the condensed consolidated interim statements of operations consist of the following:

 

 

 

March 31,

2020

 

 

March 31,

2019

 

Salaries and benefits

 

$ 370

 

 

$ 214

 

Office and miscellaneous

 

 

49

 

 

 

165

 

Management and consulting fees

 

 

122

 

 

 

108

 

Investor relations

 

 

50

 

 

 

21

 

Travel and promotion

 

 

32

 

 

 

26

 

Professional fees

 

 

86

 

 

 

100

 

Directors fees

 

 

39

 

 

 

37

 

Regulatory and compliance fees

 

 

30

 

 

 

49

 

Depreciation

 

 

30

 

 

 

8

 

 

 

$ 808

 

 

$ 728

 

 

17.

COMMITMENTS

 

 

 

The Company has a cost sharing agreement to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on Oniva’s total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in Note 10.

 

 

 

The Company and its subsidiaries have various operating lease agreements for their office premises, use of land, and equipment. Commitments in respect of these lease agreements are as follows:

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Not later than one year

 

$ 280

 

 

$ 1,269

 

Later than one year and not later than five years

 

 

16

 

 

 

20

 

Later than five years

 

 

4

 

 

 

5

 

 

 

$ 300

 

 

$ 1,294

 

 

 

Included in the above amount as at March 31, 2020, is the Company’s commitment to incur flow-through eligible expenditures of $274 (C$389) that must be incurred in Canada.

 

 
- 20 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

     

18.

SUPPLEMENTARY CASH FLOW INFORMATION

 

 

 

March 31,

2020

 

 

March 31,

2019

 

Net change in non-cash working capital items:

 

 

 

 

 

 

Inventory

 

$ 141

 

 

$ (134 )

Prepaid expenses and other assets

 

 

81

 

 

 

(59 )

Taxes recoverable

 

 

(62 )

 

 

54

 

Taxes payable

 

 

(46 )

 

 

(84 )

Accounts payable and accrued liabilities

 

 

(1,578 )

 

 

355

 

Amounts receivable

 

 

709

 

 

 

1,463

 

Other liabilities

 

 

(140 )

 

 

(78 )

Deferred revenues

 

 

-

 

 

 

(431 )

Amounts due to related parties

 

 

(25 )

 

 

3

 

 

 

$ (870 )

 

$ 1,089

 

 

 

 

March 31,

2020

 

 

March 31,

2019

 

Interest paid

 

$ 129

 

 

$ 124

 

Taxes paid

 

$ 188

 

 

$ 469

 

Equipment acquired under finance leases and equipment loans

 

$ -

 

 

$ -

 

 

19.

FINANCIAL INSTRUMENTS

 

 

 

The fair values of the Company’s amounts due to related parties and accounts payable approximate their carrying values because of the short-term nature of these instruments. Cash, amounts receivable, long-term investments, and warrant liability are recorded at fair value. The carrying amounts of the Company’s term facility, equipment loans, and finance lease obligations are a reasonable approximation of their fair values based on current market rates for similar financial instruments.

 

 

 

The Company’s financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

 

 

(a)

Credit Risk

 

 

 

 

 

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company has exposure to credit risk through its cash, long-term investments and amounts receivable. The Company manages credit risk, in respect of cash and short-term investments, by maintaining the majority of cash and short-term investments at highly rated financial institutions.

 

 

 

 

 

The Company is exposed to a significant concentration of credit risk with respect to its trade accounts receivable balance because all of its concentrate sales are with three (December 31, 2019 – six) counterparties (see Note 20). However, the Company has not recorded any allowance against its trade receivables because to-date all balances owed have been settled in full when due (typically within 60 days of submission) and because of the nature of the counterparties.

 

 

 

 

 

The Company’s maximum exposure to credit risk at the end of any period is equal to the carrying amount of these financial assets as recorded in the consolidated statement of financial position. At March 31, 2020, no amounts were held as collateral.

 

 
- 21 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

(b)

Liquidity Risk

 

 

 

 

 

Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by its operating, investing and financing activities. The Company had cash at March 31, 2020, in the amount of $6,698 and working capital of $10,751 in order to meet short-term business requirements. Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms. The current portions of term facility, equipment loans, and finance lease obligations are due within 12 months of the condensed consolidated interim statement of financial position date. Amounts due to related parties are without stated terms of interest or repayment.

 

 

 

 

 

The maturity profiles of the Company’s contractual obligations and commitments as at March 31, 2020, are summarized as follows:

   

 

 

Total

 

 

Less Than

1 Year

 

 

1-5 years

 

 

More Than 5 Years

 

Accounts payable and accrued liabilities

 

$ 3,460

 

 

$ 3,460

 

 

$ -

 

 

$ -

 

Amounts due to related parties

 

 

193

 

 

 

193

 

 

 

-

 

 

 

-

 

Minimum rental and lease payments

 

 

300

 

 

 

280

 

 

 

16

 

 

 

4

 

Term facility

 

 

5,236

 

 

 

3,540

 

 

 

1,696

 

 

 

-

 

Equipment loans

 

 

243

 

 

 

225

 

 

 

18

 

 

 

-

 

Finance lease obligations

 

 

924

 

 

 

538

 

 

 

380

 

 

 

6

 

Total

 

$ 10,356

 

 

$ 8,236

 

 

$ 2,110

 

 

$ 10

 

 

 

(c)

Market Risk

 

 

 

 

 

Market risk consists of interest rate risk, foreign currency risk and price risk. These are discussed further below.

 

 

 

 

 

Interest Rate Risk

 

 

 

 

 

Interest rate risk consists of two components:

 

 

(i)

To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.

 

 

 

 

(ii)

To the extent that changes in prevailing market rates differ from the interest rates on the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.

 

 

 

 

In management’s opinion, the Company is exposed to interest rate risk primarily on its outstanding term facility, as the interest rate is subject to floating rates of interest. A 10% change in the interest rate would not a result in a material impact on the Company’s operations.

 

 
- 22 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

 

Foreign Currency Risk

 

 

 

 

 

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and Canadian dollars:

 

 

 

March 31, 2020

 

 

December 31, 2019

 

 

 

MXN

 

 

CDN

 

 

MXN

 

 

CDN

 

Cash

 

$ 5,075

 

 

$ 4,738

 

 

$ 2,780

 

 

$ 5,902

 

Long-term investments

 

 

-

 

 

 

5,080

 

 

 

-

 

 

 

5,599

 

Reclamation bonds

 

 

-

 

 

 

6

 

 

 

-

 

 

 

6

 

Amounts receivable

 

 

-

 

 

 

30

 

 

 

-

 

 

 

54

 

Accounts payable and accrued liabilities

 

 

(42,925 )

 

 

(170 )

 

 

(51,307 )

 

 

(442 )

Due to related parties

 

 

-

 

 

 

(189 )

 

 

-

 

 

 

(202 )

Finance lease obligations

 

 

(803 )

 

 

(520 )

 

 

(1,037 )

 

 

(522 )

Net exposure

 

 

(38,653 )

 

 

8,975

 

 

 

(49,564 )

 

 

10,395

 

US dollar equivalent

 

$ (1,643 )

 

$ 6,326

 

 

$ (2,627 )

 

$ 8,004

 

 

 

 

Based on the net US dollar denominated asset and liability exposures as at March 31, 2020, a 10% fluctuation in the US/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the three months ended March 31, 2020, by approximately $411 (year ended December 31, 2019 - $465). The Company has not entered into any foreign currency contracts to mitigate this risk.

 

Price Risk

 

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk.

 

The Company is exposed to price risk with respect to its amounts receivable, as certain trade accounts receivable are recorded based on provisional terms that are subsequently adjusted according to quoted metal prices at the date of final settlement. Quoted metal prices are affected by numerous factors beyond the Company’s control and are subject to volatility, and the Company does not employ hedging strategies to limit its exposure to price risk. At March 31, 2020, based on outstanding accounts receivable that were subject to pricing adjustments, a 10% change in metals prices would have an impact on net earnings (loss) of approximately $45 (December 31, 2019 - $70).

 

The Company is exposed to price risk with respect to its long-term investments, as these investments are carried at fair value based on quoted market prices. Changes in market prices result in gains or losses being recognized in net income (loss). At March 31, 2020, a 10% change in market prices would have an impact on net earnings (loss) of approximately $358 (December 31, 2019 - $467).

 

The Company’s profitability and ability to raise capital to fund exploration, evaluation and production activities is subject to risks associated with fluctuations in mineral prices. Management closely monitors commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

 
- 23 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

    

 

(d)

Classification of Financial Instruments

 

 

 

 

 

IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

 

 

 

 

 

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

 

 

 

 

The following table sets forth the Company’s financial assets and financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as at March 31, 2020:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash

 

$ 6,698

 

 

$ -

 

 

$ -

 

Amounts receivable

 

 

-

 

 

 

595

 

 

 

-

 

Long-term investments

 

 

3,581

 

 

 

-

 

 

 

-

 

Total financial assets

 

$ 10,279

 

 

$ 595

 

 

$ -

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

 

-

 

 

 

-

 

 

 

(574 )

Total financial liabilities

 

$ -

 

 

$ -

 

 

$ (574 )

 

20.

SEGMENTED INFORMATION

 

 

 

The Company’s revenues for the three months ended March 31, 2020 of $7,116 (March 31, 2019 - $6,711) are all attributable to Mexico, from shipments of concentrate produced by the Avino Mine and the San Gonzalo Mine and the Avino Historic Above Ground stockpiles.

 

 

 

On the condensed consolidated interim statements of operations, the Company had revenue from the following product mixes:

 

 

 

March 31,

2020

 

 

March 31,

2019

 

 

 

 

 

 

 

 

Silver

 

$ 2,852

 

 

$ 2,826

 

Gold

 

 

2,254

 

 

 

2,181

 

Copper

 

 

3,803

 

 

 

2,964

 

Penalties, treatment costs and refining charges

 

 

(1,793 )

 

 

(1,260 )

 

 

 

 

 

 

 

 

 

Total revenue from mining operations

 

$ 7,116

 

 

$ 6,711

 

 

 
- 24 -

 

 

AVINO SILVER & GOLD MINES LTD.

Notes to the unaudited condensed consolidated interim financial statements

For the three months ended March 31, 2020 and 2019

(Expressed in thousands of US dollars, except where otherwise noted)

   

 

For the three months ended March 31, 2020, the Company had three customers (March 31, 2019 – four customers) that accounted for total revenues as follows:

 

 

 

March 31,

2020

 

 

March 31,

2019

 

 

 

 

 

 

 

 

Customer #1

 

$ 3,969

 

 

$ 5,150

 

Customer #2

 

 

3,165

 

 

 

-

 

Customer #3

 

 

-

 

 

 

466

 

Customer #4

 

 

-

 

 

 

10

 

Customer #5

 

 

(18 )

 

 

1,085

 

 

 

 

 

 

 

 

 

 

Total revenue from mining operations

 

$ 7,116

 

 

$ 6,711

 

 

 

Geographical information relating to the Company’s non-current assets (other than financial instruments) is as follows:

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Exploration and evaluation assets - Mexico

 

$ 9,901

 

 

$ 9,826

 

Exploration and evaluation assets - Canada

 

 

1

 

 

 

1

 

Total exploration and evaluation assets

 

$ 9,902

 

 

$ 9,827

 

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Plant, equipment, and mining properties - Mexico

 

$ 35,015

 

 

$ 35,239

 

Plant, equipment, and mining properties - Canada

 

 

381

 

 

 

419

 

Total plant, equipment, and mining properties

 

$ 35,396

 

 

$ 35,658

 

 

21.

SUBSEQUENT EVENT

 

Avino Complies with the Mexican Government COVID-19 Order

 

The Company announced on April 2, 2020 that it would temporarily suspend operations at the Avino Mine in Durango, Mexico to comply with the Mexican Federal Government decree which was extended from April 30, 2020 to until May 30, 2020. The decree allows for the normal operations to resume on May 18, 2020 in municipalities which present low or null transmission of COVID-19. Currently, it is unknown if Durango will be considered a low-risk jurisdiction. The Avino Mine has now transitioned to care and maintenance utilizing a reduced workforce to protect current mining operations, employees and the local communities while production operations are temporarily suspended.

 

Avino employees and supervisors have implemented the temporary closure plan, which forms part of the Company’s larger-established Crisis Management Plan, and included storing underground and surface equipment, ensuring mine ventilation continues to operate, and critical pumping activities are maintained. Procedures to protect our employees remain stringent during care and maintenance.

 

Avino remains flexible both financially and operationally to adjust to the changing situation as appropriate and we will continue to monitor the situation and provide updates accordingly.

 

 
- 25 -

 

EXHIBIT 99.2

  

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

 

The following discussion and analysis of the operations, results, and financial position of Avino Silver & Gold Mines Ltd. (the “Company” or “Avino”) should be read in conjunction with the Company’s condensed consolidated interim financial statements for the three months ended March 31, 2020, and the audited consolidated financial statements as at and for the year ended December 31, 2019, and the notes thereto.

 

This Management’s Discussion and Analysis (“MD&A”) is dated May 6, 2020 and discloses specified information up to that date. The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Unless otherwise cited, references to dollar amounts are in US dollars. This MD&A contains “forward-looking statements” that are subject to risk factors including those set out in the “Cautionary Statement” at the end of this MD&A. All information contained in this MD&A is current and has been approved by the Company’s Board of Directors as of May 6, 2020, unless otherwise indicated. Throughout this report we refer to “Avino”, the “Company”, “we”, “us”, “our”, or “its”. All these terms are used in respect of Avino Silver & Gold Mines Ltd. We recommend that readers consult the “Cautionary Statement” on the last page of this report. Additional information relating to the Company is available on the Company’s website at www.avino.com and on SEDAR at www.sedar.com.

 

Business Description

 

Founded in 1968, the Company is engaged in the production and sale of silver, gold, and copper bulk concentrate, and the acquisition, exploration, and evaluation of mineral properties. The Company holds mineral claims and leases in Durango, Mexico, and in British Columbia and Yukon, Canada. Avino is a reporting issuer in all of the provinces of Canada, except for Quebec, and a foreign private issuer with the Securities and Exchange Commission in the United States. The Company’s shares trade on the Toronto Stock Exchange (“TSX”), under the symbol “ASM”, on the NYSE American under the symbol “ASM”, and on the Berlin and Frankfurt Stock Exchanges under the symbol “GV6”.

 

Discussion of Operations

 

The Company’s production, exploration, and evaluation activities during the three months ended March 31, 2020, have been conducted on its Avino Property.

 

The Company holds a 99.67% effective interest in Compañía Minera Mexicana de Avino, S.A. de C.V. (“Avino Mexico”), a Mexican corporation which owns the Avino Property. The Avino Property covers approximately 1,104 contiguous hectares, and is located approximately 80 km north-east of the city of Durango. The Avino Property is equipped with milling and processing facilities that presently process all output from the Avino Mine located on the property. 

 

 
1 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Operational Highlights

 

HIGHLIGHTS

(Expressed in US$)

 

First Quarter

2020

 

 

First Quarter

2019

 

 

Change

 

Operating

 

Tonnes Milled

 

 

164,096

 

 

 

197,687

 

 

 

-16 %

Silver Ounces Produced

 

 

266,718

 

 

 

268,399

 

 

 

-1 %

Gold Ounces Produced

 

 

1,531

 

 

 

1,813

 

 

 

-16 %

Copper Pounds Produced

 

 

1,808,172

 

 

 

1,062,702

 

 

 

70 %

Silver Equivalent Ounces1 Produced

 

 

683,944

 

 

 

615,019

 

 

 

11 %

Concentrate Sales and Cash Costs

Silver Equivalent Payable Ounces Sold2

 

 

575,067

 

 

 

522,626

 

 

 

10 %

Cash Cost per Silver Equivalent Payable Ounce1,2

 

$ 9.83

 

 

$ 11.44

 

 

 

-14 %

All-in Sustaining Cash Cost per Silver Equivalent Payable Ounce1,2

 

$ 14.88

 

 

$ 16.22

 

 

 

-8 %

 

1. In Q1 2020, AgEq was calculated using metals prices of $16.94 oz Ag, $1,584 oz Au and $2.56 lb Cu. In Q1 2019, AgEq was calculated using metals prices of $15.57 oz Ag, $1,304 oz Au and $2.82 lb Cu.

 

2. “Silver equivalent payable ounces sold” for the purposes of cash costs and all-in sustaining costs consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices to the average spot silver price for the corresponding period.

 

3. The Company reports non-IFRS measures which include cash cost per silver equivalent payable ounce, all-in sustaining cash cost per payable ounce, EBITDA, adjusted EBITDA, and cash flow per share. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and the calculation methods may differ from methods used by other companies with similar reported measures. See Non-IFRS Measures section for further information and detailed reconciliations.

 

Financial Highlights

 

HIGHLIGHTS

(Expressed in 000’s of US$)

 

First Quarter

2020

 

 

First Quarter

2019

 

 

 

Change

 

Financial

 

Revenues

 

$ 7,116

 

 

$ 6,711

 

 

 

6 %

Mine operating income

 

$ 843

 

 

$ 56

 

 

1405

%

Net loss from continuing operations

 

$ (232 )

 

$ (539 )

 

 

57 %

Cash

 

$ 6,698

 

 

$ 2,526

 

 

 

165 %

Working capital

 

$ 10,751

 

 

$ 10,507

 

 

 

2 %

Earnings before interest, taxes and amortization (“EBITDA”)1

 

$ 372

 

 

$ 63

 

 

 

490 %

Adjusted EBITDA1

 

$ 391

 

 

$ 15

 

 

2507

%

Per Share Amounts

Loss per share ("EPS") – basic

 

$ (0.00 )

 

$ (0.01 )

 

 

100 %

Cash flow per share (YTD)1 – basic

 

$ 0.00

 

 

$ 0.00

 

 

-

%

 

1. The Company reports non-IFRS measures which include cash cost per silver equivalent payable ounce, all-in sustaining cash cost per payable ounce, EBITDA, adjusted EBITDA, and cash flow per share. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and the calculation methods may differ from methods used by other companies with similar reported measures. See Non-IFRS Measures section for further information and detailed reconciliations.

 

 
2 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

  

Operational and Financial Performance

 

Three months ended March 31, 2020

 

In the first quarter ended March 31, 2020, the Company recognized revenues of $4.9 million on the sale of Avino Mine bulk copper/silver/gold concentrate, $Nil on the sale of San Gonzalo bulk silver/gold concentrate and $2.2 million on the sale of bulk silver/gold/copper concentrate from the sale of Avino Historic Above Ground (“AHAG”) Stockpiles, net of penalties, treatment costs and refining charges, for mine operating income of $0.8 million.

 

EBITDA during the first quarter ended March 31, 2020, was $0.3 million, compared to $0.1 million in the corresponding quarter in 2019.

 

Metal prices for revenues recognized during the three months ended March 31, 2020, averaged $16.30 per ounce of silver, $1,579 per ounce of gold, and $5,599 per tonne of copper.

 

Consolidated First Quarter 2020 Production Highlights

 

 

·

Silver equivalent production increased by 11% to 683,944 oz*

 

·

Copper production increased by 70% to 1,808,172 lbs

 

·

Silver production decreased by 1% to 266,719 oz

 

·

Gold production decreased by 21% to 1,531 oz

  

Q1 2020

Production by Mine

Tonnes Milled

Silver
Oz

Gold
Oz

Copper
Lbs

AgEq

Avino

159,385

262,238

1,512

1,803,315

677,084

AHAG Stockpiles

4,711

4,481

19

4,857

6,860

Consolidated

164,096

266,718

1,531

1,808,172

683,944

Q1 2020

Grade & Recovery by Mine

Tonnes Milled

Grade
Ag g/t

Grade
Au g/t

Grade
Cu %

Recovery
Ag %

Recovery
Au %

Recovery
Cu %

Avino

159,385

57

0.40

0.59

90%

74%

87%

AHAG Stockpiles

4,711

59

0.31

0.15

50%

41%

31%

Consolidated

164,096

57

0.40

0.58

89%

73%

86%

 

* In Q1, 2020, AgEq was calculated using metals prices of $16.94 oz Ag, $1,584 oz Au and $2.56 lb Cu. In Q1, 2019, AgEq was calculated using metals prices of $15.57 oz Ag, $1,304 oz Au and $2.82 lb Cu. Calculated figures may not add up due to rounding.

 

Silver equivalent production in Q1 2020 increased by 11% compared to Q1 2019, with record copper quarterly production of over 1.8 million pounds. The Avino Mine produced a record 262,238 silver ounces, the highest quarterly total achieved to date.

 

Overall production results were higher compared to Q1 2019 due to the Avino mine performing well from a grade, throughput and mill availability perspective. The Hanging Wall Breccia (“HWB”) material also contributed positively to the overall feed grade. The decrease in silver production and consolidated silver grade in Q1 2020, compared to Q1 2019, is primarily attributed to the planned shutdown of the San Gonzalo Mine in Q4 2019.

 

 
3 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

As reported in Q4 2019, Avino transitioned to full production from the Avino mine in Q1 2020, following our scheduled mine plan. The advancement of the underground connection between the two portals at the Avino mine experienced some delays due to training shortages for certain equipment. This connection was to be completed during the first quarter of 2020 however, due to the COVID-19 situation, the timeline for completion has been deferred until the Mexican Government’s decree for the temporary suspension of non-essential businesses are lifted.

 

Avino Mine Production Highlights

 

 

Q1

2020

Q1

2019

Change

%

Total Mill Feed (dry tonnes)

159,385

100,922

58%

Feed Grade Silver (g/t)

57

41

39%

Feed Grade Gold (g/t)

0.40

0.48

-16%

Feed Grade Copper (%)

0.59

0.49

18%

Recovery Silver (%)

90%

84%

6%

Recovery Gold (%)

74%

71%

4%

Recovery Copper (%)

87%

87%

1%

Total Silver Produced (oz)

262,238

112,315

133%

Total Gold Produced (oz)

1,512

1,097

38%

Total Copper Produced (Lbs)

1,803,315

958,071

88%

Total Silver Equivalent Produced (oz)*

677,084

379,798

78%

 

*In Q1 2020, AgEq was calculated using metals prices of $16.94 oz Ag, $1,584 oz Au and $2.56 lb Cu. In Q1, 2019, AgEq was calculated using metals prices of $15.57 oz Ag, $1,304 Au and $2.82 Cu.

 

Under National Instrument 43-101, the Company is required to disclose that it has not based its production decisions on NI 43-101-compliant reserve estimates, preliminary economic assessments, or feasibility studies, and historically projects without such reports have increased uncertainty and risk of economic viability. The Company's decision to place a mine into operation at levels intended by management, expand a mine, make other production-related decisions, or otherwise carry out mining and processing operations is largely based on internal non-public Company data, and on reports based on exploration and mining work by the Company and by geologists and engineers engaged by the Company. The results of this work are evident in the Company's discovery of the San Gonzalo and Avino Mine resources, and in the Company's record of mineral production and financial returns since operations at levels intended by management commenced at the San Gonzalo Mine in 2012.

 

Overall, silver equivalent production at Avino increased by 78% compared to Q1 2019. This is primarily a result of significantly higher silver and copper grades during the quarter, as well as increases in mill throughput and recoveries from all three metals. The overall increase was slightly offset by a decline in gold feed grades during the quarter.

 

On a metal-by-metal basis, production at Avino increased significantly in both silver and copper, with increases of 133% and 88%, respectively, when compared to Q1 2019. Further, gold production increased by 38% when compared to Q1 2019.

 

 
4 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Avino Historic Above Ground Stockpile Production Highlights

 

 

Q1

2020

Q1

2019

Change

%

Total Mill Feed (dry tonnes)

4,711

78,864

-94%

Feed Grade Silver (g/t)

59

61

-3%

Feed Grade Gold (g/t)

0.31

0.40

-24%

Feed Grade Copper (%)

0.15

0.21

-26%

Recovery Silver (%)

50%

55%

-9%

Recovery Gold (%)

41%

52%

-22%

Recovery Copper (%)

31%

29%

7%

Total Silver Produced (oz)

4,481

85,325

-95%

Total Gold Produced (oz)

19

529

-96%

Total Copper Produced (Lbs)

4,857

104,631

-95%

Total Silver Equivalent Produced (oz) calculated*

6,860

148,815

-95%

 

*In Q1, 2020, AgEq was calculated using metals prices of $16.90 oz Ag, $1,583 oz Au and $2.56 lb Cu. In Q1, 2019, AgEq was calculated using metals prices of $15.57 oz Ag, $1,304 oz Au and $2.82 lb Cu.

 

As mentioned in our 2020 Production Outlook, we processed a small amount of AHAG material in the first half of Q1 2020 before the transition to 100% production from the Avino Mine.

 

Avino Complies with the Mexican Government COVID-19 Order

 

Avino announced on April 2, 2020 that it would temporarily suspend operations at the Avino Mine in Durango, Mexico until the end of April 2020 to comply with the Mexican Government’s order for all non-essential businesses including the mining industry to help fight against COVID-19. The Avino Mine has now transitioned to care and maintenance utilizing a reduced workforce to protect current mining operations, employees and the local communities while production operations are temporarily suspended.

 

Avino employees and supervisors have implemented the temporary closure plan, which forms part of the Company’s larger-established Crisis Management Plan, and included storing underground and surface equipment, ensuring mine ventilation continues to operate, and critical pumping activities are maintained. Procedures to protect our employees remain stringent during care and maintenance.

 

Avino remains flexible both financially and operationally to adjust to the changing situation as appropriate and we will continue to monitor the situation and provide updates accordingly.

 

Avino Mine Exploration

 

Plans continue for the Company’s 2020 exploration program. With the San Gonzalo Mine at the end of its current economic life, the Company has been looking at all options to increase overall head grade.

 

Qualified Person(s)

 

Peter Latta, P.Eng, MBA, VP Technical Services, Avino and Jasman Yee P.Eng, Avino director, both of whom are qualified persons within the context of National Instrument 43-101, have reviewed and approved the technical data in this document.

 

 
5 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Non – IFRS Measures

 

EBITDA and Adjusted EBITDA

 

Earnings, or loss, before interest, taxes and amortization (“EBITDA”) is a non IFRS financial measure which excludes the following items from net earnings:

 

 

·

Income tax expense

 

·

Finance cost

 

·

Amortization and depletion

  

Adjusted EBITDA excludes the following additional items from EBITDA

 

 

·

Share based compensation;

 

·

Non-operational items including foreign exchange movements and fair value adjustments

  

Management believes EBITDA and adjusted EBITDA provides an indication of continuing capacity to generate operating cash flow to fund capital needs, service debt obligations and fund capital expenditures. These measures are intended to provide additional information to investors and analysts. There are not standardized definitions under IFRS and should not be considered in isolation or as a substitute for measures of operating performance prepared in accordance with IFRS.

 

Adjusted EBITDA excludes share-based compensation expense, and non-operating items such as foreign exchange gains and losses and fair value adjustments. Under IFRS, entities must reflect within compensation expense the cost of share-based compensation. In the Company’s circumstances, share-based compensation can involve significant amounts that will not be settled in cash but are settled by issuance of shares in exchange. The Company discloses adjusted EBITDA to aid in understanding the results of the company.

 

The following table provides a reconciliation of net earnings financial statements to EBITDA and Adjusted EBITDA:

 

Expressed in 000’s of US$, unless otherwise noted

 

Q1 2020

 

 

Q1 2019

 

Net loss from continuing operations

 

$ (232 )

 

$ (539 )

Depreciation and depletion

 

 

649

 

 

 

685

 

Interest income and other

 

 

(173 )

 

 

(139 )

Interest expense

 

 

10

 

 

 

22

 

Finance cost

 

 

87

 

 

 

32

 

Accretion of reclamation provision

 

 

27

 

 

 

26

 

Current income tax expense

 

 

51

 

 

 

144

 

Deferred income tax (recovery)

 

 

(47 )

 

 

(168 )

EBITDA

 

$ 372

 

 

$ 63

 

Fair value adjustment on warrant liability

 

 

(919 )

 

 

(188 )

Share-based payments

 

 

168

 

 

 

218

 

Foreign exchange gain (loss)

 

 

770

 

 

 

(78 )

Adjusted EBITDA

 

$ 391

 

 

$ 15

 

 

Cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share

 

Cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share are measures developed by mining companies in an effort to provide a comparable standard. However, there can be no assurance that our reporting of these non-IFRS measures is similar to that reported by other mining companies. Total cash cost per payable ounce, all-in sustaining cash cost per payable ounce, and cash flow per share are measures used by the Company to manage and evaluate operating performance of the Company’s mining operations, and are widely reported in the silver and gold mining industry as benchmarks for performance, but do not have standardized meanings prescribed by IFRS, and are disclosed in addition to IFRS measures.

 

 
6 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

  

Management believes that the Company’s ability to control the cash cost per payable silver equivalent ounce is one of its key performance drivers impacting both the Company’s financial condition and results of operations. Achieving a low silver equivalent production cost base allows the Company to remain profitable from mining operations even during times of low commodity prices, and provides more flexibility in responding to changing market conditions. In addition, a profitable operation results in the generation of positive cash flows, which then improve the Company’s financial condition.

 

The Company has adopted the reporting of “all-in sustaining cash cost per silver equivalent payable ounce”. This measure has no standardized meaning throughout the industry. However, it is intended to provide additional information. Avino presents all-in sustaining cash cost, because it believes that it more fully defines the total current cost associated with producing a silver equivalent payable ounce. Further, the Company believes that this measure allows investors of the Company to better understand its cost of producing silver equivalent payable ounces, and better assess the Company’s ability to generate cash flow from operations. Although the measure seeks to reflect the full cost per silver equivalent ounce of production from current operations, it does not include capital expenditures attributable to mine expansions, exploration, and evaluation costs attributable to growth projects, income tax payments, penalties, treatment and refining charges, and financing costs. In addition, the calculation of all-in sustaining cash costs does not include depreciation and depletion expense as it does not reflect the impact of expenditures incurred in prior periods.

 

The Company’s calculation of all-in sustaining cash costs includes sustaining capital expenditures of $331 for the three months ended March 31, 2020 (March 31, 2019 - $509), all of which is attributable to the Avino Mine. The Company has planned for sustaining capital expenditures for the remainder of 2020 in accordance with mine operating plans and expected equipment utilization levels. Although this measure is not representative of all of the Company’s cash expenditures, management believes that it is a useful measure in allowing it to analyze the efficiency of its mining operations.

 

The Company also presents cash flow per share, as it believes it assists investors and other stakeholders in evaluating the Company's overall performance and its ability to generate cash flow from current operations. To facilitate a better understanding of these measures as calculated by the Company, detailed reconciliations between the non-IFRS measures and the Company’s consolidated financial statements are provided below. The measures presented are intended to provide additional information, and should not be considered in isolation nor should they be considered substitutes for IFRS measures. Calculated figures may not add up due to rounding.

 

Cash Cost and All-in Sustaining Cash Cost per Silver Equivalent Payable Ounce

 

The following tables provide a reconciliation of cost of sales from the consolidated financial statements to cash cost and all-in sustaining cash cost per silver equivalent payable ounce sold. In each table, “silver equivalent payable ounces sold” consists of the sum of payable silver ounces, gold ounces and copper tonnes sold, before penalties, treatment charges, and refining charges, multiplied by the ratio of the average spot gold and copper prices for the corresponding period. During 2019, the Company updated the calculation of all-in sustaining cash costs to include penalties, treatment charges and refining charges and the Q1 2019 figures below have also been re-presented to include these costs. The change is due to the Company no longer selling product from the San Gonzalo Mine, which historically had little to no penalties associated with the saleable concentrate, and the Company is planning to be selling concentrate produced primarily from the Avino Mine for the foreseeable future.

 

 
7 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

    

The following table reconciles cash cost per payable AgEq oz production cost to all-in sustaining cash cost per payable AgEq oz for the three months ended March 31, 2020 and 2019:

 

Expressed in 000’s of US$, unless otherwise noted

 

Avino

 

 

San Gonzalo

 

 

AHAG Stockpiles

 

 

Consolidated

 

 

 

Q1 2020

 

 

Q1 2019

 

 

Q1 2020

 

 

Q1 2019

 

 

Q1 2020

 

 

Q1 2019

 

 

Q1 2020

 

 

Q1 2019

 

Cost of sales

 

$ 5,663

 

 

$ 4,217

 

 

$ -

 

 

$ 1,707

 

 

$ 610

 

 

$ 731

 

 

$ 6,273

 

 

$ 6,655

 

Depletion and depreciation

 

 

(605 )

 

 

(411 )

 

 

-

 

 

 

(152 )

 

 

(14 )

 

 

(114 )

 

 

(619 )

 

 

(677 )

Cash production cost

 

 

5,058

 

 

 

3,806

 

 

 

-

 

 

 

1,555

 

 

 

596

 

 

 

617

 

 

 

5,654

 

 

 

5,978

 

Payable silver equivalent ounces sold

 

 

515,366

 

 

 

344,174

 

 

 

-

 

 

 

121,415

 

 

 

59,701

 

 

 

57,037

 

 

 

575,067

 

 

 

522,626

 

Cash cost per silver equivalent ounce

 

$ 9.82

 

 

$ 11.06

 

 

$ -

 

 

$ 12.81

 

 

$ 9.89

 

 

$ 10.83

 

 

$ 9.83

 

 

$ 11.44

 

General and administrative expenses

 

 

839

 

 

 

631

 

 

 

-

 

 

 

222

 

 

 

137

 

 

 

105

 

 

 

976

 

 

 

958

 

Sustaining capital expenditures

 

 

331

 

 

 

509

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

331

 

 

 

509

 

Treatment and refining charges

 

 

596

 

 

 

404

 

 

 

 

 

 

 

121

 

 

 

67

 

 

 

111

 

 

 

663

 

 

 

636

 

Penalties

 

 

1,012

 

 

 

490

 

 

 

 

 

 

 

-

 

 

 

121

 

 

 

134

 

 

 

1,133

 

 

 

624

 

Share-based payments and G&A depreciation

 

 

(170 )

 

 

(149 )

 

 

-

 

 

 

(52 )

 

 

(28 )

 

 

(25 )

 

 

(198 )

 

 

(226 )

Cash operating cost

 

 

7,666

 

 

 

5,691

 

 

 

-

 

 

 

1,846

 

 

 

893

 

 

 

942

 

 

 

8,559

 

 

 

8,479

 

AISC per payable silver equivalent ounce

 

$ 14.87

 

 

$ 16.53

 

 

$ -

 

 

$ 15.21

 

 

$ 14.95

 

 

$ 16.52

 

 

$ 14.88

 

 

$ 16.22

 

 

The Company continues to review its expenditures, and has been successful in the pursuit to achieve lower overhead costs, and continues to process the AHAG Stockpiles at profitable levels.

 

At the Avino Mine, costs for Q1 2020 have decreased on a per ounce basis largely due to grade variation in the current mining areas, specifically in silver and copper which were up 39% and 18%, respectively, when compared to Q1 2019. Further, recoveries for all three metals were higher in Q1 2020 when compared to Q1 2019, which led to higher ounces recovered and sold during Q1 2020.

 

Cash Flow per Share

 

Cash flow per share is determined based on operating cash flows before movements in working capital, as illustrated in the consolidated statements of cash flows, divided by the basic and diluted weighted average shares outstanding during the period.

 

 

 

Three Months Ended March 31,

 

 

 

2020

 

 

2019

 

Operating cash flows before movements in working capital

 

$ 297

 

 

$ (24 )

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

Basic

 

 

77,267,533

 

 

 

64,020,965

 

Diluted

 

 

77,267,533

 

 

 

64,020,965

 

Cash Flow per Share – basic & diluted

 

$ 0.00

 

 

$ (0.00 )

  

 
8 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

  

Working Capital

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Current assets

 

$ 18,540

 

 

$ 22,771

 

Current liabilities

 

 

(7,789 )

 

 

(9,562 )

Working capital

 

$ 10,751

 

 

$ 13,209

 

 

Results of Operations

 

Summary of Quarterly Results

 

(000’s)

 

2020

 

 

2019

 

 

2019

 

 

2019

 

 

2019

 

 

2018

 

 

2018

 

 

2018

 

Quarter ended

 

Mar 31
Q1

 

 

Dec 31
Q4

 

 

Sep 30
Q3

 

 

Jun 30
Q2

 

 

Mar 31
Q1

 

 

Dec 31
Q4

 

 

Sep 30
Q3

 

 

Jun 30
Q2

 

Revenue

 

$ 7,116

 

 

$ 10,426

 

 

$ 6,796

 

 

$ 7,813

 

 

$ 6,711

 

 

$ 8,268

 

 

$ 8,516

 

 

$ 9,176

 

Earnings (Loss) from operations for the quarter

 

 

(232 )

 

 

(29,043 )

 

 

(1,642 )

 

 

(166 )

 

 

(610 )

 

 

981

 

 

 

(1,012 )

 

 

839

 

Earnings (Loss) per share from operations - basic

 

$ (0.00 )

 

$ (0.38 )

 

$ (0.02 )

 

$ (0.00 )

 

$ (0.01 )

 

$ 0.02

 

 

$ (0.02 )

 

$ 0.02

 

Earnings (Loss) per share - diluted

 

$ (0.00 )

 

$ (0.38 )

 

$ (0.02 )

 

$ (0.00 )

 

$ (0.01 )

 

$ 0.02

 

 

$ (0.02 )

 

$ 0.02

 

Total

Assets

 

$ 67,420

 

 

$ 72,571

 

 

$ 113,145

 

 

$ 110,660

 

 

$ 108,830

 

 

$ 108,588

 

 

$ 113,210

 

 

$ 109,498

 

 

 

·

Revenue decreased in Q1 2020 compared to Q4 2019 previous quarters due to lower ounces sold; however, revenues remained consistent with the other quarters for 2019. This was offset by lower costs on a per ounce basis in Q1 2020 compared to 2019.

 

 

 

 

·

Losses in the current quarter decreased compared to Q4 2019 due to the sale of Bralorne during Q4 2019.

 

 

 

 

·

Total assets remained fairly consistent at March 31, 2020 compared to the end of Q4 2019. Overall, total assets have decreased compared to the previous year’s quarters, as the Company sold Bralorne after the end of Q3 2019.

  

Quarterly results will fluctuate with changes in revenues, cost of sales, general and administrative expenses, including non-cash items such as share-based payments, and other items including foreign exchange and deferred income taxes.

 

 
9 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Three months ended March 31, 2020, compared to the three months ended March 31, 2019:

 

(000’s)

 

2020

 

 

2019

 

Note

 

Revenue from mining operations

 

$ 7,116

 

 

$ 6,711

 

 

 

 

Cost of sales

 

 

6,273

 

 

 

6,655

 

 

1

 

Mine operating income

 

 

843

 

 

 

56

 

 

1

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

 

808

 

 

 

728

 

 

2

 

Share-based payments

 

 

168

 

 

 

218

 

 

3

 

Loss before other items

 

 

(133 )

 

 

(890 )

 

 

 

Other items

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

173

 

 

 

139

 

 

 

 

Gain (loss) on long-term investments

 

 

(293 )

 

 

2

 

 

 

 

Fair value adjustment on warrant liability

 

 

919

 

 

 

188

 

 

4

 

Unrealized foreign exchange gain (loss)

 

 

(770 )

 

 

78

 

 

5

 

Finance cost

 

 

(87 )

 

 

(32 )

 

 

 

Accretion of reclamation provision

 

 

(27 )

 

 

(26 )

 

 

 

Interest expense

 

 

(10 )

 

 

(22 )

 

 

 

Net loss before income taxes

 

 

(228 )

 

 

(563 )

 

 

 

Income taxes

 

 

 

 

 

 

 

 

 

 

 

Current income tax expense

 

 

(51 )

 

 

(144 )

 

6

 

Deferred income tax recovery

 

 

47

 

 

 

168

 

 

6

 

Income tax recovery (expense)

 

 

(4 )

 

 

24

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss from continuing operations

 

 

(232 )

 

 

(539 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations and on disposal

 

 

-

 

 

 

(71 )

 

 

 

Net loss

 

$ (232 )

 

$ (610 )

 

7

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share from continuing operations

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$ (0.00 )

 

$ (0.01 )

 

 

 

Diluted

 

$ (0.00 )

 

$ (0.01 )

 

 

 

Loss per share

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$ (0.00 )

 

$ (0.01 )

 

7

 

Diluted

 

$ (0.00 )

 

$ (0.01 )

 

7

 

 

 
10 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

    

1.

Cost of sales for the three months ended March 31, 2020, were $6,273 compared to $6,655 for the three months ended March 31, 2019. The decrease reflects an increase in tonnes mined and processed, resulting in an increase in mining and milling costs. Mine operating income increased for the three months ended March 31, 2020, compared to March 31, 2019 mainly due to an increase in average realized silver and gold prices, as well as an increase in overall grades at the Avino Mine.

 

 

2.

General and administrative expenses for the three months ended March 31, 2020, totalled $808 compared to $728 for the three months ended March 31, 2019. The increase reflects the Company re-introducing certain marketing initiatives which resulted in additional costs.

 

 

3.

Share-based payments for the three months ended March 31, 2020, totalled $168 compared to $218 for the three months ended March 31, 2019. Share-based payments are comprised of the issuance of stock options, as well as restricted share units (“RSUs”) to directors, officers, employees, and consultants of the Company during the periods. RSUs vest over the following three years upon issuance. The increase relates to the vesting of additional RSUs and options that were issued during 2019.

 

 

4.

The fair value adjustment on the Company’s warrant liability relates to the issuance of US dollar denominated warrants, which are re-valued each reporting period, and the value fluctuates with changes in the US-Canadian dollar exchange rate, and in the variables used in the valuation model, such as the Company’s US share price, and expected share price volatility.

 

 

5.

Foreign exchange gains or losses result from transactions in currencies other than the Canadian dollar functional currency. During the three months ended March 31, 2020, the US dollar strengthened in relation to the Canadian dollar and Mexican peso, resulting in a foreign exchange loss. During the three months ended March 31, 2019, the US dollar depreciated slightly in relation to the Canadian dollar and the Mexican peso, resulting in a minimal foreign exchange gain.

 

 

6.

Current income tax expense was $51 for the three months ended March 31, 2020, compared to an expense of $144 in the three months ended March 31, 2019. Deferred income tax recovery was $47 for the three months ended March 31, 2020, compared to a recovery of $168 in the comparative quarter. Deferred income tax fluctuates due to movements in taxable and deductible temporary differences related to the special mining duty in Mexico and to changes in inventory, plant, equipment and mining properties, and exploration and evaluation assets, amongst other factors. The changes in current income taxes and deferred income taxes for the three months ended March 31, 2020, primarily relate to movements in the tax bases and continuing mining profits in Mexico.

 

 

7.

As a result of the foregoing, net loss for the three months ended March 31, 2020, was $232 compared to net loss of $610 for the three months ended March 31, 2019. The decrease in loss resulted in a basic and diluted loss per share of $Nil for the quarter ended March 31, 2020, compared to basic and diluted loss per share of $0.01 in the comparative quarter.

  

 
11 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Liquidity and Capital Resources

 

The Company’s ability to generate sufficient amounts of cash, in both the short term and the long term, to maintain existing capacity and to fund ongoing exploration, is dependent upon the discovery of economically recoverable reserves or resources and the ability of the Company to obtain the financing necessary to generate and sustain profitable operations.

 

Management expects that the Company’s ongoing liquidity requirements will be funded from cash generated from current operations and from further financing, as required, in order to fund ongoing exploration activities, and meet its objectives, including ongoing advancement at the Avino Mine. The Company continues to evaluate financing opportunities to advance its projects. The Company’s ability to secure adequate financing is, in part, dependent on overall market conditions, the prices of silver, gold, and copper, and other factors outside the Company’s control. There is no guarantee the Company will be able to secure any or all necessary financing in the future. The Company’s recent financing activities are summarized in the table below.

 

Intended Use of Proceeds

Actual Use of Proceeds

In July 2019, the Company closed a bought-deal financing for gross proceeds of $3.5M, with the issuance of common shares.

 

As of the date of this MD&A, the Company has been using the funds as intended. The Company had used the gross proceeds raised from the offering for advancing the development of other areas of the Avino mine, and its operations and production, and to a lesser extent, for general working capital.

  

In supporting mining operations in Mexico, the Company incurred expenditures of $0.1 million for exploration and evaluation activities, acquired property and equipment of $0.4 million (before depreciation of $0.7 million), and made lease and loan repayments of $0.3 million during the three months ended March 31, 2020.

 

During 2019, the Company received gross proceeds of $2.9 million in connection with a brokered at-the-market offering issued under prospectus supplements.

 

As of the date of this MD&A, the Company had used, and was continuing to use, the funds as intended. There has been no impact on the ability of the Company to achieve its business objectives and milestones.

  

The Company intends to continue to explore its properties, as described above, subject to market conditions and the ability to continue to obtain suitable financing.

  

In May 2015, the Company entered into a master credit facility with Sandvik Customer Finance LLC for $5.0 million. The facility is being used to acquire equipment necessary for continuing exploration activities at the Avino and Bralorne Mines.

 

As of the date of this MD&A, the Company had used, and was continuing to use, the facility as intended, and there was $4.8 million in available credit remaining under the facility. There has been no impact on the ability of the Company to achieve its business objectives and milestones.

 

Discussion and analysis relating to the Company’s liquidity as at March 31, 2020, December 31, 2019 and March 31, 2019, is as follows:

  

 
12 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

  

Statement of Financial Position

 

(000’s)

 

March 31,

2020

 

 

December 31,

2019

 

Cash

 

$ 6,698

 

 

$ 9,625

 

Working capital

 

 

10,751

 

 

 

13,209

 

Accumulated Deficit

 

 

(47,242 )

 

 

(47,204 )

 

Cash Flow

 

(000’s)

 

March 31,

2020

 

 

March 31,

2019

 

Cash generated by (used in) operating activities

 

$ (573 )

 

$ 1,065

 

Cash generated by (used in) financing activities

 

 

(1,281 )

 

 

653

 

Cash used in investing activities

 

 

(385 )

 

 

(2,453 )

Change in cash

 

 

(2,239 )

 

 

(735 )

Effect of exchange rate changes on cash

 

 

(688 )

 

 

9

 

Cash, beginning of period

 

 

9,625

 

 

 

3,252

 

Cash, end of period

 

$ 6,698

 

 

$ 2,526

 

 

Operating Activities

 

Cash used in operating activities, after changes in non-cash working capital for the three months ended March 31, 2020, was $0.6 million compared to cash generated of $1.1 million for the three months ended March 31, 2019. Cash generated by or used in operating activities can fluctuate with changes in net income, non-cash items, such as foreign exchange and deferred income tax expenses, and working capital.

 

Financing Activities

 

Cash used in financing activities was $1.3 million for the three months ended March 31, 2020, compared to cash generated by financing activities of $0.7 million for the three months ended March 31, 2019. Cash used in financing activities for the three months ended March 31, 2020, relates to share issuances costs, the repayments of Company’s existing term facility, as well as equipment loans and finance leases for mining equipment. During the three months ended March 31, 2020, the Company made term facility repayments of $0.8 million (March 31, 2019 - $Nil), and made finance lease and equipment loan payments totalling $0.4 million (March 31, 2019 - $0.3 million).

 

Investing Activities

 

Cash used in investing activities for the three months ended March 31, 2020, was $0.4 million compared to $2.5 million for the three months ended March 31, 2019. Cash used in investing activities during the three months ended March 31, 2020, includes cash capital expenditures of $0.4 million (March 31, 2019 - $0.9 million) on the acquisition of property and equipment. Equipment purchases included new mining, milling/processing, and transportation equipment for the Company’s Avino Mine. During the three months ended March 31, 2020, the Company also incurred cash capital expenditures of $0.1 million (March 31, 2019 - $1.6 million) on exploration and evaluation activities including drilling expenditures. The Company also exercised 6.29 million warrants of Talisker Resources (“Talisker”) at a strike price of C$0.25 for a total cost of $1.2 million (C$1.6 million), using proceeds from the sale of 3 million shares of Talisker, at an average sale price of C$0.57 per share for proceeds of $1.3 million (C$1.7 million). The Company now owns 15.87 million shares of Talisker as of the date of this MD&A.

 

 
13 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Off-Balance Sheet Arrangements

 

The Company has no off-balance sheet arrangements.

 

Transactions with Related Parties

 

All related party transactions are recorded at the exchange amount which is the amount agreed to by the Company and the related party.

 

(a)

Key management personnel

 

 

 

The Company has identified its directors and certain senior officers as its key management personnel. The compensation costs for key management personnel for the three months ended March 31, 2020 and 2019 were as follows:

   

 

 

Three months ended March 31,

 

 

 

2020

 

 

2019

 

Salaries, benefits, and consulting fees

 

$ 170

 

 

$ 166

 

Share-based payments

 

 

187

 

 

 

171

 

 

 

$ 357

 

 

$ 337

 

 

(b)

Amounts due to/from related parties

 

 

In the normal course of operations the Company transacts with companies related to Avino’s directors or officers. All amounts payable and receivable are non-interest bearing, unsecured and due on demand. The following table summarizes the amounts were due to related parties:

  

 

 

March 31,

2020

 

 

December 31,

2019

 

Oniva International Services Corp.

 

$ 156

 

 

$ 105

 

Directors

 

 

37

 

 

 

51

 

 

 

$ 193

 

 

$ 156

 

 

(c)

Other related party transactions

 

 

The Company has a cost sharing agreement with Oniva International Services Corp. (“Oniva”) for office and administration services. Pursuant to the cost sharing agreement, the Company will reimburse Oniva for the Company’s percentage of overhead and corporate expenses and for out-of-pocket expenses incurred on behalf of the Company. David Wolfin, President & CEO, and a director of the Company, is the sole owner of Oniva. The cost sharing agreement may be terminated with one-month notice by either party without penalty.

 

 

The transactions with Oniva during the three months ended March 31, 2020 and 2019 are summarized below:

   

 

 

March 31,

2020

 

 

March 31,

2019

 

Salaries and benefits

 

$ 181

 

 

$ 249

 

Office and miscellaneous

 

 

96

 

 

 

90

 

Exploration and evaluation assets

 

 

-

 

 

 

56

 

 

 

$ 277

 

 

$ 395

 

 

 
14 | Page

 

  

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

For services provided to the Company as President and Chief Executive Officer, the Company pays Intermark Capital Corporation (“ICC”), a company controlled by David Wolfin, the Company’s president and CEO and also a director, for consulting services. For the three months ended March 31, 2020, the Company paid $56 (March 31, 2019 - $56) to ICC.

 

The Company pays Jasman Yee & Associates, Inc. (“JYAI”) for operational, managerial, metallurgical, engineering and consulting services related to the Company’s activities. JYAI’s managing director is a director of the Company. For the three months ended March 31, 2020 and 2019, the Company paid $8 and $6, respectively, to JYAI.

 

Financial Instruments and Risks

 

The fair values of the Company’s amounts due to related parties and accounts payable approximate their carrying values because of the short-term nature of these instruments. Cash, amounts receivable, long-term investments, and warrant liability are recorded at fair value. The carrying amounts of the Company’s term facility, equipment loans, and finance lease obligations are a reasonable approximation of their fair values based on current market rates for similar financial instruments.

 

The Company’s financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

 

(a)

Credit Risk

 

 

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company has exposure to credit risk through its cash, long-term investments and amounts receivable. The Company manages credit risk, in respect of cash and short-term investments, by maintaining the majority of cash and short-term investments at highly rated financial institutions.

 

 

The Company is exposed to a significant concentration of credit risk with respect to its trade accounts receivable balance because all of its concentrate sales are with four (December 31, 2019 – six) counterparties (see Note 20). However, the Company has not recorded any allowance against its trade receivables because to-date all balances owed have been settled in full when due (typically within 60 days of submission) and because of the nature of the counterparties.

 

 

The Company’s maximum exposure to credit risk at the end of any period is equal to the carrying amount of these financial assets as recorded in the consolidated statement of financial position. At March 31, 2020, no amounts were held as collateral.

 

 

(b)

Liquidity Risk

 

 

Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows required by its operating, investing and financing activities. The Company had cash at March 31, 2020, in the amount of $6,698 and working capital of $10,751 in order to meet short-term business requirements. Accounts payable have contractual maturities of approximately 30 to 90 days, or are due on demand and are subject to normal trade terms. The current portions of term facility, equipment loans, and finance lease obligations are due within 12 months of the condensed consolidated interim statement of financial position date. Amounts due to related parties are without stated terms of interest or repayment.

 

 

 

The maturity profiles of the Company’s contractual obligations and commitments as at March 31, 2020, are summarized as follows:

 

 

    

 
15 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

       

 

 

Total

 

 

Less Than

1 Year

 

 

1-5 years

 

 

More Than 5

Years

 

Accounts payable and accrued liabilities

 

$ 3,460

 

 

$ 3,460

 

 

$ -

 

 

$ -

 

Amounts due to related parties

 

 

193

 

 

 

193

 

 

 

-

 

 

 

-

 

Minimum rental and lease payments

 

 

300

 

 

 

280

 

 

 

16

 

 

 

4

 

Term facility

 

 

5,236

 

 

 

3,540

 

 

 

1,696

 

 

 

-

 

Equipment loans

 

 

243

 

 

 

225

 

 

 

18

 

 

 

-

 

Finance lease obligations

 

 

924

 

 

 

538

 

 

 

380

 

 

 

6

 

Total

 

$ 10,356

 

 

$ 8,236

 

 

$ 2,110

 

 

$ 10

 

 

(c)

Market Risk

 

 

Market risk consists of interest rate risk, foreign currency risk and price risk. These are discussed further below.

 

 

Interest Rate Risk

 

 

Interest rate risk consists of two components:

 

 

(i) To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.

 

 

(ii) To the extent that changes in prevailing market rates differ from the interest rates on the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.

 

 

In management’s opinion, the Company is not exposed to significant interest rate cash flow risk as the Company’s term facility, equipment loans, and finance lease obligations bear interest at fixed rates.

 

 

Foreign Currency Risk

 

 

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that the following monetary assets and liabilities are denominated in Mexican pesos and Canadian dollars:

  

 

 

March 31, 2020

 

 

December 31, 2019

 

 

 

MXN

 

 

CDN

 

 

MXN

 

 

CDN

 

Cash

 

$ 5,075

 

 

$ 4,738

 

 

$ 2,780

 

 

$ 5,902

 

Long-term investments

 

 

-

 

 

 

5,080

 

 

 

-

 

 

 

5,599

 

Reclamation bonds

 

 

-

 

 

 

6

 

 

 

-

 

 

 

6

 

Amounts receivable

 

 

-

 

 

 

30

 

 

 

-

 

 

 

54

 

Accounts payable and accrued liabilities

 

 

(42,925 )

 

 

(170 )

 

 

(51,307 )

 

 

(442 )

Due to related parties

 

 

-

 

 

 

(189 )

 

 

-

 

 

 

(202 )

Finance lease obligations

 

 

(803 )

 

 

(520 )

 

 

(1,037 )

 

 

(522 )

Net exposure

 

 

(38,652 )

 

 

8,975

 

 

 

(49,564 )

 

 

10,395

 

US dollar equivalent

 

$ (1,643 )

 

$ 6,326

 

 

$ (2,627 )

 

$ 8,004

 

 

 
16 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

  

 

Based on the net US dollar denominated asset and liability exposures as at March 31, 2020, a 10% fluctuation in the US/Mexican and Canadian/US exchange rates would impact the Company’s earnings for the three months ended March 31, 2020, by approximately $411 (year ended December 31, 2019 - $465). The Company has not entered into any foreign currency contracts to mitigate this risk.

 

Price Risk

 

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk.

 

The Company is exposed to price risk with respect to its amounts receivable, as certain trade accounts receivable are recorded based on provisional terms that are subsequently adjusted according to quoted metal prices at the date of final settlement. Quoted metal prices are affected by numerous factors beyond the Company’s control and are subject to volatility, and the Company does not employ hedging strategies to limit its exposure to price risk. At March 31, 2020, based on outstanding accounts receivable that were subject to pricing adjustments, a 10% change in metals prices would have an impact on net earnings (loss) of approximately $45 (December 31, 2019 - $70).

 

The Company is exposed to price risk with respect to its long-term investments, as these investments are carried at fair value based on quoted market prices. Changes in market prices result in gains or losses being recognized in net income (loss). At March 31, 2020, a 10% change in market prices would have an impact on net earnings (loss) of approximately $358 (December 31, 2019 - $467).

 

The Company’s profitability and ability to raise capital to fund exploration, evaluation and production activities is subject to risks associated with fluctuations in mineral prices. Management closely monitors commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

 

(d)

Classification of Financial Instruments

 

 

 

IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

 

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The following table sets forth the Company’s financial assets and financial liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as at March 31, 2020:

   

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets

 

 

 

 

 

 

 

 

 

Cash

 

$ 6,698

 

 

$ -

 

 

$ -

 

Amounts receivable

 

 

-

 

 

 

595

 

 

 

-

 

Long-term investments

 

 

3,581

 

 

 

-

 

 

 

-

 

Total financial assets

 

$ 10,279

 

 

$ 595

 

 

$ -

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

 

-

 

 

 

-

 

 

 

(574 )

Total financial liabilities

 

$ -

 

 

$ -

 

 

$ (574 )

 

 
17 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Commitments

 

The Company has a cost sharing agreement to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on Oniva’s total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in the Transactions with Related Parties section.

 

The Company and its subsidiaries have various operating lease agreements for their office premises, use of land, and equipment. Commitments in respect of these lease agreements are as follows:

 

 

 

March 31,

2020

 

 

December 31,

2019

 

Not later than one year

 

$ 280

 

 

$ 1,269

 

Later than one year and not later than five years

 

 

16

 

 

 

20

 

Later than five years

 

 

4

 

 

 

5

 

 

 

$ 300

 

 

$ 1,294

 

 

Included in the above amount as at March 31, 2020, is the Company’s commitment to incur flow-through eligible expenditures of $274 (C$389) that must be incurred in Canada.

 

Outstanding Share Data

 

The Company’s authorized share capital consists of an unlimited number of common shares without par value.

 

As at May 6, 2020, the following common shares, warrants, and stock options were outstanding:

 

 

 

Number of shares

 

 

Exercise price

 

 

Remaining life (years)

 

Share capital

 

 

77,267,533

 

 

 

-

 

 

 

-

 

Warrants (US$)

 

 

7,175,846

 

 

$ 0.80

 

 

 

3.39

 

Warrants (C$)

 

 

464,122

 

 

C$0.85

 

 

 

0.23

 

RSUs

 

 

2,277,107

 

 

 

-

 

 

0.38 – 2.29

 

Stock options

 

 

2,165,000

 

 

C$0.79 - C$2.95

 

 

1.33 – 4.30

 

Fully diluted

 

 

89,349,608

 

 

 

 

 

 

 

 

 

 

The following are details of outstanding stock options as at March 31, 2020 and May 6, 2020:

 

Expiry Date

 

Exercise Price Per Share

 

Number of Shares Remaining Subject to Options

(March 31, 2020)

 

 

Number of Shares Remaining Subject to Options
(May 6, 2020)

 

September 2, 2021

 

C$2.95

 

 

445,000

 

 

 

445,000

 

September 20, 2022

 

C$1.98

 

 

1,080,000

 

 

 

1,030,000

 

August 28, 2023

 

C$1.30

 

 

370,000

 

 

 

345,000

 

August 21, 2024

 

C$0.79

 

 

351,000

 

 

 

345,000

 

Total:

 

 

 

 

2,246,000

 

 

 

2,165,000

 

  

 
18 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

    

The following are details of outstanding warrants as at March 31, 2020 and May 6, 2020:

 

Expiry Date

 

Exercise

Price Per Share

 

 

Number of

Underlying Shares

(March 31, 2020)

 

 

Number of Underlying Shares
(May 6, 2020)

 

July 30, 2020

 

C$0.85

 

 

 

464,122

 

 

 

464,122

 

September 25, 2023

 

$0.80

 

 

 

7,175,846

 

 

 

7,175,846

 

Total:

 

 

 

 

 

 

7,639,968

 

 

 

7,639,968

 

 

The following are details of outstanding RSUs as at March 31, 2020 and May 6, 2020:

 

Expiry Date

 

Number of Shares Remaining Subject to RSUs

(March 31, 2020)

 

 

Number of Shares Remaining Subject to RSUs

(May 6, 2020)

 

September 20, 2020

 

 

19,473

 

 

 

18,848

 

August 28, 2021

 

 

600,074

 

 

 

586,074

 

August 21, 2022

 

 

1,679,185

 

 

 

1,672,185

 

Total:

 

 

2,298,732

 

 

 

2,277,107

 

 

Disclosure Controls and Procedures

 

Management has designed and evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures on financial reporting (as defined in NI 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings) and has concluded that, based on its evaluation, they are effective as of March 31, 2020, to provide reasonable assurance that material information relating to the Company and its consolidated subsidiaries is made known to management and disclosed in accordance with applicable securities regulations.

 

Internal Controls over Financial Reporting (“ICFR”)

 

The management of the Company is responsible for establishing and maintaining adequate internal controls over financial reporting. Internal controls over financial reporting is a process to provide reasonable assurance regarding the reliability of the Company’s financial reporting for external purposes in accordance with IFRS. Internal controls over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect the Company’s transactions and dispositions of the assets of the Company; providing reasonable assurance that transactions are recorded as necessary for preparation of the Company’s consolidated financial statements in accordance with IFRS; providing reasonable assurance that receipts and expenditures are made in accordance with authorizations of management and the directors of the Company; and providing reasonable assurance that unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the Company’s consolidated financial statements would be prevented or detected on a timely basis. Our management and the Board of Directors do not expect that our disclosure controls and procedures or internal controls over financial reporting will prevent all errors or all instances of fraud. A control system, no matter how well designed and operated, can provide only reasonable (not absolute) assurance that the control system’s objectives will be met. Further, the design, maintenance and testing of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.

 

Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control gaps and instances of fraud have been detected. These inherent limitations include the reality that judgment in decision-making can be faulty, and that breakdowns can occur because of simple errors or mistakes. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design, maintenance and testing of any system of controls is based in part upon certain assumptions about the likelihood of future events, and any control system may not succeed in achieving its stated goals under all potential future conditions.

 

 
19 | Page

 

   

  

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2020

   

Management conducted an evaluation of the effectiveness of the Company’s internal controls over financial reporting based on the framework and criteria established in Internal Control – Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013) (‘COSO’). This evaluation included review of the documentation of controls, evaluation of the design effectiveness of controls, testing of the operating effectiveness of controls and a conclusion on this evaluation.

 

Based on this evaluation, management concluded that as of March 31, 2020, the Company’s internal controls over financial reporting, as defined in NI 52-109 - Certification of Disclosure in Issuer’s Annual and Interim Filings, are effective to achieve the purpose for which they have been designed.

 

Cautionary Statement

 

This MD&A is based on a review of the Company’s operations, financial position and plans for the future based on facts and circumstances as of May 6, 2020. Except for historical information or statements of fact relating to the Company, this document contains “forward-looking statements” within the meaning of applicable Canadian securities regulations. Forward-looking statements in this document include, but are not limited to, those regarding the economic outlook for the mining industry, expectations regarding metals prices, expectations regarding production output, production costs, cash costs and other operating results, expectations regarding growth prospects and the outlook for the Company’s operations, and statements regarding the Company’s liquidity, capital resources, and capital expenditures. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from our expectations are disclosed in the Company’s documents filed from time to time via SEDAR with the Canadian regulatory agencies to whose policies we are bound. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and we do not undertake any obligation to update forward-looking statements should conditions or our estimates or opinions change, except as required by applicable securities regulations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

 

 

20 | Page

 

EXHIBIT 99.3

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, David Wolfin, Chief Executive Officer, of Avino Silver & Gold Mines Ltd., certify the following:

 

1.

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avino Silver & Gold Mines Ltd. (the “issuer”) for the interim period ended March 31, 2020.

 

 

2.

No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

 

 

3.

Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

 

 

4.

Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

 

 

5.

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

  

 

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

 

(i)

material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

 

 

 

 

(ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

  

 

(b)

designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1

Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

 

5.2

ICFR – material weakness relating to design N/A

 

 

5.3

Limitation on scope of design - N/A

 

6.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2020 and ended on March 31, 2020 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

  

Date: May 6, 2020

 

“David Wolfin”

______________________________

David Wolfin

Chief Executive Officer

 

EXHIBIT 99.4

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, Nathan Harte, Chief Financial Officer, of Avino Silver & Gold Mines Ltd., certify the following:

 

1.

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Avino Silver & Gold Mines Ltd. (the “issuer”) for the interim period ended March 31, 2020.

 

 

2.

No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

 

 

3.

Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

 

 

4.

Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

 

 

5.

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

 

 

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

 

(i)

material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

 

 

 

 

(ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

 

(b)

designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1

Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

 

 

5.2

ICFR – material weakness relating to design N/A

 

 

5.3

Limitation on scope of design - N/A

 

 

6.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2020 and ended on March 31, 2020 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

  

Date: May 6, 2020

 

“Nathan Harte”

__________________________

Nathan Harte

Chief Financial Officer