UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 40-F
[Check one]
| ☒ | REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934
OR |
| ☐ | ANNUAL REPORT PURSUANT TO SECTION 13(A) OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|
For the fiscal year ended |
Commission File Number: |
Santacruz Silver Mining Ltd.
(Exact name of Registrant as specified in its charter)
British Columbia, Canada
(Province or other jurisdiction of incorporation or organization)
1040
(Primary Standard Industrial Classification Code Number (if applicable))
Not Applicable
(I.R.S. Employer Identification Number (if applicable))
480 – 1140 West Pender Street
Vancouver, British Columbia
Canada V6E 4G1
(604) 687-1224
(Address and telephone number of Registrant’s principal executive offices)
Puglisi & Associates
850 Library Avenue, Suite 204
Newark, Delaware 19711
(302) 738-6680
(Name, address (including zip code) and telephone number (including area code)
of agent for service in the United States)
Copies of all communications, including communications sent to agent for service, should be sent to:
Rick A. Werner, Esq.
Alla Digilova, Esq.
Haynes and Boone, LLP
30 Rockefeller Plaza, 26th Floor
New York, New York 10112
Tel. (212) 659-7300
Fax (212) 884-8234
Securities registered or to be registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common shares, no par value | SCZM | The Nasdaq Stock Market LLC |
Securities registered or to be registered pursuant to Section 12(g) of the Act: None.
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None.
For annual reports, indicate by check mark the information filed with this Form:
| ☐ | Annual information form | ☐ | Audited annual financial statements |
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: Not applicable.
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
| Yes | ☐ | No | ☒ |
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
| Yes | ☐ | No | ☒ |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
| Emerging growth company | ☒ |
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐
† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☒
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☒
EXPLANATORY NOTE
Santacruz Silver Mining Ltd. (the “Company”) is a Canadian public company whose common shares are listed on the TSX Venture Exchange, the Over the Counter QX and the Frankfurt Stock Exchange. The Company is eligible to file its registration statement pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on Form 40-F pursuant to the multi-jurisdictional disclosure system of the Exchange Act (the “Registration Statement”). The Company is a “foreign private issuer” as defined by Rule 3b-4 under the Exchange Act. Equity securities of the Company are accordingly exempt from Sections 14(a), 14(b), 14(c), 14(f) and 16 of the Exchange Act pursuant to Rule 3a12-3.
References to the “Registrant” or “Company” in this Registration Statement mean Santacruz Silver Mining Ltd. and its subsidiaries, unless the context suggests otherwise.
Restatement Background
During the year ended December 31, 2024, the Company identified several errors in the previously filed 2023 and 2022 financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at and for the year ended December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. The nature and impact of the corrections are described below:
Joint operation adjustments: The Illapa entity is 100% owned by the Company however its operations are part of a joint association agreement in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”). The errors identified affect multiple lines in the consolidated financial statements due to incorrectly accounting for the proportion of the Company’s interest in certain assets, liabilities, income and expenses of the Joint Operation. The Company previously recorded 100% of the Illapa entity’s foreign exchange gain/loss, additions to mineral properties, plant and equipment and certain intercompany expenses which form part of the Joint Operation and should have been recognized at 45%, the Company’s proportional interest.
CAPEX Receivable & PPA adjustments: The Illapa Joint Operation’s association agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement and COMIBOL will compensate the Company for the asset transfer at different points in time throughout the agreement by either making payments to the Company or reducing the amount payable to COMIBOL for its 55% interest in the joint operation. The payment from COMIBOL is compensation for the transfer of the Company’s 45% interest in mineral properties, plant & equipment to COMIBOL at the end of the contract, so this amount should not have been recognized as a receivable but rather as part of the residual value of the assets. The adjustments to the CAPEX receivable also triggered an adjustment to the Purchase Price Allocation that was initially recognized in the Sinchi Wayra and Illapa Acquisition in 2022.
Amortization of Purchase Price Allocation (PPA) & Impairment: In the fourth quarter of 2024, the Company identified errors in the depreciation, depletion and amortization expense that were generated from the Sinchi Wayra and Illapa acquisition. The amortization expense was recorded incorrectly due to differences between the local accounting records and the consolidated accounting records.
PRINCIPAL DOCUMENTS
Each of the documents that is filed as an exhibit to this Registration Statement, as set forth in the Exhibit Index attached hereto, is incorporated by reference herein.
In accordance with General Instruction B.(1) of Form 40-F, the Registrant hereby incorporates by reference Exhibits 99.1 through 99.87, inclusive, as set forth in the Exhibit Index attached hereto.
In accordance with General Instruction D.(9) of Form 40-F, the Registrant has filed written consents of certain experts named in the foregoing Exhibits as Exhibit 99.84 through Exhibit 99.87, inclusive, as set forth in the Exhibit Index attached hereto and as required by General Instruction D.(9) of Form 40-F.
FORWARD-LOOKING STATEMENTS
This Registration Statement and the exhibits attached hereto may contain certain forward-looking information and statements, including statements relating to matters that are not historical facts and statements of the Company’s beliefs, intentions and expectations about developments, results and events which will or may occur in the future, including “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995, as amended, and within the meaning of Canadian securities laws, collectively referred to as “forward-looking statements.” The forward-looking statements contained in this Registration Statement are made only as of the date hereof. The forward-looking statements contained in the exhibits incorporated by reference in this Registration Statement are made only as of the respective dates set forth in such exhibits. The Company does not have, or undertake, any obligation to update or revise any forward-looking statements whether as a result of new information, subsequent events or otherwise, unless otherwise required by law.
Without limitation, these statements relate to the expectations of management about future events, results of operations and the Company’s future performance (both operational and financial) and business prospects. All statements other than statements of historical fact are forward-looking statements. The use of any of the words “anticipate,” “plan,” “contemplate,” “continue,” “estimate,” “expect,” “intend,” “propose,” “might,” “may,” “will,” “shall,” “project,” “should,” “could,” “would,” “believe,” “predict,” “forecast,” “target,” “aim,” “pursue,” “potential,” “objective” and “capable” and the negative of these terms or other similar expressions are generally indicative of forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied on.
In particular, this Registration Statement and the exhibits attached hereto contain forward-looking statements or information pertaining to the following: future financial or operational performance; the expected timing for release of forecasts for 2026, including our estimated production of silver, zinc, lead and copper, and for our estimated cash costs, all-in sustaining cost, capital and exploration, mine operation, general and administrative, care and maintenance expenditures; future anticipated prices for silver, zinc, lead and copper and other metals and assumed foreign exchange rates; the impacts of inflation on the Company and its operations; whether the Company is able to maintain a strong financial condition and have sufficient capital, or have access to capital, to sustain our business and operations; the timing and outcome with respect to the Company’s environmental, social and governance activities, and the Company’s corporate social responsibility activities and our reporting in respect thereof; the ability of the Company to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on the Company; the potential maximum consideration payable pursuant to the omnibus agreement (the “Omnibus Agreement”) dated October 3, 2024 between Glencore Finance (Bermuda) Ltd., Glencore International AG (collectively, “Glencore”) the Company and certain subsidiaries of the Company; the future results of our exploration activities, anticipated mineral reserves and mineral resources; the costs associated with the Company’s decommissioning obligations; the Company’s plans and expectations for its properties and operations; and expectations with respect to the future anticipated impact of pandemics on our operations.
These forward-looking statements and information reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic, competitive, political, regulatory, and social uncertainties and contingencies. These assumptions, include: our ability to implement environmental, social and governance activities; tonnage of ore to be mined and processed; ore grades and recoveries; that the Company will receive all required regulatory approvals to operate; that the market price of zinc may be above certain minimum thresholds for the payment of the contingent payments to Glencore pursuant to the Omnibus Agreement; prices for silver, zinc, lead, copper remaining as estimated; currency exchange rates remaining as estimated; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; protection of our interests against claims and legal proceedings; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner and can be maintained. The foregoing list of assumptions is not exhaustive.
The Company cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements or information contained in the Annual MD&A and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, some of which are described in the “Risks Factors” section of the Annual MD&A without limitation: fluctuations in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN, BOL and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico, Bolivia or other countries where the Company may carry on business, some of which might prevent or cause the suspension or discontinuation of mining activities, including the risk of expropriation related to certain of our operations, particularly in Bolivia; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards; employee relations; relationships with and claims by the local communities and indigenous populations; availability and increasing costs associated with mining inputs and labour; the Company’s ability to secure our mine sites or maintain access to our mine sites due to criminal activity, violence, or civil and labour unrest; that changes to the market price of zinc may affect the total consideration payable to Glencore pursuant to the omnibus agreement; the speculative nature of mineral exploration and development, including the risk of obtaining or retaining necessary licenses and permits; challenges to, or difficulty in maintaining, the Company’s title to properties and continued ownership thereof; diminishing quantities or grades of mineral reserves as properties are mined; global financial conditions; the Company’s ability to complete and successfully integrate acquisitions, and to mitigate other business combination risks; the actual results of current exploration activities, conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors; increased competition in the mining industry for properties, equipment, qualified personnel, and their costs; having sufficient cash to pay obligations as they come due; the duration and effects of any epidemics or pandemics on our operations and workforce, and their effects on global economies and society. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described, or intended.
DIFFERENCES IN UNITED STATES AND CANADIAN REPORTING PRACTICES
The Company is permitted, under a multijurisdictional disclosure system adopted by the United States, to prepare this Registration Statement in accordance with Canadian disclosure requirements, which are different from those of the United States. The Company prepares its financial statements, which are filed with this Registration Statement in accordance with IFRS® Accounting Standards as issued by the International Accounting Standards Board, and the audit is subject to Canadian auditing and auditor independence standards. Consequently, the Company’s financial statements may not be comparable to those prepared by U.S. companies.
MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES
Unless otherwise indicated, all mineral resource and mineral reserve estimates in this Registration Statement and the documents incorporated by reference herein have been prepared in accordance with the requirements of Canadian provincial securities laws, which differ from the requirements of United States securities laws.
As a result, the Company reports the mineral reserves and resources of the projects it has an interest in according to Canadian standards. Canadian reporting requirements for disclosure of mineral properties are governed by National Instrument 43-101 - Standards of Disclosure for Mineral Projects (“NI 43-101”). NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. These standards differ from the requirements of the SEC that are applicable to domestic United States reporting companies under subpart 1300 of Regulation S-K (“SK 1300”) under the Exchange Act. As an issuer that prepares and files its reports with the SEC pursuant to the multijurisdictional disclosure system, the Company is not subject to the requirements of SK 1300. Any mineral reserves and mineral resources reported by the Company in accordance with NI 43-101 may not qualify as such under or differ from those prepared in accordance with SK 1300. Accordingly, information and documents included or incorporated by reference in this Registration Statement concerning descriptions of mineralization and estimates of mineral reserves and resources under Canadian standards may not be comparable to similar information made public by United States companies subject to the reporting and disclosure requirements of SK 1300.
CURRENCY
Unless otherwise indicated, all dollar amounts in this Registration Statement are in United States dollars.
TAX MATTERS
Purchasing, holding, or disposing of securities of the Registrant may have tax consequences under the laws of the United States and Canada that are not described in this Registration Statement.
DESCRIPTION OF THE SECURITIES
The authorized capital of the Company consists of an unlimited number of common shares without par value. As at the close of business on January 9, 2026, 91,962,128 common shares of the Company were issued and outstanding as fully paid and non-assessable shares.
The holders of the common shares are entitled to vote at all meetings of holders of common shares, to receive dividends if, as and when declared by the directors and to participate rateably in any distribution of property or assets upon the liquidation, winding-up or other dissolution of the Company. The common shares carry no pre-emptive rights, conversion or exchange rights, or redemption, retraction, repurchase, sinking fund or purchase fund provisions. There are no provisions requiring a holder of common shares to contribute additional capital and no restrictions on the issuance of additional securities by the Company. There are no restrictions on the repurchase or redemption of common shares by the Company except to the extent that any such repurchase or redemption would render the Company insolvent.
The Company has not paid any dividends on its common shares since its incorporation. Any decision to pay dividends on common shares in the future will be made by the board of directors on the basis of the earnings, financial requirements and other conditions existing at such time.
OFF-BALANCE SHEET ARRANGEMENTS
The Company does not have any “off-balance sheet arrangements” (as that term is defined in paragraph (11) of General Instruction B to Form 40-F) that have or are reasonably likely to have a current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS
The following table summarizes the Registrant’s contractual obligations, including payments due for each of the next five years and thereafter as at December 31, 2024:
| <1 year | 1 – 2 years | 2 – 5 years | >5 years | Total | ||||||||||||||||
| $ | $ | $ | $ | $ | ||||||||||||||||
| Trade payables and accrued liabilities | 41,329 | 8,608 | - | - | 49,937 | |||||||||||||||
| Consideration payable – Base Purchase Price (1), (2) | 10,000 | 10,000 | 40,000 | 20,000 | 80,000 | |||||||||||||||
| Consideration payable – CVR & additional payments (1) | 1,118 | 3,499 | 6,468 | 1,272 | 12,357 | |||||||||||||||
| Loans payable | 16,432 | 3,137 | - | - | 19,569 | |||||||||||||||
| Lease payments | 704 | 23 | - | - | 727 | |||||||||||||||
| 69,583 | 25,268 | 46,468 | 21,272 | 162,590 | ||||||||||||||||
| (1) | Consideration payable pursuant to the Omnibus Agreement. |
| (2) | The Base Purchase Price (as defined in the Omnibus Agreement), as disclosed in Note 9(a)(i) to the Audited Consolidated Financial Statements for the years ended December 31, 2024 and 2023 filed as Exhibit 99.1 to this Registration Statement, includes acceleration options that enable the Company to repay less than the contractually committed amounts as presented in the table above. On October 31, 2025 the Company made a final instalment, paying a total of $40,000,000 to exercise the accelerated payment option in full, thereby extinguishing the base purchase price obligation. |
NASDAQ CORPORATE GOVERNANCE
A foreign private issuer that follows home country practices in lieu of certain provisions of the listing rules of the Nasdaq Stock Market LLC (the “Nasdaq Stock Market Rules”) must disclose the ways in which its corporate governance practices differ from those followed by domestic companies. As required by Nasdaq Rule 5615(a)(3), the Registrant will disclose on its website, https://santacruzsilver.com/, as of the listing date, each requirement of the Nasdaq Stock Market Rules that it does not follow and describe the home country practice followed in lieu of such requirements.
UNDERTAKING AND CONSENT TO SERVICE OF PROCESS
| A. | Undertaking |
The Company undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission staff, information relating to: the securities registered pursuant to Form 40-F; the securities in relation to which the obligation to file an annual report on Form 40-F arises; or transactions in said securities.
| B. | Consent to Service of Process |
Concurrently with the filing of this Registration Statement, the Registrant will file with the Commission an Appointment of Agent for Service of Process and Undertaking on Form F-X in connection with the class of securities to which this Registration Statement relates.
Any changes to the name or address of the Company’s agent for service shall be communicated promptly to the U.S. Securities and Exchange Commission by amendment to the Form F-X referencing the file number of the Company.
SIGNATURES
Pursuant to the requirements of the Exchange Act, the Company certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized.
Date: January 12, 2026
| SANTACRUZ SILVER MINING INC. | ||
| By: | /s/ Andres Bedregal | |
| Name: | Andres Bedregal | |
| Title: | Chief Financial Officer | |
EXHIBIT INDEX
The following documents are being filed with the Commission as Exhibits to this Registration Statement:
* To be filed by amendment
* To be filed by amendment
Exhibit 99.1

Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars)
TABLE OF CONTENTS
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Deloitte LLP 410 W. Georgia Street Vancouver BC V6B 0S7 Canada
Tel: 604-669-4466 Fax: 604-685-0395 www.deloitte.ca |
To the Shareholders and the Board of Directors of
Santacruz Silver Mining Ltd.
Opinion
We have audited the consolidated financial statements of Santacruz Silver Mining Ltd. (the “Company”), which comprise the consolidated statements of financial position as at December 31, 2024 and 2023 and January 1, 2023, and the consolidated statements of income (loss) and comprehensive income (loss), changes in shareholders’ equity (deficiency) and cash flows for the years ended December 31, 2024 and 2023, and notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the “financial statements”).
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2024 and 2023 and January 1, 2023, and its financial performance and its cash flows for the years ended December 31, 2024 and 2023 in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”).
Basis for Opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards (“Canadian GAAS”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter
We draw attention to Note 3 to the financial statements, which explains that certain comparative information presented as of and for the year ended December 31, 2023 and as of January 1, 2023 has been restated. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
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Joint arrangements – Refer to Note 3(ii), Note 5
Key Audit Matter Description
The Company owns 100% of Illapa whose operations are part of a joint association agreement (“joint agreement”) in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”) (collectively “joint operation”). The joint agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement. The consideration that is due to the Company is based on the capital expenditures incurred in the period between 2020 and 2027 which represents a residual value of the fixed assets. To determine the residual value of the fixed assets management estimates the timing of payment which is based on cashflow expectations and the fair value of such fixed assets.
Management was required to make judgments to determine the accounting treatment of the payments to be received for the transfer of its 45% ownership of fixed assets and to determine the residual value of the fixed assets. Auditing the accounting treatment and the residual value of the fixed assets required an increased extent of audit effort, including the need to involve technical accounting specialists.
How the Key Audit Matter was Addressed in the Audit
Our audit procedures related to the determination of the accounting treatment of the payments to be received and the residual value of the fixed assets included the following, among others:
| ● | With the assistance of technical accounting specialists, evaluated the accounting treatment by analyzing specific facts and circumstances against relevant accounting guidance. | |||
| ● | Evaluated the residual value of the fixed assets by: | |||
| ○ | Testing the source information (capital expenditures and useful lives) underlying management’s estimates of the fair value of such fixed assets by comparing to fixed asset register; | |||
| ○ | Assessing the reasonableness of the estimated timing of payment by comparing the underlying forecasted cashflows to historical results and mineral resource estimates reports. | |||
Consideration payable - Refer to Note 10
Key Audit Matter Description
The Company entered into a binding term sheet with Glencore plc. (“Glencore”) which resulted in a definitive omnibus agreement that required the Company to make payments to Glencore. The consideration payable to Glencore consists of two portions, a Base Purchase Price (“BPP”) and a contingent value right (“CVR”). The fair value of the BPP is estimated using a discounted cash flow method; while the fair value of the CVR is estimated using a Monte Carlo model using key inputs and assumptions including: a zinc spot price, expected price of zinc in each year until December 31, 2032, market risk-free rate, credit spread , volatility and variability of historical zinc prices.
While there are several inputs that are required to determine the fair value of the consideration payable, the estimates and assumptions with the highest degree of subjectivity and judgment are the discount rates used to determine BPP and CVR and the expected future price of zinc and the volatility and variability of historical zinc prices used to determine CVR (“key assumptions”). Auditing the key assumptions required a high degree of subjectivity in applying audit procedures and in evaluating the results of those procedures which resulted in an increased extent of audit effort, including the involvement of fair value specialists.
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How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to the key assumptions used to determine the fair value of the consideration payable included the following, among others:
With the assistance of fair value specialists:
| ● | Assessed the discount rates used, by testing the source information underlying the determination of the discount rates and developing a range of independent estimates and compared it to the discount rates selected by management; | |
| ● | Evaluated the reasonableness of the expected future price of zinc by obtaining independent estimates using market sources and extrapolating these prices using industry standard forward pricing methodology; | |
| ● | Assessed the variability of historical zinc prices from which the volatility is calibrated by considering historical data. |
Other Information
Management is responsible for the other information. The other information comprises Management’s Discussion and Analysis.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
We obtained Management’s Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor’s report. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS Accounting Standards as issued by the IASB, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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As part of an audit in accordance with Canadian GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
| ● | Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. | |
| ● | Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. | |
| ● | Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. | |
| ● | Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. | |
| ● | Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. | |
| ● | Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Company as a basis for forming an opinion on the financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. |
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor’s report is David Macdonald.
/s/ Deloitte LLP
Chartered Professional Accountants
May 28, 2025
Vancouver, British Columbia
| 6 |
Consolidated Statements of Financial Position
As at December 31, 2024, December 31, 2023 and January 1, 2023
(Expressed in thousands of US dollars)
Subsequent event (note 10(a), 11(e) and 18(c))
Approved and authorized for issue on behalf of the Board of Directors on May 28, 2025:
| “Arturo Préstamo Elizondo” | “Larry Okada” | |
| Director | Director |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 7 |
Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
For the Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars)
| Note | 2024 | 2023 Restated Note 3 | |
| $ | $ | ||
| Revenues | 22 | 282,987 | 251,256 |
| Mine operating costs | |||
| Cost of sales | 15 | (206,055) | (199,432) |
| Depreciation, depletion and amortization | 8 | (19,706) | (25,959) |
| Impairment – mine operating costs | 8 | - | (22,632) |
| Gross profit | 57,226 | 3,233 | |
| General and administrative expenses | 16 | (24,307) | (26,288) |
| Share-based compensation expense | 21 | (105) | (229) |
| Operating income | 32,814 | (23,284) | |
Gain on adjustment to consideration payable |
10 |
133,255 |
933 |
| Finance costs | 17 | (18,232) | (4,883) |
| Foreign exchange gain | 44,199 | 6,727 | |
| Marketable securities loss | - | (2,054) | |
| Gain on disposal of assets held for sale | - | 14,649 | |
| Income (loss) before tax | 192,036 | (7,912) | |
| Income tax expense | 18 | (27,552) | (3,096) |
| Net income (loss) for the year | 164,484 | (11,008) | |
| Other comprehensive income (loss) that may be reclassified subsequently to net income or loss: | |||
| Currency translation differences | (105) | (1,168) | |
| Comprehensive income (loss) for the year | 164,379 | (12,176) | |
| Net income per share: | |||
| Basic | 23 | 0.46 | (0.03) |
| Diluted | 23 | 0.46 | (0.03) |
| Weighted average number of common shares: | |||
| Basic | 353,755,953 | 349,941,159 | |
| Diluted | 356,255,953 | 352,299,217 | |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 8 |
Consolidated Statements of Cash Flows
For the Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars)
| Note | 2024 | 2023 Restated Note 3 | |
| $ | $ | ||
| Operating activities: | |||
| Net income (loss) for the year | 164,484 | (11,008) | |
| Items not affecting cash: | |||
| Depreciation, depletion and amortization | 8 | 19,706 | 25,959 |
| Impairment – mine operating costs | 8 | - | 22,632 |
| Gain on adjustment to consideration payable | 10 | (133,255) | (933) |
| Gain on disposal of assets held for sale | - | (14,649) | |
| Finance costs | 17 | 18,113 | 4,660 |
| Share-based compensation expense | 21 | 105 | 229 |
| Marketable securities gain (loss) | - | 2,054 | |
| Foreign exchange gain | (955) | (1,570) | |
| Income tax expense | 18 | 27,552 | 3,096 |
| Operating cash flows before non-cash working capital | 95,750 | 30,470 | |
| Changes in non-cash working capital: | |||
| Trade and other receivables | 6 | (20,736) | 11,394 |
| Inventories | 7 | 851 | (3,551) |
| Prepaid expenses and deposits | (120) | 335 | |
| Trade payables and accrued liabilities | 9 | (7,923) | (15,289) |
| Current income taxes payable | 18 | (3,971) | (5,657) |
| Other liabilities | 12 | (8,981) | 12,417 |
| Decommissioning and restoration provision | 13 | (438) | (528) |
| Net cash generated by operating activities | 54,432 | 29,591 | |
| Investing activities: | |||
| Expenditures on mineral properties, plant and equipment | 8 | (22,619) | (22,135) |
| Cash received from sale of marketable securities | - | 280 | |
| Non-cash working capital changes of assets held for sale | - | (1,741) | |
| Proceeds on disposition of mineral properties, plant and equipment | 8 | 1,697 | - |
| Net cash used in investing activities | (20,922) | (23,596) | |
| Financing activities: | |||
| Proceeds from exercise of options | 14 | 641 | 225 |
| Proceeds from exercise of warrants | 14 | - | 987 |
| Proceeds from loans payable | 11 | 59,218 | 32,057 |
| Repayments of loans payable | 11 | (59,459) | (37,866) |
| Lease payments on plant and equipment | 12 | (2,946) | (1,062) |
| Net cash used in financing activities | (2,546) | (5,659) | |
| Effect of exchange rate on changes in cash | (190) | 2 | |
| Net change in cash and cash equivalents | 30,774 | 338 | |
| Cash and cash equivalents – beginning of the year | 4,947 | 4,609 | |
| Cash and cash equivalents – end of the year | 35,721 | 4,947 | |
| Cash paid during the year for: | |||
| Interest expense | 1,383 | 1,276 | |
| Income taxes | 23,356 | 6,126 | |
|
Supplemental cash flow information (Note 23) |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 9 |
Consolidated Statements of Changes in Shareholders’ Equity (Deficiency)
For Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, except number of shares)
| Share Capital | Equity reserves | |||||||
| Shares | Amount | Share-based compensation reserve | Contributed surplus | Accumulated other comprehensive income (loss) | Total equity reserves | Retained earnings (Deficit) | Total
shareholders’ equity (deficiency) | |
| # | $ | $ | $ | $ | $ | $ | $ | |
| Balance, January 1, 2023 (Restated) | 346,466,638 | 136,122 | 13,861 | (1,872) | (1,671) | 10,318 | (169,483) | (23,043) |
| Shares issued from exercise of options | 800,000 | 416 | (191) | - | - | (191) | - | 225 |
| Shares issued from exercise of warrants | 3,724,500 | 1,476 | (489) | - | - | (489) | - | 987 |
| Share-based compensation expense | - | - | 229 | - | - | 229 | - | 229 |
| Comprehensive Income (loss) | - | - | - | - | (1,168) | (1,168) | (11,008) | (12,176) |
| Balance, December 31, 2023 (Restated Note 3) | 350,991,138 | 138,014 | 13,410 | (1,872) | (2,839) | 8,699 | (180,491) | (33,778) |
| Balance, January 1, 2024 | 350,991,138 | 138,014 | 13,410 | (1,872) | (2,839) | 8,699 | (180,491) | (33,778) |
| Shares issued from exercise of options | 4,864,400 | 1,066 | (425) | - | - | (425) | - | 641 |
| Share-based compensation expense | - | - | 105 | - | - | 105 | - | 105 |
| Comprehensive income (loss) | - | - | - | - | (105) | (105) | 164,484 | 164,379 |
| Expiration of warrants | - | - | (3,821) | 3,821 | - | - | - | - |
| Balance, December 31, 2024 | 355,855,538 | 139,080 | 9,269 | 1,949 | (2,944) | 8,274 | (16,007) | 131,347 |
The accompanying notes are an integral part of the consolidated financial statements.
| 10 |
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
1. NATURE OF OPERATIONS
Santacruz Silver Mining Ltd. (the “Company” or “Santacruz”) was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (“TSXV”) under the symbol “SCZ”.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at December 31, 2024, the Company had interests in, including mining concession rights, to the following:
| ● | Sinchi Wayra S.A. (“Sinchi Wayra”), Sociedad Minero Metalurgico Reserva Ltda. and Sociedad Minera Illapa S.A. (“Illapa”) which consist of the following mineral properties and businesses located in Bolivia: the producing Tres Amigos and Colquechaquita mines, collectively the “Caballo Blanco Group”; the producing Bolivar and Porco mines held under an association agreement with Corporación Minera de Bolivia (“COMIBOL”), a Bolivian state-owned entity; the Soracaya exploration project (“Soracaya Project”); the Reserva mine and the San Lucas ore sourcing and trading business collectively (“San Lucas Group”); | |
| ● | The producing Zimapan mine located in Mexico held by Carrizal Mining S.A. de C.V. (“Carrizal Mining”); and, the La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
2. BASIS OF PRESENTATION
These consolidated financial statements have been prepared in accordance with IFRS Accounting Standards (“IFRS® Accounting Standards”) as issued by the International Accounting Standards Board (“IASB”). These consolidated financial statements have been prepared on a historical cost basis except for certain items that are measured at fair value including marketable securities. All dollar amounts presented are in thousands of United States dollars unless otherwise specified.
These consolidated financial statements incorporate the financial statements of the Company and its controlled subsidiaries. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances, transactions, income and expenses are eliminated on consolidation.
References made throughout the consolidated financial statements to “US dollar” or “USD” are to United States dollars, “C$” or “CAD” are to Canadian dollars, “MXN” are to Mexican pesos, “BOB” are to Bolivian bolivianos. All references are in thousands, unless otherwise noted.
| 11 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
3. RESTATEMENT OF PRIOR YEAR COMPARATIVES
During the year ended December 31, 2024, the Company identified several errors in the previously filed 2023 and 2022 financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at and for the year ended December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. The nature and impact of the corrections are described below:
| (i) | Joint Operation Adjustments: The Illapa entity is 100% owned by the Company however its operations are part of a joint association agreement in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”). The joint association agreement meets the definition of a Joint Operation in accordance with IFRS 11 Joint Arrangements, and the Company recognizes its 45% share of the operation’s assets, liabilities, revenues and expenses arising from the Joint Operation. The Company is solely responsible for certain transactions made by the Illapa entity, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL. The net amount due to/from COMIBOL from differences in the participation share of certain transactions has been recognized as a non-current other asset or liability. |
The errors identified affect multiple lines in the consolidated financial statements due to incorrectly accounting for the proportion of the Company’s interest in certain assets, liabilities, income and expenses of the Joint Operation. The Company previously recorded 100% of the Illapa entity’s foreign exchange gain/loss, additions to mineral properties, plant and equipment and certain intercompany expenses which form part of the Joint Operation and should have been recognized at 45%, the Company’s proportional interest. The adjustments have resulted in decreasing total assets by $2,106 in 2023 and increasing total assets by $5,158 as at January 1, 2023, an increase in total liabilities of $9,460 as at December 31, 2023 and $6,001 as at January 1, 2023, and a decrease in comprehensive income of $10,725 in 2023. The 2023 opening balance of the retained deficit decreased by $843 as a result of the joint operation adjustments. See column (i) in the table below for details of the lines affected.
| (ii) | CAPEX Receivable & PPA Adjustment: The Illapa Joint Operation’s association agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement. COMIBOL will compensate the Company for the asset transfer at different points in time throughout the agreement by either making payments to the Company or reducing the amount payable to COMIBOL for its 55% interest in the joint operation. |
The amounts receivable from COMIBOL have been separated into two different categories, the initial investment period and the continuing investment period, as classified in the joint association agreement. There was no adjustment to the initial investment period receivable.
The continuing investment period’s CAPEX receivable is a payment of 45% of the capital expenditures incurred between 2020 to 2027. The receivable amount of this period’s expenditures becomes available to the Company to offset against amounts due to COMIBOL for its 55% interest at different points in time from 2024 to 2028 if the operation generates positive cash flows. If the joint operation does not generate enough positive cash flows to offset the amount receivable from the continuing investment period, the remaining amounts will be paid at the end of the agreement.
Since the continuing investment period receivable is compensation for the transfer of the Company’s 45% interest in mineral properties, plant & equipment to COMIBOL at the end of the contract, this amount should not have been recognized as a receivable but rather as part of the residual value of the assets. The residual value has been recognized as a non-depletable mineral properties, plant and equipment balance. Since the amount that will ultimately be received at the end of the agreement will vary depending on the actual CAPEX investment made and the actual payable amount according to an appraisal process, each period the difference between the initial carrying value and the revised carrying value will be recorded as a prospective adjustment to depreciation expense of MPPE so that at the end of the agreement, the ending value of mineral properties, plant and equipment (“MPPE”) will be equal to the amount receivable from COMIBOL.
| 12 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
3. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)
The restated CAPEX receivable balance has decreased by $10,375 as at December 31, 2023 and $8,841 as at January 1, 2023. Restated Mineral properties, plant and equipment have increased by $13,493 as at 2023 and $11,710 as at January 1, 2023. The 2023 comprehensive loss has decreased by $249 due to a decrease in depreciation expense partially offset by an increase in Finance costs from accretion of the balance. The January 1, 2023 opening balance of retained deficit has decreased by $2,870. See column (ii) in the table below for details of the lines affected in the 2023 Consolidated Financial Statements.
The adjustments to the CAPEX receivable also triggered an adjustment to the Purchase Price Allocation that was initially recognized in the Sinchi Wayra and Illapa Acquisition in 2022. Upon correcting the CAPEX receivable balance and determining the corresponding tax value of these amounts, an additional $8,017 deferred income tax liability was recognized.
| (iii) | Amortization of Purchase Price Allocation (PPA) & Impairment: In the fourth quarter of 2024, the Company identified errors in the depreciation, depletion and amortization expense that were generated from the Sinchi Wayra and Illapa acquisition. The amortization expense was recorded incorrectly due to differences between the local accounting records and the consolidated accounting records. After synchronizing and reconciling the PPA amounts, an additional depletion, depreciation and amortization expense of $6,431 was recognized in 2023 and the retained deficit as at January 1, 2023 was increased by $4,687. |
The adjustments to the PPA depreciation and the CAPEX receivable adjustment mentioned in paragraph (ii) above resulted in revised net book values of MPPE and Goodwill causing a $15,078 increase to the impairment charge recognized in 2023 and a decrease in goodwill of $6,472 as at December 31, 2023. The adjustment to depreciation, depletion and amortization expense decreased the deferred tax income tax liability balance by $6,060 as at December 31, 2023 and increased the deferred income tax asset balance by $1,649 as at January 1, 2023. See column (iii) in the table below for details of the lines affected in the 2023 Consolidated Financial Statements.
| (iv) | Other Adjustments: The Company identified various errors relating to prior periods caused by differences in the accounting records between the Corporate consolidation records and the local accounting records. As at January 1, 2023 Trade & Other Receivables has decreased by $6,388 and Mineral properties, plant and equipment has decreased by $3,045. The Company identified additional differences in accounting records in 2023 which has resulted in a decrease to Trade & Other Receivables of $7,224. |
An adjustment of $8,383 (Jan 1 2023- $5,660) was made to reclassify VAT, withholding taxes and other non-income tax amounts from current taxes payable to current other liabilities and $13,606 ($8,953) from non-current taxes payable to non-current other liabilities.
The cumulative impact of the other adjustments has resulted in an increase to the deferred income tax asset by $4,239 and an increase to the deferred income tax liability of $4,607 as at December 31, 2023, and a decrease of $2,283 in the deferred income tax asset and a decrease in the deferred income tax liability of $1,517 as at January 1, 2023. See column (iv) in the table below for details.
The consolidated statement of cash flow for the year ended December 31, 2023 has been restated to reflect the corrections described above. For the 2023 year, total net cash generated by operating activities decreased by $176. Net cash used by investing activities increased by $466, while net cash used by financing activities decreased by $642. Management believes that the adjustments above did not have a material impact on the Company’s total cash flows used in or provided by operating activities, cash flows used in investing activities, and cash flows provided by financing activities.
The consolidated statement of changes in shareholders’ equity for the year ended December 31, 2023 has been restated for the balances as at January 1, 2023 and December 31, 2023 for corrections to accumulated other comprehensive loss and retained deficit. The cumulative impact of the corrections resulted in an increase of $728 to the opening accumulated other comprehensive loss as at January 1, 2023. Other comprehensive loss for 2023 decreased by $1,726, resulting in a decrease of $998 to the ending accumulated other comprehensive loss as at December 31, 2023. The cumulative impact to the opening retained deficit as at January 1, 2023 increased the balance by $13,035. Net loss for 2023 increased by $27,156, resulting in an increase of $40,191 to the ending deficit as at December 31, 2023.
| 13 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
3. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)
The following adjustments were made to the Consolidated Statement of Financial Position as at December 31, 2023:
| As at December 31, 2023 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| ASSETS | ||||||
| Current | ||||||
| Trade and other receivables | 65,264 | (306) | 4,839 | - | (3,045) | 66,752 |
| Inventory | 33,002 | 286 | - | - | - | 33,288 |
| 108,809 | (20) | 4,839 | - | (3,045) | 110,583 | |
| Trade and other receivables | 63,589 | (2,390) | (15,214) | - | (4,179) | 41,806 |
| Mineral properties, plant and equipment | 148,930 | 2,828 | 13,493 | (21,374) | (2,112) | 141,765 |
| Goodwill | 13,921 | - | 8,017 | (6,472) | - | 15,466 |
| Deferred income tax asset | 3,787 | (2,524) | - | 1,649 | 4,239 | 7,151 |
| Total assets | 339,036 | (2,106) | 11,135 | (26,197) | (5,097) | 316,771 |
| LIABILITIES | ||||||
| Current | ||||||
| Trade payable and accrued liabilities | 48,555 | 6,394 | - | - | 904 | 55,853 |
| Taxes payable | 29,823 | - | - | - | (8,383) | 21,440 |
| Other liabilities | 5,539 | 479 | - | - | 8,383 | 14,401 |
| 151,977 | 6,873 | - | - | 904 | 159,754 | |
| Taxes payable | 13,606 | - | - | - | (13,606) | - |
| Other liabilities | 12,704 | 5,646 | - | - | 13,606 | 31,956 |
| Deferred income tax liability | 15,706 | (3,059) | 8,017 | (6,060) | 4,607 | 19,211 |
| Total liabilities | 333,621 | 9,460 | 8,017 | (6,060) | 5,511 | 350,549 |
| SHAREHOLDERS’ (DEFICIENCY) EQUITY | ||||||
| Equity reserves | 7,701 | - | - | - | 998 | 8,699 |
| Deficit | (140,300) | (11,566) | 3,118 | (20,137) | (11,606) | (180,491) |
| Total shareholders’ equity | 5,415 | (11,566) | 3,118 | (20,137) | (10,608) | (33,778) |
| Total liabilities and shareholders’ equity | 339,036 | (2,106) | 11,135 | (26,197) | (5,097) | 316,771 |
| 14 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
3. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)
The following adjustments were made to the Consolidate Statement of Comprehensive (Loss) for the year ended December 31, 2023:
| For the year-ended December 31, 2023 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| Cost of sales | (187,275) | (12,157) | - | - | - | (199,432) |
| Depletion, depreciation and amortization | (21,827) | (419) | 1,782 | (6,431) | 936 | (25,959) |
| Impairment - mine operating costs | (7,554) | - | - | (15,078) | - | (22,632) |
| Gross profit | 34,600 | (12,576) | 1,782 | (21,509) | 936 | 3,233 |
| General and administrative expenses | (26,423) | 135 | - | - | - | (26,288) |
| Operating profit (loss) | 7,948 | (12,441) | 1,782 | (21,509) | 936 | (23,284) |
| Finance costs | (5,422) | 5,106 | (1,533) | - | (3,034) | (4,883) |
| Foreign exchange gain (loss) | 10,328 | (1,875) | - | - | (1,726) | 6,727 |
| Income (loss) before tax | 26,382 | (9,210) | 249 | (21,509) | (3,824) | (7,912) |
| Income tax expense | (10,234) | (1,516) | - | 6,060 | 2,594 | (3,096) |
| Net income (loss) for the year | 16,148 | (10,726) | 249 | (15,449) | (1,230) | (11,008) |
| Other comprehensive income (loss) that may be reclassified subsequently to net income or loss | (2,894) | - | - | - | 1,726 | (1,168) |
| Comprehensive income (loss) for the year | 13,254 | (10,726) | 249 | (15,449) | 496 | (12,176) |
| Net loss per share, basic and diluted | 0.05 | (0.03) | ||||
| 15 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
3. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)
The following adjustments were made to the Consolidated Statement of Financial Position as at January 1, 2023:
| 16 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES
a) Basis of consolidation
These consolidated financial statements include the accounts of the Company and its subsidiaries. Subsidiaries are entities controlled by the Company. Control exists when the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The Company controls an investee if the Company has all of the following:
| ● | Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee); | |
| ● | Exposure, or rights, to variable returns from its involvement with the investee; and | |
| ● | The ability to use its power over the investee to affect its returns. |
Generally, there is a presumption that a majority of voting rights results in control. When the Company owns less than a majority of the voting, or similar rights of an investee, it considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
| ● | The contractual arrangement(s) with the other vote holders of the investee; | |
| ● | Rights arising from other contractual arrangements; | |
| ● | The Group’s voting rights and potential voting rights |
The relevant activities are those which significantly affect the subsidiary’s returns. The ability to approve the operating and capital budget of a subsidiary and the ability to appoint key management personnel are decisions that demonstrate that the company has the existing rights to direct the relevant activities of a subsidiary.
The Company re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary.
All intercompany transactions and balances are eliminated on consolidation.
These consolidated financial statements incorporate the accounts of the Company and the following subsidiaries:
| Name of entity | Country of incorporation | Percentage ownership |
Principal activity |
| Santacruz Silver Mining Ltd. | Canada | 100% | Holding company and head office function |
| Santacruz Holdings Ltd. (“SCH”) (2) | Canada | 100% | Holding company |
| Carrizal Holdings Ltd. | Canada | 100% | Holding company |
| Impulsora Minera Santacruz, S.A. de C.V. (“IMSC”) (2) | Mexico | 100% | Mine operations |
| Carrizal Mining | Mexico | 100% | Mine operations |
| Operadora Minera Anacore, S.A. de C.V. (“OMA”) (2) | Mexico | 100% | Holding company |
| PCG Mining, S.A. de C.V. | Mexico | 100% | Holding company |
| Laikra Limited | Bermuda | 100% | Holding company |
| Apamera Limited | Bermuda | 100% | Holding company |
| Lewron Metals Ltd. | Bermuda | 100% | Holding company |
| Kempsey S.A. | Panama | 100% | Holding company |
| Shattuck Trading Co. Inc. | Panama | 100% | Holding company |
| Iris Mines and Metals S.A. | Panama | 100% | Holding company |
| Sociedad Minera Illapa S.A. (1) | Bolivia | 100% | Mine operations |
| Sinchi Wayra S.A. | Bolivia | 100% | Mine operations |
| Sociedad Minero Metalurgico Reserva Ltda. | Bolivia | 100% | Mine operations |
| Empresa Minera San Lucas S.A. | Bolivia | 100% | Ore trading house |
| Compañia Minera Concepción S.A. | Bolivia | 100% | Ore trading house |
| Compañia Minera Colquiri S.A. | Bolivia | 100% | Inactive |
| Complejo Metalurgico Vinto S.A. | Bolivia | 100% | Inactive |
| (1) | Sociedad Minera Illapa S.A. is the operator of the Illapa Joint Operation. |
| (2) | On November 30, 2023, the Company sold SCH, IMSC and OMA (Note 9). |
| 17 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
b) Basis of measurement
The consolidated financial statements have been prepared using the historical cost basis, except for certain financial assets and liabilities that are measured at fair values at the end of each reporting period.
c) Functional and presentation currency
The consolidated financial statements are presented in United States dollars. The functional currency is the US dollar, which is the currency of the primary economic environment in which an entity operates.
Assets and liabilities of the subsidiaries that have a functional currency other than the US dollars are translated into US dollars at the exchange rate in effect on the consolidated statements of financial position date and revenues and expenses are translated at the average rate over the reporting period. Gains and losses from these translations are recognized in other comprehensive income.
Transactions in foreign currencies are initially recorded in the functional currency at the exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange at each financial position date. Foreign exchange gains or losses on translation to the functional currency of an entity are recorded in profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction.
d) Business combinations
A business combination is an acquisition of assets and liabilities that constitute a business. A business is an integrated set of activities and assets that consist of inputs and processes, including operational processes that, when applied to those inputs, have the ability to create outputs that provide a return to the Company and its shareholders. A business also includes those assets and liabilities that do not necessarily have all the inputs and processes required to produce outputs, but can be integrated with the inputs and processes of the Company to create outputs.
When acquiring a set of activities or assets in the exploration and development stage, which may not have outputs, the Company considers other factors to determine whether the set of activities or assets is a business.
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is allocated to the identifiable assets acquired, liabilities and contingent liabilities assumed based on the acquisition-date fair value.
Any contingent consideration to be transferred will be recognized at fair value at the acquisition date. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of IFRS 9 Financial Instruments, is measured at fair value with the changes in fair value recognized in the statement of profit or loss in accordance with IFRS 9. Other contingent consideration that is not within the scope of IFRS 9 is measured at fair value at each reporting date with changes in fair value recognized in profit or loss.
The excess of the cost of acquisition over the fair value of the Company’s share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets acquired, the difference, or gain, is recognized directly in the consolidated statement of income and comprehensive income. The results of businesses acquired during the period are included in the financial statements from the date of acquisition.
Acquisition related costs, other than costs to issue debt or equity securities of the acquirer, including investment banking fees, legal fees, accounting fees, valuation fees, and other professional or consulting fees are expensed as incurred. The costs to issue equity securities of the Company as consideration for the acquisition are reduced from share capital as share issuance costs. The costs to issue debt securities are capitalized and amortized using the effective interest method.
Provisional fair values are finalized within twelve months of the acquisition date. Measurement period adjustments are adjustments that arise from additional information obtained during the measurement period about facts and circumstances that existed at the acquisition date.
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SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
e) Goodwill
Goodwill typically arises on the Company’s business combinations due to: i) the ability of the Company to capture certain synergies through management of the acquired operation within the Company; and ii) the requirement to record a deferred tax liability for the difference between the assigned fair values and the tax bases of assets acquired and liabilities assumed.
Goodwill arising on the acquisition of a business is carried at cost as established at the date of the acquisition less accumulated impairment losses, if any. Goodwill is allocated to each of the Company’s cash-generating units (“CGUs”) that is expected to benefit from the synergies of the acquisition. A CGU to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the CGU is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognized directly in profit or loss in the consolidated statements of income (loss).
An impairment loss recognized for goodwill is not reversed in subsequent periods.
f) Joint arrangements
A joint arrangement is an arrangement over which two or more parties have joint control. Joint control is the contractually agreed sharing of control over an arrangement which exists only when the decisions about the relevant activities (being those that most significantly affect the returns from the arrangement) require the unanimous consent of the parties sharing control.
The Company has assessed the nature of its joint arrangements and determined them to be joint operations. The Company’s 45% interest in the joint arrangement (operation), the general partnership that holds the Bolivar and Porco mines (“Illapa Joint Operation”), located in Bolivia has been accounted for as a joint operation. The remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”).
| Joint Arrangements | Location | Ownership Interest | Classification and accounting method |
Mining properties and projects owned |
| Illapa Joint Operation | Bolivia | 45% | Joint operation, Record 45% Santacruz share |
Bolivar and Porco mines |
The Illapa Joint Operation are within the Illapa legal entity which is 100% owned by the Company however its operations are part of a joint association agreement in which the Company has a 45% interest with the remaining 55% interest held by Corporación Minera de Bolivia (“COMIBOL”). The joint association agreement meets the definition of a Joint Operation in accordance with IFRS 11 Joint Arrangements, and the Company recognizes its 45% share of the operation’s assets, liabilities, revenues and expenses arising from the Joint Operation. The Company is solely responsible for certain transactions made by the Illapa entity, for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL for its share of the joint operation. The net amount due to/from COMIBOL from differences in the participation share of certain transactions has been recognized as a non-current other asset or liability.
g) Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held on call with banks, and other short-term highly liquid investments with original maturities of three months or less and/or with original maturities over three months but redeemable on demand without penalty.
h) Inventories
Inventories include concentrate and stockpiled ore and are valued at the lower of average production cost and estimated net realizable value. Net realizable value is the amount estimated to be obtained from sale of the inventory in the normal course of business, less any anticipated costs to be incurred prior to its sale. The production cost of inventories is determined on a weighted average basis and includes cost of production consumables, direct labour, mine-site overhead, and depreciation and depletion of mine properties and property, plant and equipment. Joint-product costing is applied as the primary concentrate products (silver/zinc, silver/lead and silver/copper) both contribute to the profitability of the operation. Joint costing allocates total production costs based on the relative values of the products.
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SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
If the carrying value exceeds the net realizable amount, a write-down is recognized. The write-down may be reversed in a subsequent period if the circumstances which caused the write-down no longer exist, to the extent that the related inventory has not been sold. Net realizable value is calculated as the estimated price at the time of sale based on prevailing metal prices less estimated future costs to convert the inventories into saleable form and estimated costs to sell.
Supplies inventory is valued at the lower of average cost and net realizable value. Costs include acquisition, freight, and other directly attributable costs.
i) Mineral property, plant and equipment (“MPPE”)
On initial acquisition, MPPE are valued at cost, being the purchase price and the directly attributable costs of acquisition or construction required to bring the asset to the location and condition necessary for the asset to be capable of operating in the manner intended by management. When provisions for closure and decommissioning are recognized, the corresponding cost is capitalized as part of the cost of the related assets, representing part of the cost of acquiring the future economic benefits of the operation. The capitalized cost of closure and decommissioning activities is recognized in MPPE and depreciated accordingly.
In subsequent periods, buildings, plant and equipment are stated at cost less accumulated depreciation and any impairment in value, while land is stated at cost less any impairment in value and is not depreciated.
Estimates of remaining useful lives and residual values are reviewed annually. Changes in estimates are accounted for prospectively. The expected useful lives are included below. The net carrying amounts of MPPE are reviewed for impairment either individually or at the cash-generating unit (“CGU”) level when events and changes in circumstances indicate that the carrying amounts may not be recoverable. To the extent that these values exceed their recoverable amounts, that excess is recorded as an impairment provision in the financial year in which this is determined.
Expenditure on major maintenance or repairs includes the cost of the replacement of parts of assets and overhaul costs. Where an asset or part of an asset is replaced and it is probable that future economic benefits associated with the item will be available to the Company, the expenditure is capitalized and the carrying amount of the item replaced derecognized. Similarly, overhaul costs associated with major maintenance are capitalized and depreciated over their useful lives where it is probable that future economic benefits will be available and any remaining carrying amounts of the cost of previous overhauls are derecognized. All other costs are expensed as incurred.
Where an item of MPPE is disposed of, it is derecognized and the difference between its carrying value and net sales proceeds is disclosed as earnings or loss on disposal in the Consolidated Statement of Income (Loss). Any items of mineral property, plant or equipment that cease to have future economic benefits are derecognized with any gain or loss included in the financial year in which the item is derecognized.
Operational mining properties and mine development
When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves (which occurs upon completion of a positive economic analysis of the mineral deposit), the costs incurred to develop such property including costs to further delineate the ore body and remove overburden to initially expose the ore body prior to the start of mining operations, are also capitalized. Such costs are amortized using the units-of-production (“UOP”) method considering the expected production to be obtained over the life of the mineral property.
The expected production includes proven and probable reserves, and a portion of inferred resources expected to be extracted economically as part of the production cost.
Costs associated with commissioning activities on constructed plants are deferred from the date of mechanical completion of the facilities until the date the Company is ready to commence commercial production. Amounts received from selling items produced while preparing the asset for its intended use will be recognized as revenue and the related cost of sales in the consolidated statements of income (loss) and comprehensive income (loss). These costs are amortized using the UOP method (described below) over the life of the mine, commencing on the date of commercial production.
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SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
Acquisition costs related to the acquisition of land and mineral rights are capitalized as incurred. Prior to acquiring such land or mineral rights, the Company makes a preliminary evaluation to determine that the property has significant potential to economically develop the deposit. The time between initial acquisition and full evaluation of a property’s potential is dependent on many factors including: location relative to existing infrastructure, the property’s stage of development, geological controls and metal prices. If a mineable deposit is discovered, such costs are amortized when production begins. If no mineable deposit is discovered, such costs are expensed in the period in which it is determined the property has no future economic value.
Major development expenditures on producing properties incurred to increase production or extend the life of the mine are capitalized while ongoing mining expenditures on producing properties are charged against earnings as incurred. Gains or losses from sales or retirements of assets are included in gain or loss on sale of assets.
Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset that takes a substantial period of time to get ready for its intended use are capitalized as part of the cost of the asset until the asset is substantially ready for its intended use. Other borrowing costs are recognized as an expense in the period incurred.
Depreciation of MPPE
The carrying amounts of MPPE (including initial and any subsequent capital expenditure) are depreciated to their estimated residual value over the estimated useful lives of the specific assets concerned, or the estimated life of the associated mine or mineral lease, if shorter. Estimates of residual values and useful lives are reviewed annually and any change in estimate is taken into account in the determination of remaining depreciation charges, and adjusted if appropriate, at each statement of financial position date. Changes to the estimated residual values or useful lives are accounted for prospectively. Depreciation commences on the date when the asset is available for use as intended by management.
For mining properties excluding those at the Bolivar and Porco mines, the economic benefits from the asset are consumed in a pattern which is linked to the production level. Except as noted below, such assets are depreciated on a UOP basis. In applying the UOP method, depreciation is normally calculated using the quantity of material extracted from the mine in the period as a percentage of the total quantity of material to be extracted in current and future periods based on proven and probable reserves and the portion of inferred resources where it is considered highly probable that those resources are expected to be extracted economically. The mineral properties at the Bolivar and Porco mines are depreciated on a straight-line basis over the term of the association contract with COMIBOL.
Assets within operations for which production is not expected to fluctuate significantly from one year to another or which have a physical life shorter than the related mine are depreciated on a straight line basis. PPE are depreciated over their useful life, or over the remaining life of the mine if shorter. The assets at the Bolivar and Porco mines are depreciated on a straight-line basis over the term of the association contract with COMIBOL. The major categories of property, plant and equipment are depreciated on a unit of production and/or straight-line basis as follows:
| ● | Land – not depreciated |
| ● | Mobile equipment – 2 to 11 years |
| ● | Buildings and plant facilities – 2 to 50 years |
| ● | Mining properties and leases including capitalized evaluation and development expenditures – UOP method |
| ● | Exploration and evaluation – not depreciated until mine goes into production |
| ● | Assets under construction – not depreciated until assets are ready for their intended use |
j) Exploration and evaluation assets
Exploration expenditures are incurred in the search for economic mineral deposits or the process of obtaining more information about existing mineral deposits and typically include costs associated with drilling, sampling, mapping and other activity related to the search for ore.
Evaluation expenditures are incurred to establish the technical and commercial viability of mineral deposits and typically include costs associated with determining optimal methods of extraction and metallurgical and treatment processes, permitting, and preparing economic evaluations.
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SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
Exploration expenditures are expensed as incurred. Evaluation expenditures are capitalized when management determines there is a high degree of confidence that future economic benefits will flow to the Company. Acquired exploration and evaluation projects and acquired exploration rights are recognized as assets at their cost of acquisition or at fair value if purchased as part of a business combination.
Capitalized exploration and evaluation expenditures are reclassified to mineral properties, plant and equipment, in accordance with Note 4(i), once the technical feasibility and commercial viability are demonstrated.
k) Impairment of non-current assets
The carrying amounts of long-lived assets are tested for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. If there are indicators of impairment, the recoverable amount of the asset is estimated in order to determine the extent of the impairment. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount and is recorded as an expense in the consolidated statement of comprehensive income (loss).
Where the asset does not generate independent cash inflows, the Company estimates the recoverable amount of the CGU to which the asset belongs.
If the recoverable amount of the asset or CGU is determined to be less than its carrying amount, the carrying amount of the asset or CGU is reduced to its recoverable amount and an impairment loss is recognized as an expense in the consolidated statements of earnings or loss. Recoverable amount is the higher of fair value less costs of disposal (“FVLCD”) and value in use (“VIU”).
FVLCD is determined as the amount that would be obtained from the sale of the asset or CGU in an arm’s length transaction between knowledgeable and willing parties. The Company considers the use of a combination of its internal discounted cash flow economic models and in-situ value of reserves, resources and exploration potential of each CGU for estimation of its FVLCD. These cash flows are discounted by an appropriate post-tax discount rate to arrive at a net present value of the asset. VIU is determined as the present value of the estimated cash flows expected to arise from the continued use of the asset or CGU in its present form and its eventual disposal. VIU is determined by applying assumptions specific to the Company’s continued use and does not take into account future development.
Impairment losses are evaluated for potential reversals when events or circumstances warrant such consideration. Where an impairment loss is subsequently reversed, the amount of such reversal is limited such that, the revised carrying amount of the asset or CGU does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset or CGU in the prior years. A reversal of an impairment loss is recognized into earnings immediately.
l) Leases
At inception of a contract, the Company assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. An identified asset may be implicitly or explicitly specified in a contract, but must be physically distinct, and must not have the ability for substitution by a lessor. The Company has the right to control an identified asset if it obtains substantially all of its economic benefits and either pre-determines, or directs how and for what purpose the asset is used.
At lease commencement, the Company recognizes a Right of Use Asset (“ROU Asset”) and a lease obligation. The ROU Asset is initially measured at cost, which comprises the initial amount of the lease obligation adjusted for any lease payments made at, or before, the commencement date, plus any initial direct costs incurred, less any lease incentives received.
The ROU Asset is subsequently amortized on a straight-line basis over the shorter of the term of the lease, or the useful life of the asset determined on the same basis as the Company’s property, plant and equipment. The ROU Asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease obligation.
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SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
The lease obligation is initially measured at the present value of lease payments remaining at the lease commencement date, discounted using the Company’s incremental borrowing rate. Lease payments included in the measurement of the lease obligation, when applicable, may comprise fixed payments, variable payments that depend on an index or rate, amounts expected to be payable under a residual value guarantee and the exercise price under a purchase, extension or termination option that the Company is reasonably certain to exercise.
The lease obligation is subsequently measured at amortized cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease obligation is remeasured, a corresponding adjustment is made to the carrying amount of the ROU Asset.
The Company has elected not to recognize ROU Assets and lease obligations for short-term leases that have a lease term of twelve months or less or for leases of low-value assets. Payments associated with these leases are recognized as an operating expense on a straight-line basis over the lease term within costs and expenses on the consolidated statement of income (loss) and comprehensive income (loss).
m) Provisions
Provisions are recognized when the Company has a present legal or constructive obligation as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate of the obligation can be made. The amount recognized as a provision is the present value of the expenditures expected to be required to settle the obligation using a pre-tax discount rate that reflects current market assessment of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognized as finance costs.
Decommissioning and restoration costs
Decommissioning and restoration provisions are measured at the expected value of future cash flows, discounted to their present value and determined according to the probability of alternative estimates of cash flows occurring for each operation. Discount rates used are specific to the underlying obligation.
When provisions for decommissioning and restoration are initially recognized, the corresponding cost is capitalized as a component of the cost of the related asset, representing part of the cost of acquiring the future economic benefits of the operation. The capitalized cost of decommissioning and restoration activities is recognized in property, plant and equipment and depreciated accordingly. The value of the provision is progressively increased over time as the effect of discounting unwinds, creating an expense recognized in finance expenses. Decommissioning and restoration provisions are also adjusted for changes in estimates. Those adjustments are accounted for as a change in the corresponding capitalized cost, except where a reduction in the provision is greater than the un-depreciated capitalized cost of the related assets, in which case the capitalized cost is reduced to nil and the remaining adjustment is recognized in the statement of income (loss) and comprehensive income (loss). In the case of closed sites, changes to estimated costs are recognized immediately in the statement of income (loss) and comprehensive income (loss). Changes to the capitalized cost result in an adjustment to future depreciation and finance charges. Adjustments to the estimated amount and timing of future decommissioning and restoration cash flows are a normal occurrence in light of the significant judgments and estimates involved.
The provision is reviewed at the end of each reporting period for changes to obligations, legislation or discount rates that impact estimated costs or lives of operations and adjusted to reflect current best estimate. The cost of the related asset is adjusted for changes in the provision resulting from changes in the estimated cash flows or discount rate and the adjusted cost of the asset is depreciated prospectively.
| 23 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
n) Share capital
The Company records proceeds from share issuances net of issue costs and any tax effects in equity. Common shares issued for consideration other than cash are valued based on their fair value on the date of issuance. Professional, consulting, regulatory, and other costs directly attributable to equity transactions are recorded as share issuance costs.
The Company follows the residual method with respect to the measurement of common shares and common share purchase warrants issued as private placement units. Proceeds from private placements are first allocated to the common shares contained in the units based on the market value of shares on the date of issuance, with any residual amount allocated to warrants in the units. If the proceeds are less than or equal to the estimated fair market value of the share issuance, a nil carrying amount is assigned to the warrants.
o) Share-based payments
Employees (including directors and officers) of the Company may receive a portion of their remuneration in the form of share-based awards, which include stock options (“Options”), restricted share units (“RSUs”), performance share units (“PSUs”), and deferred share units (“DSUs”). The fair value of the share-based awards is charged to the statement of income (loss) on a straight-line basis over the vesting period, after adjusting for the estimated number of awards that are expected to vest. The fair value of the share-based awards is determined at the date of grant.
The fair value of the stock options granted is determined using the Black-Scholes option pricing model at the date on which they were granted. Forfeitures are adjusted prospectively based on actual forfeitures. Share-based payments expense, for stock options that are forfeited or cancelled prior to vesting, is reversed. The costs of share-based payments are recognized, together with a corresponding increase in the equity reserve, over the period in which the services and/or performance conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (“the vesting date”). On exercise by the employee, the associated option value in the equity reserve is reclassified to share capital.
The fair value of the RSUs and DSUs granted is based on the value of the Company’s share price at the date of grant. Unless otherwise stated, the RSUs have a graded vesting schedule over the vesting period as set by the Board of Directors and can either be settled in cash or equity upon vesting at the discretion of the Company. DSUs vest immediately upon grant.
The fair value of PSUs is determined using a Monte Carlo valuation model at the date of grant.
In situations where equity instruments are issued to non-employees, the share-based payments are measured at the fair value of goods or services received, together with a corresponding increase in the equity reserve. If some or all of the goods or services received by the Company as consideration cannot be specifically identified, they are measured at the fair value of the share-based award.
p) Revenue
Revenue associated with the concentrate sales is recognized when control of the asset sold is transferred to the customer. Indicators of control transferring include an unconditional obligation to pay, legal title, physical possession, transfer of risk and rewards and customer acceptance. This generally occurs when the goods are delivered to a loading port, warehouse, vessel or metal account as contractually agreed with the buyer; at which point the buyer controls the goods. In cases where the Company is responsible for the cost of shipping and certain other services after the date on which control of the goods transfers to the customer, these other services are considered separate performance obligations and thus a portion of revenue earned under the contract is allocated and recognized as these performance obligations are satisfied.
The Company’s concentrate sales contracts with third-party buyers, in general, provide for a provisional payment based upon provisional assays and quoted metal prices. Final settlement is based on applicable commodity prices set on specified quotational periods, typically ranging from one month prior to shipment, and can extend to three months after the shipment arrives at the smelter and is based on average market metal prices. For this purpose, the transaction price can be measured reliably for those products, such as silver, zinc, lead and copper, for which there exists an active and freely traded commodity
| 24 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
market such as the London Metals Exchange and the value of product sold by the Company is directly linked to the form in which it is traded on that market.
Sales revenue is commonly subject to adjustments based on an inspection of the product by the customer. In such cases, sales revenue is initially recognized on a provisional basis using the Company’s best estimate of contained metal, and adjusted subsequently. Revenues are recorded under these contracts at the time control passes to the buyer based on the expected settlement period. Revenue on provisionally priced sales is recognized based on estimates of the fair value of the consideration receivable based on forward market prices and estimated quantities. At each reporting date provisionally priced metal is marked to market based on the forward selling price for the quotational period stipulated in the contract.
Variations between the price recorded at the date when control is transferred to the buyer and the actual final price set under the smelting contracts are caused by changes in metal prices resulting in the receivable being recorded at fair value through profit or loss (“FVTPL”).
IFRS 15 – Revenue from Contracts with Customers (“IFRS 15”) requires that variable consideration should only be recognized to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company concluded that the adjustments relating to the final assay results for the quantity and quality of concentrate sold are not significant and do not constrain the recognition of revenue.
Refining and treatment charges under the sales contracts are netted against revenue for sales of metal concentrate.
The Company recognizes deferred revenue in the event it receives payments from customers in consideration for future commitments to deliver metals and before such sale meets the criteria for revenue recognition. The Company recognizes amounts in revenue as the metals are delivered to the customer. The Company estimates the current portion of deferred revenue based on quantities anticipated to be delivered over the next twelve months.
q) Income taxes
Provision for income taxes consists of current and deferred tax expense. Income tax expense is recognized in profit or loss except to the extent that it relates to items recognized either in other comprehensive income (loss) or directly in equity, in which case it is recognized in other comprehensive income (loss) or in equity, respectively. Mining duties, taxes, royalties, and withholding taxes are treated and disclosed as current and deferred taxes if they have the characteristics of an income tax. This is considered to be the case when they are imposed by a government authority and the amount payable is calculated by reference to taxable income.
Current tax expense is the expected tax payable on the taxable income for the year, using tax rates and tax laws enacted or substantively enacted at the reporting date, adjusted for amendments to tax payable or recoverable with regards to previous years.
Deferred tax expense is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax expense is not recognized for temporary differences associated with the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable income or loss and temporary differences relating to investments in subsidiaries to the extent that it is probable that they will not reverse in the foreseeable future. Deferred tax expense is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date.
A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.
Deferred income tax assets and deferred income tax liabilities are offset only when there is a legally enforceable right to set off current tax assets against current income tax liabilities and when they relate to income taxes levied by the same taxation authority on the same taxable entity.
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SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
The Company’s operations involve dealing with uncertainties and judgments in the application of tax regulations in multiple jurisdictions. The final taxes paid are dependent upon many factors, including negotiations with tax authorities in various jurisdictions and resolution of disputes arising from tax audits. The Company recognizes potential liabilities and records tax liabilities for anticipated tax audit issues based on its estimate of whether, and the extent to which, additional taxes will be due. The Company adjusts these liabilities in light of changing facts and circumstances; however, due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company’s current estimate of the tax liabilities. If the Company’s estimate of tax liabilities proves to be less than the ultimate assessment, an additional charge to expense would result. If the estimate of tax liabilities proves to be greater than the ultimate assessment, a tax benefit would result.
r) Earnings (loss) per share
Basic earnings (loss) per share is calculated by dividing the net income (loss) available to common shareholders by the weighted average number of shares issued and outstanding during the year. For all periods presented, the net income (loss) available to common shareholders equals the reported income (loss). Diluted earnings (loss) per share is calculated using the treasury stock method. Under the treasury stock method, the weighted average number of common shares outstanding for the calculation of diluted earnings (loss) per share assumes that the proceeds to be received on the exercise of dilutive stock options and warrants are used to repurchase common shares at the average market price during the period. In the Company’s case, when a loss is incurred during the year, diluted and basic loss per share are the same because the effect on loss per share of potential issuance of shares under options and warrants would be anti-dilutive.
s) Financial instruments
Measurement – initial recognition
Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument. On initial recognition, all financial assets and financial liabilities are recorded at fair value, net of attributable transaction costs, except for financial assets and liabilities classified as at fair value through profit or loss (“FVTPL”). The directly attributable transaction costs of financial assets and liabilities classified as at FVTPL are expensed in the period in which they are incurred.
Subsequent measurement of financial assets and liabilities depends on the classifications of such assets and liabilities.
Classification of financial assets
Amortized cost
Financial assets that meet the following conditions are measured subsequently at amortized cost:
| ● | the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows, and |
| ● | the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. |
The amortized cost of most of the financial assets is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortization using effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. Interest income is recognized using the effective interest method. In accordance with the amortized cost method, revisions to estimated future cash flows result in adjustments to the carrying value of the financial asset, keeping the original effective interest rate unchanged. Revisions result in amounts recognized in income or loss.
The Company’s financial assets at amortized cost include cash and cash equivalents, receivables not arising from sale of metal concentrates, COMIBOL initial investment period CAPEX receivables, participation receivable from COMIBOL for interest in joint operation and other receivables in the Consolidated Statement of Financial Position.
| 26 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
FVTPL
By default, all other financial assets are measured subsequently at FVTPL.
The Company, at initial recognition, may also irrevocably designate a financial asset as measured at FVTPL if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise from measuring assets or liabilities or recognizing the gains and losses on them on different bases.
Financial assets measured at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognized in profit or loss to the extent they are not part of a designated hedging relationship. Fair value is determined in the manner described in Note 20. The Company’s financial assets at FVTPL include its trade receivables from provisional concentrate sales and marketable securities.
Financial liabilities and equity
Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs. Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.
Financial liabilities that are not contingent consideration of an acquirer in a business combination, held for trading or designated as FVTPL, are measured at amortized cost using the effective interest method. The Company’s financial liabilities at amortized cost primarily include trade and other payables, debt facilities and lease liabilities.
Financial assets at fair value through other comprehensive income (“FVTOCI”)
Elected investments in equity instruments at FVTOCI are initially recognized at fair value plus transaction costs. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTOCI are recognized in other comprehensive income (loss). The Company does not have any FVTOCI financial assets.
Impairment of financial assets at amortized cost
The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If, at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses.
Management has recognized negligible expected credit losses on the COMIBOL initial investment period CAPEX receivable balance because the company expects to fully utilize the receivables by offsetting amounts payable to COMIBOL for its 55% share of the Joint Operation.
The Company shall recognize in the consolidated statements of income (loss) and comprehensive income (loss), as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized.
| 27 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING POLICIES (continued)
t) New accounting standards and interpretations effective for the current year
Presentation of Financial Statements (Amendment to IAS 1)
The amendments to IAS 1, clarifies the presentation of liabilities with covenants. The classification of liabilities as current or non-current is based on contractual rights that are in existence at the end of the reporting period and is affected by expectations about whether an entity will exercise its right to defer settlement. A liability not due over the next twelve months is classified as non-current even if management intends or expects to settle the liability within twelve months. The amendment also introduces a definition of ‘settlement’ to make clear that settlement refers to the transfer of cash, equity instruments, other assets, or services to the counterparty. The amendment issued in October 2022 also clarifies how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. Covenants to be complied with after the reporting date do not affect the classification of debt as current or non-current at the reporting date. The amendments are effective for annual reporting periods beginning on or after January 1, 2024. The amendment was applied effective January 1, 2023, and did not have a material impact on the Company’s consolidated financial statements.
u) New accounting standards and interpretations not yet adopted
IFRS 18 - Presentation and Disclosure in Financial Statements
In April 2024, the IASB released IFRS 18 Presentation and Disclosure in Financial Statements. IFRS 18 replaces IAS 1 Presentation of Financial Statements while carrying forward many of the requirements in IAS 1. IFRS 18 introduces new requirements to: i) present specified categories and defined subtotals in the statement of earnings, ii) provide disclosures on management-defined performance measures (“MPMs”) in the notes to the financial statements, iii) improve aggregation and disaggregation. Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard. IFRS 18 requires retrospective application with specific transition provisions. The Company is required to apply IFRS 18 for annual reporting periods beginning on or after January 1, 2027 with early adoption permitted. The Company is currently evaluating the impact of IFRS 18 on its financial statements.
Lack of Exchangeability (Amendments to IAS 21)
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. The Company is currently evaluating the impact of this amendment.
| 28 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
5. MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS
Judgments that have the most significant effect on the amounts recognized in the Company’s consolidated financial statements are as follows:
Determination of functional currency
The functional currency for each of the Company’s subsidiaries is the currency of the primary economic environment in which the entity operates. Determination of functional currency involves certain judgments to determine the primary economic environment of an entity. The Company re-evaluates the functional currency of its entities when there is a change in events and conditions which previously determined the primary economic environment of an entity.
Interests in other entities
The Company applies judgment in determining the classification of its interest in other entities, such as (i) the determination of the level of control or significant influence held by the Company; (ii) the legal structure and contractual terms of the arrangement; (iii) concluding whether the Company has rights to assets and liabilities or to net assets of the arrangement; and (iv) when relevant, other facts and circumstances. The Company has determined that the association agreement with COMIBOL represents a joint operation. All other interests, excluding marketable securities, in other entities have been determined to be subsidiaries as described in IFRS 10, “Consolidated Financial Statements.”
Collectability and classification of value added tax (“VAT”) receivable
VAT receivable is collectible from the governments of Mexico and Bolivia. The collection of VAT is subject to risk due to the complex application and collection process and, therefore, risk related to the collectability and timing of payment from the Mexican and Bolivian governments. The Company uses the facts known at the time and its historical experience to determine its best estimate of the collectability and timing of these recoveries. Changes in the assumptions regarding collectability and the timing of collection could impact the valuation and classification of VAT receivable.
Impairment, or impairment reversal, of MPPE and goodwill
There is significant judgment involved in assessing whether any indications of impairment of MPPE and goodwill, or impairment reversal of MPPE, with consideration given to both external and internal sources of information. Information the Company considers include changes in the market, economic and legal environment in which the Company operates that are not within its control that affect the recoverable amount of mining interests. Internal sources of information include the manner in which mineral property, plant and equipment are being used or are expected to be used and indications of the economic performance of the assets. Estimates include but are not limited to estimates of the discounted future after-tax cash flows expected to be derived from the Company’s mining properties, costs to sell the mining properties and the appropriate discount rate. Changes in metal price forecasts, increases or decreases in estimated future costs of production, increases or decreases in estimated future capital costs, reductions or increases in the amount of recoverable mineral reserves and mineral resources and/or adverse or favorable current economics can result in a write-down or write-up of the carrying amounts of the Company’s mining interests.
Key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are:
Revenue recognition
Revenue from the sale of concentrate to independent smelters is recognized when control of the asset sold is transferred to the customer. The Company’s concentrate sales contracts with third- party buyers, in general, provide for a provisional payment based upon provisional assays and quoted metal prices. Final settlement is based on applicable commodity prices set on specified quotational periods, typically ranging from one to three months following scheduled delivery and is based on average market metal prices. Sales revenue is commonly subject to adjustments based on an inspection of the product by the customer. In such cases, sales revenue is initially recognized on a provisional basis using the Company’s best estimate of contained metal, and adjusted subsequently. Revenues are recorded under these contracts at the time control passes to the buyer based on the expected settlement period.
| 29 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
5. MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS (continued)
Revenue on provisionally priced sales is recognized based on estimates of the fair value of the consideration receivable based on forward market prices and estimated quantities. At each reporting date provisionally priced metal is marked to market based on the forward selling price for the quotational period stipulated in the contract. Variations between the price recorded at the date when control is transferred to the buyer and the actual final price set under the smelting contracts are caused by changes in metal prices resulting in the receivable being recorded at FVTPL. In a period of high price volatility, as experienced under current economic conditions, the effect of mark-to-market price adjustments related to the quantity of metal which remains to be settled with independent smelters could be significant.
For changes in metal quantities upon receipt of new information and assay, the provisional sales quantities are adjusted.
Mineral resource estimate
The lives of operating mines are determined from the tonnes of mineralized material or ore that are available to be extracted at the end of each reporting period. The Company initially estimates the tonnes of mineralized material or ore available based on either the findings of qualified, independent mining professionals or the findings of its own technical staff. These estimates are updated from time to time as additional technical and economic information becomes available.
Factors that impact the computation of tonnes of mineralized material or ore available include the geological data on the size, depth, and shape of the mineralized deposit or ore body, the prevailing and expected market price for the underlying metals to be extracted, and the expected costs to extract and process the mined material. Changes in the mineable tonnes of mineralized material or ore available may impact the carrying values of mine properties, exploration and evaluation properties, property, plant and equipment, decommissioning and restoration provision, and result in changes in the recognition of deferred tax amounts in addition to changes in the recognition of depreciation and depletion.
Depreciation and amortization rates for MPPE
Depreciation and amortization expenses are allocated based on assumed asset lives and depreciation and amortization rates. Should the asset life or depreciation rate differ from the initial estimate, an adjustment would be made in the consolidated statement of income (loss) prospectively. A change in the mineral resource estimate for assets depreciated using the units of production method would impact depreciation expense prospectively.
Estimation of decommissioning and reclamation costs and the timing of expenditures
The cost estimates are updated annually during the life of a mine to reflect known developments, (e.g. revisions to cost estimates and to the estimated lives of operations), and are subject to review at regular intervals. Decommissioning, restoration and similar liabilities are estimated based on the Company’s interpretation of current regulatory requirements, constructive obligations and are measured at the best estimate of expenditures required to settle the present obligation of decommissioning, restoration or similar liabilities that may occur upon decommissioning of the mine at the end of its productive life. The carrying amount is determined based on the net present value of estimated future cash expenditures for the settlement of decommissioning, restoration or similar liabilities that may occur upon decommissioning of the mine. Such estimates are subject to change based on changes in laws and regulations and negotiations with regulatory authorities. Refer to Note 15 for details on decommissioning and restoration costs.
Income taxes and recoverability of deferred tax assets
In assessing the probability of realizing income tax assets recognized, the Company makes estimates related to expectations of future taxable income, applicable tax planning opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, the Company gives additional weight to positive and negative evidence that can be objectively verified.
Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. The Company considers relevant tax planning opportunities that are within the Company’s control, are feasible and within management’s ability to implement. Examination by applicable tax authorities is supported based on individual facts and circumstances of the relevant tax position examined in light of all available evidence. Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets recognized. Also, future changes in tax
| 30 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
5. MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS (continued)
laws could limit the Company from realizing the tax benefits from the deferred tax assets. The Company reassesses unrecognized income tax assets at each reporting period. Refer to Note 20 for further discussion on income taxes.
Provisions and contingencies
Due to the size, complexity and nature of the Company’s operations, various legal and tax matters are outstanding from time to time. In the event the Company’s estimates of the future resolution of these matters change, the Company will recognize the effects of the changes in its consolidated financial statements on the date such changes occur.
Measurement of contingent consideration liability
The consideration payable includes a contingent value rights (CVR) component that is contingent upon the Zinc price reaching a minimum market price of Zinc which if met triggers a payment. CVR payments are based on the average LME zinc price for each calendar month. Therefore, the payoff on the CVR is “path-dependent”, the ultimate amount paid depends on the price of the underlying over time. Additionally, commodity prices exhibit mean reversion, whereby asset prices tend to move back toward their long-term average over time. A valuation approach capable of capturing the path-dependent and mean reversion feature is therefore required.
The Monte Carlo Simulation is a commonly used approach to model securities with path-dependent payoffs and Mean reversion features. Monte Carlo Simulation uses random sampling techniques based on continuous time Stochastic processes to generate a large number of possible, but random, asset price paths. In each Individual price path, the payoff of the security can be calculated based on the average zinc price relative to The Base Price. These payoffs are then discounted to the Valuation Date and averaged to determine the fair Value of the CVR.
Uncertainty of timing of cash flows for the COMIBOL initial investment period CAPEX receivable
The initial investment period CAPEX receivable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMBIOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement.
The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective interest rate at inception resulting in recognizing a gain or loss on the re-estimation of cash flows related to the CAPEX receivable.
Measurement of residual value of Illapa Joint Operation’s assets
The company has recognized a non-depletable mineral properties asset that represents the residual value of the Illapa Joint Operation’s assets. The residual value is derived from the amount the company expects to receive as compensation from COMIBOL when it transfers the property, plant and equipment from the Illapa Joint Operation at the end of the agreement in 2028. Since the amount that will ultimately be received at the end of the agreement will vary depending on the actual CAPEX investment made and the actual payable amount according to an appraisal process, each period management will assess its estimation of the amount receivable, and the difference between the initial carrying value and the revised carrying value will be recorded as a prospective adjustment to depreciation expense of MPPE so that at the end of the agreement, the ending value of MPPE will be equal to the amount receivable from COMIBOL.
| 31 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
6. TRADE AND OTHER RECEIVABLES
A summary of the Company’s trade and other receivables is as follows:
December 31, 2024 |
December 31, 2023 Restated Note 3 |
January
1, Restated Note 3 | |
| $ | $ | ||
| Trade receivables | 17,402 | 9,836 | 25,075 |
| COMIBOL contract prepayment | 2,395 | 2,395 | - |
| COMIBOL initial investment period CAPEX receivable (note 6(a)) | 21,158 | 20,100 | 21,617 |
| Uncertain income tax position receivable (note 18(c)) | 15,226 | 6,736 | - |
| VAT receivable | 73,320 | 69,132 | 62,870 |
| Participation receivable from COMIBOL for interest in joint operation (note 6(b)) | - | - | 7,644 |
| Other receivables | 909 | 359 | 2,156 |
| Balance, end of period | 130,410 | 108,558 | 119,362 |
| Less: current portion | 99,854 | 66,752 | 99,104 |
| Non-current portion | 30,556 | 41,806 | 20,258 |
| a) | COMIBOL initial investment period CAPEX receivable |
The COMIBOL initial investment period CAPEX receivable is a reimbursement of 22.5% of a pre-defined amount of capital investments made by the Company from 2012 to 2019 in the Illapa Joint Operation. The refundable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMBIOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement. The classification between current and non-current has been made based upon management’s best estimate of when the receivable will be used to offset future payments to COMIBOL for its 55% interest.
The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective rate at acquisition resulting in recognizing a gain or loss on the re-estimation of cash flows related the CAPEX receivable.
| b) | Participation receivable from COMIBOL for interest in joint operation |
The net participation receivable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement, such transactions are recorded as receivables where there is a net amount due from COMIBOL.
| 32 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
7. INVENTORIES
A summary of the Company’s inventories is as follows:
December 31, 2024 |
December 31, 2023 Restated Note 3 |
January 1, 2023 Restated Note 3 | |
| $ | $ | ||
| Mineralized material stockpiles | 7,062 | 6,288 | 542 |
| Concentrate inventory | 11,256 | 13,131 | 12,834 |
| Supplies inventory | 14,119 | 13,869 | 16,361 |
| Total | 32,437 | 33,288 | 29,737 |
During the year ended December 31, 2024, the inventory recognized as cost of sales was $206,055, respectively (2023 -$199,432 respectively), which includes production costs directly attributable to the inventory production process.
During the year ended December 31, 2024, the Company recognized through cost of sales a net realizable value write-off of inventory for $nil, respectively (2023 - $867, respectively).
| 33 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
8. MINERAL PROPERTIES, PLANT AND EQUIPMENT
A summary of the Company’s Mineral Properties, Plant and Equipment is as follows:
| Depletable mineral properties | Exploration and evaluation |
Plant and equipment |
Total | ||
| $ | $ | $ | $ | ||
| Cost | |||||
| Balance, January 1, 2023 (Restated) | 63,639 | 12,189 | 109,227 | 185,055 | |
| Additions | 12,123 | - | 10,013 | 22,136 | |
| Change in decommissioning and restoration costs (note 13) | 2,292 | - | - | 2,292 | |
| Impairment | (7,594) | - | (8,566) | (16,160) | |
| Disposals | - | - | (144) | (144) | |
| Adjustments | (905) | - | 573 | (332) | |
| Balance, December 31, 2023 (Restated Note 3) | 69,555 | 12,189 | 111,103 | 192,847 | |
| Additions | 15,194 | - | 7,425 | 22,619 | |
| Change in decommissioning and restoration costs (note 13) | 1,752 | - | - | 1,752 | |
| Disposals | - | - | (2,721) | (2,721) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Accumulated depreciation and impairment | |||||
| Balance, January 1, 2023 (Restated) | 8,210 | - | 17,365 | 25,575 | |
| Depletion, depreciation and amortization | 9,555 | - | 16,404 | 25,959 | |
| Disposals | - | - | (120) | (120) | |
| Adjustments | (905) | - | 573 | (332) | |
| Balance, December 31, 2023 (Restated Note 3) | 16,860 | - | 34,222 | 51,082 | |
| Depletion, depreciation and amortization | 3,933 | - | 15,773 | 19,706 | |
| Disposals | - | - | (1,024) | (1,024) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 50,013 | - | 48,971 | 98,984 | |
| Cost as at December 31, 2023 | 69,555 | 12,189 | 111,103 | 192,847 | |
| Accumulated depreciation and impairment | 16,860 | - | 34,222 | 51,082 | |
| Carrying value - December 31, 2023 (Restated Note 3) | 52,695 | 12,189 | 76,881 | 141,765 | |
| Cost as at December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Accumulated depreciation and impairment | 50,013 | - | 48,971 | 98,984 | |
| Carrying value – December 31, 2024 | 65,708 | 12,189 | 66,836 | 144,733 |
As at December 31, 2024, the Company’s plant and equipment included right-of-use assets with a carrying amount of $2,395 for leased mining equipment (December 31, 2023 - $3,734). Depreciation on the right of use assets for the year ended December 31, 2024 was $677 (2023 - $359).
| 34 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
8. MINERAL PROPERTIES, PLANT AND EQUIPMENT (continued)
Impairment assessment of Mineral Properties, Plant and equipment and Goodwill
In accordance with the Company’s accounting policies, the Company assesses its CGUs for indicators of impairment or impairment reversal at each period-end. Judgement is applied in assessing whether certain facts and circumstances are indicators of impairment or reversal of impairment, and accordingly, require an impairment test to be performed. The Company considers both external and internal sources of information in assessing whether there are any indications that its assets or CGUs may be impaired or may require a reversal of impairment. The primary external factors considered are changes in estimated long-term metal prices, changes in laws and regulations and the Company’s market capitalization relative to its net asset carrying amount. The primary internal factors considered are the performance of its CGUs against expectations, changes in mineral reserves and resources, life of mine plans and exploration results.
If indicators of impairment exist for any CGU, those CGUs are tested for impairment. In general, the CGU carrying amount includes the carrying value of the MPPE and goodwill, less deferred tax liabilities and decommissioning and restoration provision related to each CGU. For CGUs that have allocated goodwill, the CGUs are tested for impairment annually.
In the fourth quarter of 2023 and 2024, the Company’s market capitalization was below the carrying value of its net assets, which triggered an impairment test for all CGUs in each year.
The Company performed an impairment analysis in 2023 and 2024 for all of its CGUs and the following impairment charges were recognized:
| Year ended December 31, | ||
| 2024 | 2023 Restated Note 3 | |
| $ | $ | |
| Bolivar | - | 13,830 |
| Porco | - | 8,802 |
| Impairment charge recognized | - | 22,632 |
| Impairment charge allocated to Goodwill (Bolivar) | - | 6,742 |
| Impairment charge allocated to MPP&E | - | 16,160 |
The Company also performed an annual impairment test of the goodwill recognized upon acquisition as at December 31, 2023 and December 31, 2024. The goodwill that was allocated to the Caballo Blanco and San Lucas Groups CGUs was not impaired because their CGUs’ carrying values were greater than the recoverable amounts. In 2023 when the impairment charge to Bolivar was recognized, $7,466 was applied against goodwill and the remaining $6,364 was applied against the MPPE of Bolivar.
A summary of the Company’s Goodwill and allocation to each CGU is as follows:
December 31, 2024 |
December
31, 2023 Restated Note 3 |
January
1, 2023 Restated Note 3 | |
| $ | $ | $ | |
| Bolivar | - | - | 7,466 |
| Caballo Blanco Group (Tres Amigos mine) | 2,963 | 2,963 | 2,962 |
| San Lucas Group | 12,503 | 12,503 | 11,510 |
| Goodwill | 15,466 | 15,466 | 21,938 |
| 35 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
8. MINERAL PROPERTIES, PLANT AND EQUIPMENT (continued)
Bolivar & Porco Impairment charges
When the impairment charge was recognized in 2023, the recoverable amount for the Bolivar CGU ($31,182) and Porco CGU ($-nil) was determined by applying a fair value less cost of disposal methodology based on future after-tax cash flows expected to be derived from the CGU discounted with after-tax weighted average cost of capital (“WACC”) of 10.2%, a Level 3 fair value estimate. The projected cash flows used in impairment testing are significantly affected by changes in assumptions for metal prices, estimated quantities of mineral reserves and resources, production costs estimates, capital expenditure estimates, and discount rates.
For the year ended December 31, 2023 and 2024, the Company’s impairment testing incorporated the following key assumptions:
Pricing assumptions:
| December 31, 2024 | December 31, 2023 | |||
| 2024-2027 Average | 2028 and long-term | 2024-2027 Average | 2028 and long-term | |
| Zinc price per tonne | $2,757 | $2,770 | $2,676 | $2,601 |
| Silver price per ounce | $30.79 | $27.29 | $23.81 | $22.71 |
Additional Bolivar and Porco specific assumptions affecting the recoverable amount assessment:
| ● | Discount rate applied to future cash flows is based on a WACC adjusted for specific risks for the Porco & Bolivar CGUs; |
| ● | The future cash flows are based on the updated life-of-mine (“LOM”) plan which reflects the updated mineral resource and reserves estimate and the corresponding capital expenditures to sustain production; |
| ● | Mining operations are expected to continue to the end of 2028, equal to the end of the association contract with COMIBOL (i.e. assume no extension of the contract). |
9. TRADE PAYABLES AND ACCRUED LIABILITIES
A summary of the Company’s trade payables and accrued liabilities is as follows:
December 31, 2024 |
December 31, 2023 Restated Note 3 |
January 1, 2023 Restated Note 3 | |
| $ | $ | $ | |
| Trade payables | 32,332 | 40,777 | 59,865 |
| COMIBOL contract obligations (note 9 (a)) | 8,608 | 10,608 | 10,608 |
| Accrued liabilities | 8,997 | 7,886 | 7,576 |
| Balance, end of period | 49,937 | 59,271 | 78,049 |
| Less: current portion | 41,329 | 55,853 | 74,631 |
| Non-current portion | 8,608 | 3,418 | 3,418 |
| a) | COMIBOL contract obligations |
COMIBOL contract obligations represent the Company’s obligation to pay its portion of committed funding related to the investment of inventories and fixed assets made prior to 2013 under the previous contract of $5,631, and COMIBOL’s share of the VAT receivable of $2,976 (all of which classified as non-current).
| 36 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
10. CONSIDERATION PAYABLE
On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”).
On May 10, 2023, the Company signed amendments to the SPA (“Amended SPA”) that impacted the timing of the repayments of the deferred cash consideration and timing of payment of certain VAT amounts collected by the Company which generated a gain on adjustment to consideration payable of $933 in the year-ended December 31, 2023.
On March 28, 2024, the Company entered into a binding term sheet (the “Term Sheet”) with Glencore to amend the SPA, Amended SPA and certain transaction documents in connection with the Acquisition. On October 3, 2024, the Company entered into a definitive omnibus agreement under the terms established in the Term Sheet.
The following table summarizes the consideration payable to Glencore.
December 31, 2024 |
December 31, 2023 | |
| $ | $ | |
| Base purchase price (note 10(a)) | 34,625 | - |
| Contingent value rights (note 10(b)) | 10,158 | - |
| Deferred cash consideration (note 10(c)) | - | 91,619 |
| Royalties payable (note 10(c)) | - | 15,102 |
| Other payables (note 10(c)) | - | 56,267 |
| Balance, end of period | 44,783 | 162,988 |
| Less: current portion | 10,000 | 49,637 |
| Non-current portion | 34,783 | 113,351 |
| a) | Base purchase price |
Subject to the Acceleration Option (as defined below), the Company will pay up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time, such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
As at the date of the Term Sheet the fair value of the BPP was estimated using a discounted cash flow method to calculate the net present value of the expected cash flows. The initial recognition of the liability used a discount rate of 20% based on various qualitative and quantitative considerations.
The Company performed a valuation exercise as at December 31, 2024 and determined a fair value of the BPP of $40,813, net of a fair value of approximately $6,188 related to the fair value of the Acceleration Option.
On March 20, 2025 the Company paid Glencore $10,000 and an additional payment of $7,500 was made on May 6, 2025, these are the part of a series of payments to be made to repay $40,000 prior to November 1, 2025 in order to exercise the accelerated payment option.
| b) | Contingent value rights & Additional Payments |
The Company granted to Glencore a contingent value right (the “CVR”) whereby the Company will pay Glencore a monthly payment of $1,333 (the “CVR Payment”), subject to a total cap of $77,700 (the “Valuation Cap”), in the event that in any calendar month after the date the parties enter into the Term Sheet, the average London Metal Exchange (“LME”) spot price of zinc (or the highest open hedge price if the Hedging Option (as defined below) has been exercised) in the calendar month is at least $3,850 per tonne (the “Base Price”). The CVR Payment will increase by $83 for each increase of $100 per tonne above the Base Price and up to a price of $5,049.99 per tonne.
| 37 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
10. CONSIDERATION PAYABLE (continued)
In addition to the CVR Payment, in the event the average LME spot price of zinc (or the highest open hedge price if the Hedging Option has been exercised) in a calendar month is at least $5,050 per tonne (the “Additional Payment Price”), the CVR Payment will increase by $83 for each increase of $100 per tonne above the Additional Payment Price and the Company will pay Glencore a monthly payment of $83 as a Bonus Payment that will increase by $83 for each increase of $100 per tonne above the Additional Payments Price. The Bonus Payment is not considered as part of the CVR Payment.
Upon the occurrence of the monthly average zinc LME spot price exceeding the Base Price, Glencore can require the Company to hedge a limited amount of zinc production from its Bolivian mining operations (so long as the hedging price would exceed the Base Price) subject to certain conditions (the “Hedging Option”).
The CVR and Additional Payments will be effective from the date of the Term Sheet until the earlier of December 31, 2032 and the date the Valuation Cap is reached. The Additional Payments and the Hedging Option will terminate once the Company is no longer obligated to make CVR Payments.
The fair value at the initial recognition of the CVR was calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price ($2,974 per tonne), the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.
The Company performed a valuation exercise as at December 31, 2024 and determined a fair value of the CVR of $10,158. The loss on the change in fair value from the initial recognition was $4,786 for the year-ended December 31,2023 and $13,472 for the year-ended December 31, 2024, this loss was recorded as a Finance Cost (Note 17).
| c) | Deferred cash consideration, royalties payable and other payables |
Prior to the Term Sheet, the Company had $164,566 in consideration payable accounted for as deferred cash consideration, royalties payable and other payables from the profits on sale of inventory and payment of certain VAT amounts. As a result of entering into the term sheet as described above, the Company determined that the contractual change was an extinguishment of the previous liabilities and recognized the base purchase price, CVR and additional payment obligations at their fair value which resulted in a gain of $133,255.
The following table summarizes the details of the consideration payable to Glencore and when the previous consideration payable liabilities were considered extinguished and the new consideration was recognized at fair value at inception resulting in a gain on modification:
BPP (a) |
CVRs (b) |
Deferred cash consideration (c) |
Royalties payable (c) |
Other payables (c) |
Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, January 1, 2023 | - | - | 85,464 | 18,157 | 57,916 | 161,537 |
| Accretion (Note 17) | - | - | 3,839 | 901 | 1,497 | 6,237 |
| Gain on adjustment to consideration payable | - | - | 2,316 | 121 | (3,370) | (933) |
| Loss on change in fair value of consideration payable | - | - | - | (4,077) | 224 | (3,853) |
| Balance, December 31, 2023 | - | - | 91,619 | 15,102 | 56,267 | 162,988 |
| Less: current portion | - | - | 26,132 | 5,987 | 17,518 | 49,637 |
| Non-current portion | - | - | 65,487 | 9,115 | 38,749 | 113,351 |
| Balance, December 31, 2023 | - | - | 91,619 | 15,102 | 56,267 | 162,988 |
| Accretion (Note 17) | - | - | 976 | 18 | 584 | 1,578 |
| Gain on adjustment to consideration payable | 29,925 | 1,386 | (92,595) | (15,120) | (56,851) | (133,255) |
| Loss on change in fair value of consideration payable | 4,700 | 8,772 | - | - | - | 13,472 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Less: current portion | 10,000 | - | - | - | - | 10,000 |
| Non-current portion | 24,625 | 10,158 | - | - | - | 34,783 |
| 38 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
11. LOANS PAYABLE
A summary of the Company’s loans payable is as follows:
| Bank
facilities (a) |
Bank
loan (b) |
Trafigura loan facility (c) | Other loans payable (d) | Total | |
| $ | $ | $ | $ | $ | |
| Balance, January 1, 2023 | 10,123 | 1,822 | 8,496 | 1,132 | 21,573 |
| Proceeds advanced | 32,057 | - | - | - | 32,057 |
| Accretion | - | - | 693 | - | 693 |
| Interest expense | 537 | - | 781 | - | 1,318 |
| Repayment with cash | (31,390) | (1,822) | (4,472) | (182) | (37,866) |
| Balance, December 31, 2023 | 11,327 | - | 5,498 | 950 | 17,775 |
| Less: Current portion | 11,327 | - | 5,498 | 202 | 17,027 |
| Non-current portion | - | - | - | 748 | 748 |
| Balance, December 31, 2023 | 11,327 | - | 5,498 | 950 | 17,775 |
| Proceeds advanced | 58,192 | - | - | 1,026 | 59,218 |
| Accretion | - | - | 547 | - | 547 |
| Interest expense | 830 | - | 658 | - | 1,488 |
| Repayment with cash | (55,558) | - | (2,669) | (1,232) | (59,459) |
| Balance, December 31, 2024 | 14,791 | - | 4,034 | 744 | 19,569 |
| Less: Current portion | 14,791 | - | 1,423 | 218 | 16,432 |
| Non-current portion | - | - | 2,611 | 526 | 3,137 |
| a) | Bank facilities |
The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOL 54,984 ($7,900) with a fixed interest rate of 6.0% per annum, which is comprised of 1) a revolving credit facility of BOL 7,000 ($1,006) for the financing of mining operations and working capital; and 2) a “loan guarantee” credit facility of BOL 6,264 ($900) for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. In Bolivia, companies have the option to receive VAT refunds in advance of the audit process being completed if a loan guarantee for the refund amount is provided. The BOL 54,984 ($7,900) total credit facility is secured by certain real estate assets in Bolivia.
The BOL 48,720 ($7,000) revolving credit facility for working capital purposes can be drawn down at BOL 34,800 ($5,000) increments and automatically rolls over at maturity once fully repaid. As at December 31, 2024, BOL 48,720 ($7,000) (December 31, 2023 – BOL 34,800 ($5,000), was drawn down from this credit facility.
As at December 31, 2024, 2,415 BOL ($347 USD) of the BOL 6,264 ($900 USD) loan guarantee credit facility was used to provide collateral to the Bolivian government on VAT refunds received (December 31, 2023 – BOL $1,002 ($144 USD)).
The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOL 52,332 ($7,519). The credit facility has a weighted average fixed interest rate of 6.0% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%. As at December 31, 2024, BOL 52,332 ($7,519) (December 31, 2023 - BOL 42,622 ($6,124)) was drawn down on the credit facility and $nil (December 31, 2023 - BOL 988 ($142)) was used on the loan guarantee. The credit facility has varying maturity dates between January 2025 and June 2025. The loan guarantee is used for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. All credit facilities are denominated in Bolivian Bolivianos.
| 39 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
11. LOANS PAYABLE (continued)
| b) | Bank loan |
The Company had an interest-bearing non-renewable loan with Banco BISA S.A. at a fixed interest rate of 5.50% per annum with quarterly principal repayments of 4,287 BOL ($616) plus accrued interest. The loan was obtained for the financing of capital expenditures and is secured by the Porco processing plant. The principal balance outstanding as at December 31, 2023, was $nil as the loan matured on December 20, 2023.
| c) | Trafigura loan facility |
On April 23, 2021, in connection with the acquisition of Zimapan, Trafigura Mexico, S.A. de C.V. (“Trafigura”) loaned the Company $17,616 under a new loan facility (“Trafigura Loan Facility”), which included the recapitalization of $2,616 of indebtedness outstanding under the 2020 Facility in addition to the new $15,000 loan amount. The Trafigura Loan Facility is denominated in $USD and is for a period of 42 months at an annual interest rate of 1-month SOFR + 6.5%, approximately 10.99 % (approximately 12.23% as at December 31, 2023), repayable in monthly installments of principal plus accrued interest for the respective period.
The Trafigura Loan Facility is secured by a first charge over all Zimapan Mine assets and all other material rights and properties owned by Carrizal Mining. In addition, the Company issued to Trafigura 28,000,000 warrants (“Trafigura Warrants”), each Trafigura Warrant exercisable into a Santacruz common share at C$0.395 per share, for a period of 12 months with respect to 7,280,000 of the Trafigura Warrants and 42 months with respect to the remaining 20,720,000 Trafigura Warrants. As at December 31, 2024, a total of 13,280,000 Trafigura Warrants were exercised for gross proceeds to the Company of $4,049 (C$5,246) (December 31, 2023 - 13,280,000 warrants for proceeds of $4,049 (C$5,246)). On October 24, 2024 the 14,720,000 Trafigura Warrants expired unexercised.
The Trafigura Loan Facility was initially measured at a fair value of $13,795, which has been classified as a financial liability, and is subsequently measured at amortized cost, which is being accreted to the principal amount over the term of the Trafigura Loan Facility at an effective interest rate of 21.66%. The fair value of the Trafigura Warrants at the time of issuance was determined to be $3,821, being the residual amount of the total Trafigura Loan Facility after deducting its fair value.
Pursuant to the Trafigura Loan Facility, Trafigura will have the right to offset payments owing by Trafigura to Carrizal Mining and/or its affiliates under existing commodity purchase and sale agreements against payments owing by Carrizal Mining to Trafigura under the Trafigura Loan. No offsets were made as of December 31, 2024.
In the fourth quarter of 2023, the Company was granted a principal repayment holiday period from September 2023 to March 2024, effectively extending the Trafigura Loan Facility maturity date from November 2024 to May 2025. In September 2024 the Company paid $2,700 to Trafigura which covered $1,933 of principal and $767 of accrued interest and entered into a new amended and restated agreement to settle the outstanding principal amount of $4,156. The amended agreement is the same annual interest rate as the original agreement (1-month SOFR + 6.5%) and is for a period of 36 months, ending on October31, 2027 repayable in monthly installments of principal plus accrued interest for the respective period.
The Company is fully compliant with all financial covenants stipulated in the agreement; however, it did not meet the requirement to deliver its annual financial statements by April 30, 2025, due to delays in the issuance of the audited reports. Trafigura has granted a formal waiver, confirming that the delayed submission of the financial statements does not constitute a breach of covenants.
| 40 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
11. LOANS PAYABLE (continued)
| d) | Other loans payable |
In the fourth quarter of 2022, the Company entered into contracts to sell trucks and machinery, and the net proceeds totaled $1,310. The Company subsequently leased the trucks and machinery back from the counterparty for a period of five years at a financing charge of 10.0% per annum, and is required to make quarterly lease payments plus accrued interest.
As the contracts provide the Company the right to repurchase the trucks and machinery at the end of the term for their residual value of 1%, the Company has an irrevocable right to repurchase the assets, and control of the assets did not transfer to the counterparty. Hence, these contracts are accounted for as financing transactions in accordance with IFRS 9 - Financial Instruments, rather than as sale and leaseback transactions under IFRS 16 - Leases.
In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. As at December 31, 2024, the financial liability was $745 (December 31, 2023 - $950). No interest expense was accrued as it was immaterial.
| e) | Promissory notes |
On February 20th, 2025 the Company completed an offering of $70,000 BOB ($10,057) in promissory notes under its San Lucas Promissory Notes Issuance program. The San Lucas Promissory Notes Issuance program allows the Company to issue up to $140,000 BOB ($20,115) in the Bolivian Stock market (Bolsa Boliviana de Valores). The notes are denominated in Bolivian Bolivianos and have a 6.25% interest rate and a maturity date of February 15th, 2026 and are unsecured.
| f) | Bonds |
On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in $USD or Bolivian Bolivianos. As at December 31, 2024, no bonds have been issued under the program.
| 41 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
12. OTHER LIABILITIES
A summary of the Company’s other liabilities is as follows:
December 31, 2024 |
December
31, 2023 (Restated Note 3) |
January
1, 2023 (Restated Note 3) | |
| $ | $ | ||
| Post Employment Benefits (note 12(a)) | 10,236 | 12,631 | 10,268 |
| Deferred revenue (note 12(b)) | - | 3,615 | 6,397 |
| Lease liability | 650 | 1,998 | 1,561 |
| Bolivia uncertain tax position financing arrangement (note 18(c)) | 5,974 | - | - |
| Other taxes payable (note 12(c)) | 6,976 | 11,511 | 5,003 |
| Long-term portion of current income taxes payable | 1,503 | 10,238 | 9,001 |
| Participation payable to COMIBOL for interest in joint operation (note 12(d)) | 8,977 | 5,646 | - |
| Other liabilities | 1,714 | 718 | 352 |
| Balance, end of the period | 36,030 | 46,357 | 32,582 |
| Less: current portion | 13,522 | 14,401 | 12,666 |
| Non-current portion | 22,508 | 31,956 | 19,916 |
| a) | Post-employment benefits |
As at December 31, 2024, the Company recognized a provision of $1,473 ($1,510 as at December 31, 2023) for payments that must be made to employees upon termination of employment which is required by Mexican labour legislation. A provision of $8,763 ($11,121 as at December 31, 2023) has been recognized in Bolivia which entitles employees to receive a payment after five years of employment, if the employee resigns or is terminated before the 5-year period they are entitled to receive the amount accrued at the time of separation. Based on expected employee turnover, these provisions are considered non-current.
| b) | Deferred revenue |
Deferred revenue represents the amount of funds for which the Company has received as advance payments for concentrate sales from its customers prior to satisfying the performance obligations under IFRS 15 – Revenue from Contracts with Customers to recognize the receipt as revenue.
| c) | Other taxes payable |
Other taxes payable includes amounts payable to the Mexican and Bolivian tax authorities for miscellaneous taxes such as payroll taxes, withholding taxes, VAT payables and income taxes from prior periods which are being paid under an installment plan.
| d) | Participation payable to COMIBOL for interest in joint operation |
The net participation payable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement, such transactions are recorded as liabilities where there is a net amount payable to COMIBOL.
| 42 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
13. DECOMMISSIONING AND RESTORATION PROVISION
The Company has an obligation to undertake decommissioning, restoration, rehabilitation and environmental work when environmental disturbance is caused by the development and ongoing production of a mining operation. Movements in decommissioning liabilities during the years ended December 31, 2024 and 2023 are allocated as follows:
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group |
Zimapan | Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, January 1, 2023 (Restated Note 3) | 3,529 | 5,278 | 4,716 | 2,533 | 4,562 | 20,618 |
| Change in estimate | (263) | (77) | 1,356 | 148 | 1,038 | 2,202 |
| Reclamation work performed | (287) | (97) | (141) | (1) | - | (526) |
| Accretion | 126 | 192 | 161 | 93 | 465 | 1,037 |
| Foreign exchange gain | - | - | - | - | 176 | 176 |
| Balance, December 31, 2023 (Restated Note 3) | 3,105 | 5,296 | 6,092 | 2,773 | 6,241 | 23,507 |
| Less: current portion | 305 | 435 | 567 | 89 | - | 1,396 |
| Non-current portion | 2,800 | 4,861 | 5,525 | 2,684 | 6,241 | 22,111 |
| Balance, December 31, 2023 (Restated Note 3) | 3,105 | 5,296 | 6,092 | 2,773 | 6,241 | 23,507 |
| Change in estimate | 479 | 522 | 1,105 | 92 | (446) | 1,752 |
| Reclamation work performed | (192) | (8) | (83) | (81) | (74) | (438) |
| Accretion | 274 | 446 | 429 | 222 | 524 | 1,895 |
| Foreign exchange gain | - | - | - | - | (1,040) | (1,040) |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Less: current portion | 73 | 20 | 476 | 70 | - | 639 |
| Non-current portion | 3,593 | 6,236 | 7,067 | 2,936 | 5,205 | 25,037 |
A provision for decommissioning liabilities is estimated based on current regulatory requirements and is recognized at the present value of such costs. The expected timing of cash flows in respect of the provision is based on the estimated life of the Company’s mining operations.
| Decommissioning and restoration provisions – December 31, 2024 | |||||
| Bolivar | Porco | Caballo Blanco Group |
San Lucas Group |
Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,587 | 6,119 | 7,333 | 2,917 | 8,032 |
| Discount rate | 9.3% | 9.3% | 9.6% | 9.6% | 10.1% |
| Inflation rate | 10.0% | 10.0% | 10.0% | 10.0% | 3.7% |
| Decommissioning and restoration provisions - December 31, 2023 | |||||
| Bolivar | Porco | Caballo Blanco Group |
San Lucas Group |
Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,758 | 6,345 | 7,862 | 3,608 | 9,116 |
| Discount rate | 8.1% | 8.2% | 8.2% | 8.1% | 9.3% |
| Inflation rate | 3.5% | 3.5% | 3.5% | 3.5% | 3.5% |
| 43 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
14. SHARE CAPITAL
a) Authorized share capital
The Company is authorized to issue an unlimited number of common shares without par value.
b) Issued – share capital
During the year ended December 31, 2024, the Company issued 4,864,400 shares from the exercise of options for proceeds of $642.
During the year ended December 31, 2023, the Company issued 3,724,500 shares from the exercise of warrants for proceeds of $987 and 800,000 shares from the exercise of options for proceeds of $225.
c) Stock options
On September 16, 2024, the Company’s shareholders approved the omnibus equity incentive plan (the “Omnibus Incentive Plan”).
Pursuant to the Omnibus Incentive Plan, the Company may grant Options, RSUs, PSUs, and DSUs to directors, officers, employees, management company employees, and consultants of the Company and its subsidiaries. The maximum number of shares available for issuance under the Omnibus Incentive Plan is limited to 10% of the issued and outstanding common shares.
Pursuant to the Omnibus Incentive Plan, Options granted have a maximum term of ten years and the vesting provisions of options granted are at the discretion of the Board of Directors. Options are non-transferrable and the exercise price of the options shall be determined by the Board of Directors at the time the Options are granted but in no event shall be lower than the discounted market price permitted by the TSX-V.
The following is a summary of the Company’s stock options for the year ended December 31, 2024 and year ended December 31, 2023:
| Number of stock options | Weighted
average exercise price | |
| # | C$ | |
| Balance, January 1, 2023 | 23,714,400 | 0.40 |
| Granted | 1,000,000 | 0.41 |
| Exercised | (800,000) | 0.39 |
| Cancelled | (200,000) | 0.39 |
| Balance, December 31, 2023 | 23,714,400 | 0.40 |
| Granted | 2,350,000 | 0.40 |
| Exercised | (4,864,400) | 0.42 |
| Cancelled | (6,900,000) | 0.43 |
| Balance, December 31, 2024 | 14,300,000 | 0.38 |
| 44 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
14. SHARE CAPITAL (continued)
As at December 31, 2024, the Company had the following stock options outstanding:
| Options outstanding | Options exercisable | |||||
Date of expiry |
Number of options | Weighted average exercise price | Weighted average remaining years | Number of options | Weighted average exercise price | Weighted average remaining years |
| # | C$ | Years | # | C$ | Years | |
| May 7, 2026 | 12,450,000 | 0.47 | 1.35 | 12,450,000 | 0.47 | 1.35 |
| January 09, 2028 | - | - | - | - | - | - |
| August 01, 2029 | 1,850,000 | 0.40 | 4.59 | - | - | - |
| 14,300,000 | 0.41 | 1.17 | 12,450,000 | 0.47 | 1.35 | |
During the year ended December 31, 2024, the Company granted a total of 2,350,000 stock options with a fair value of $425 and cancelled 500,000 unvested stock options which resulted in ($164) being recognized in operating expenses during the year ended December 31, 2024 (2023 - 1,000,000 stock options with a fair value of $213, of which $171 was recognized in operating expenses during the year ended December 31, 2023).
The weighted average assumptions used in the Black-Scholes option pricing model were as follows:
The weighted average closing share price on the date of the option exercises for the year ended December 31, 2024 was C$0.42 per share (year ended December 31, 2023 - C$0.42).
d) Warrants
The following is a summary of the Company’s warrants for the year ended December 31, 2024 and year ended December 31, 2023:
| Number of warrants | Weighted
average exercise price | |
| # | C$ | |
| Balance, January 1, 2023 | 107,474,718 | 0.38 |
| Exercised | (3,724,500) | 0.38 |
| Expired | (40,528,257) | 0.30 |
| Balance, December 31, 2023 | 63,221,961 | 0.44 |
| Expired | (63,221,961) | 0.43 |
| Balance, December 31, 2024 | - | - |
All of the remaining 14,720,000 outstanding warrants as at December 31, 2023 and 2024 expired unexercised on October 24, 2024. When the warrants expired, the share-based compensation reserve corresponding to the warrants was transferred to contributed surplus.
| 45 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
14. SHARE CAPITAL (continued)
e) Restricted Share Units (RSU)
RSUs are non-transferrable awards for service which upon vesting and settlement entitle the recipient to receive cash or common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion and the RSUs have been accounted for assuming they will be settled through equity. Vesting conditions for RSUs are set by the Board of Directors, no RSUs granted shall vest earlier than one year or later than three years after the grant date, except in the sole discretion of the Board of Directors.
During the year ended December 31, 3024, the Company granted 825,000 RSUs with a weighted average grant date fair value of C$285 of which $34 was recognized in operating expenses during the year ended December 31, 2024 (2023 the Company granted $nil RSUs).
f) Deferred Share Units (DSU)
DSUs are non-transferrable awards that become payable upon termination of service of the participant. Vesting conditions for DSUs are set by the Board of Directors. Upon settlement, DSUs entitle the recipient to receive cash or common shares of an equivalent value. Timing of settlement after vesting occurs at the discretion of the participant and communicated to the Company by the participant in writing at least fifteen days prior to the designated day, or an earlier date as the participant and the Company pay agree. If no notice is given by the participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the participant’s termination of service, or any earlier period on which the DSUs vest, at the sole discretion of the participant.
During the year ended December 31, 3024, the Company granted 675,000 DSUs with a weighted average grant date fair value of C$233 of which $42 was recognized in operating expenses during the year ended December 31, 2024 (2023 the Company granted $nil DSUs).
g) Performance Share Units (PSU)
PSUs are non-transferrable awards that will vest and become payable upon the attainment of performance criteria within a certain period, which criteria and period shall be selected, settled and determine by the Board of Directors. PSUs are settled through cash or the issuance of common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion.
During the year ended December 31, 3024, the Company granted 1,000,000 DSUs with a weighted average grant date fair value of C$207 of which $62 was recognized in operating expenses during the year ended December 31, 2024 (2023 the Company granted $nil PSUs).
| 46 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
15. COST OF SALES
Cost of sales excluding depletion, depreciation and amortization are costs that directly relate to production and generation of revenues at the operating segments. Significant components of cost of sales are comprised of the following:
| Year ended December 31, | ||
| 2024 | 2023
(Restated Note 3) | |
| $ | $ | |
| Consumables and materials | 18,527 | 16,929 |
| Energy | 4,502 | 4,732 |
| Insurance | 3,236 | 3,468 |
| Mining and plant maintenance costs | 90,851 | 79,162 |
| Ore and concentrate purchase costs | 46,610 | 37,259 |
| Other costs | 895 | 13,958 |
| Production Costs | 164,621 | 155,508 |
| Transportation and other selling costs | 23,551 | 25,669 |
| Mining royalties expense | 11,713 | 12,614 |
| Finished goods inventory changes | 6,170 | 5,641 |
| Cost of sales | 206,055 | 199,432 |
(1) Mine royalty expense relates to the mining royalty due to the Bolivian government as a result of mining operations at the Sinchi Wayra and Illapa Business.
16. GENERAL AND ADMINISTRATIVE EXPENSES
A summary of the Company’s operating expenses is as follows:
| Year ended December 31, | ||
| 2024 | 2023 (Restated Note 3) | |
| $ | $ | |
| Community relationship | 2,106 | 2,007 |
| Corporate administration | 2,717 | 3,457 |
| Professional fees | 2,427 | 3,156 |
| Salaries and benefits | 11,960 | 12,183 |
| Tax penalties and inflation charges | 5,097 | 5,485 |
| 24,307 | 26,288 | |
| 47 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
17. FINANCE COSTS
A summary of the Company’s finance costs (income) is as follows:
| Year ended December 31, | ||
| 2024 | 2023 (Restated Note 3) | |
| $ | $ | |
| Accretion of consideration payable (note 10) | 1,578 | 6,237 |
| Accretion of decommissioning provisions (note 13) | 1,895 | 1,037 |
| Accretion of Trafigura Facility Loan (note 11) | 547 | 693 |
| Accretion (income) of receivable from COMIBOL (note 6(a)) | (2,924) | (2,796) |
| Financing charge on leases | 189 | 29 |
| Loss on change in fair value of consideration payable (note 10) | 13,472 | (3,853) |
| Loss on re-estimation of cash flows related to CAPEX receivable (note 6(a)) | 1,868 | 1,917 |
| Interest expense, carrying and finance charges | 1,488 | 2,036 |
| Interest (income) | (480) | (584) |
| Other expense income | 599 | 167 |
| 18,232 | 4,883 | |
18. INCOME TAX
| a) | Income tax expense |
A summary of the Company’s income tax expense is as follows:
| Year ended December 31, | ||
| 2024 | 2023
(Restated Note 3) | |
| $ | $ | |
| Current tax expense | 27,976 | 12,492 |
| Deferred tax (recovery) | (424) | (9,396) |
| Income tax expense | 27,552 | 3,096 |
A summary of the Company’s reconciliation of income taxes at statutory rates for the year ended December 31, 2024 and 2023, is as follows:
| Year ended December 31, | ||
| 2024 | 2023 (Restated Note 3) | |
| $ | $ | |
| Income before income taxes | 192,036 | (7,912) |
| Combined federal and provincial statutory income tax rates | 27% | 27% |
| Income tax expense (recovery) at statutory rates | 51,850 | (2,136) |
| Permanent differences | (29,175) | (475) |
| Change due to differences in tax rates | 7,128 | (2,082) |
| Inflation adjustment | (402) | (484) |
| Change due to foreign translation | 29 | (365) |
| Deferred tax assets not recognized | (3,991) | 7,287 |
| Mexico mining royalty tax | 608 | (1,020) |
| Tax effect of investment in subsidiaries | 1,044 | (862) |
| Other | 461 | 3,233 |
| Income tax expense (recovery) | 27,552 | 3,096 |
| 48 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
18. INCOME TAX EXPENSE (continued)
| b) | Deferred taxes |
The significant components of the Company’s deferred tax assets are as follows:
December 31, 2024 |
December
31, 2023 (Restated Note 3) |
January
1, 2023 (Restated Note 3) | |
| $ | $ | $ | |
| Trade and other receivables | 1,346 | 1,665 | 3,987 |
| Other liabilities | 5,431 | 5,101 | 3,969 |
| Mineral properties, plant and equipment | 2,048 | 1,420 | 2,434 |
| Decommissioning and restoration provision | 2,554 | 2,372 | 1,871 |
| Non-capital losses | 2,813 | 5,061 | 3,566 |
| Capital losses | 4,607 | - | - |
| Inventories | 858 | 916 | 429 |
| Other assets | 497 | 401 | 291 |
| Mining tax | 128 | 387 | - |
| Other | 164 | 228 | 367 |
| Deferred tax assets | 20,446 | 17,551 | 16,914 |
The significant components of the Company’s deferred tax liabilities are as follows:
December 31, 2024 |
December
31, 2023 (Restated Note 3) |
January
1, 2023 (Restated Note 3) | |
| $ | $ | $ | |
| Mineral properties, plant and equipment | (17,773) | (14,793) | (23,249) |
| Investment in subsidiaries | (5,954) | (4,910) | (5,772) |
| Other liabilities | - | - | (1,435) |
| Inventories | (256) | (1,511) | (1,578) |
| Trade payables and accrued liabilities | (160) | (793) | (1,285) |
| COMIBOL initial investment period CAPEX receivable | (7,934) | (7,538) | (4,701) |
| Other | - | (66) | (347) |
| Deferred tax liabilities | (32,077) | (29,611) | (38,367) |
The following table reconciles the deferred tax assets and liabilities to the Consolidated Statements of Financial Position:
December 31, 2024 |
December
31, 2023 (Restated Note 3) |
January
1, 2023 (Restated Note 3) | |
| $ | $ | $ | |
| Deferred tax assets | 9,602 | 7,151 | 352 |
| Deferred tax liabilities | (21,233) | (19,211) | (21,806) |
| (11,631) | (12,060) | (21,454) |
Deferred tax assets and liabilities that are probable to be utilized are offset if they relate to the same taxable entity and same taxation authority. Future potential tax deductions that do not offset deferred tax liabilities are considered to be deferred tax assets.
As at December 31, 2024, the Company had unrecognized capital losses of approximately $16,355 (December 31, 2023 - $56,929) that arose in Canada, the capital losses can be carried forward indefinitely.
At December 31, 2024 the Company has unrecognized taxable temporary differences of $109,706 (December 31, 2023 - $105,098) for taxes that would be payable on the unremitted earnings of certain subsidiaries of the Company.
| 49 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
18. INCOME TAX EXPENSE (continued)
| c) | Bolivia uncertain income tax position relating to tax year 2017 |
As part of the Acquisition, the Company assumed potential pre-acquisition income tax liabilities for Bolivia’s 2017 tax year related to decommissioning and restoration provisions, depreciation of mineral properties, plant and equipment, undeclared income, and non-deductible expenses in the determination of the Bolivian current income tax. In the second quarter of 2023, the Company received notification from the Bolivian tax authorities on its decision to deny an appeal and confirmed the tax reassessment of $16,998, which includes tax interest and penalties. The Company and the Bolivian tax authorities agreed on a financing arrangement (“financing arrangement”) by making an initial deposit of $5,816 (which represents 35% of the total balance) in the second quarter of 2023, and monthly instalments for the remaining balance of $10,801 over the next five years to June 2028.
The Company is challenging the Bolivian tax authorities’ decision and has filed legal proceedings with the Supreme Court of Justice and the Constitutional Court in Bolivia.
As the matter relates to income tax, and there is uncertainty over whether the relevant authorities will accept the current tax treatment under the Bolivian tax law, management believes that it meets the definition of an uncertain tax treatment and this in within the scope of IAS 12 – Income Taxes and IFRIC 23 – Uncertainty over Income Tax Treatments. In accordance with IFRIC 23, an entity shall consider whether it is probable (more likely than not) that a taxation authority will accept an uncertain tax treatment. If an entity concludes it is probable that a taxation authority will accept an uncertain tax treatment, the entity shall determine the taxable income or loss consistent with the tax treatment applied in its income tax filings.
Pursuant to the Sinchiwayra and Illapa acquisition agreements, Glencore has agreed to indemnify the Company for up to a maximum of $25,000, in aggregate, for all claims and liabilities arising from the acquisition. Such indemnification would, subject to such cap and certain conditions, extend to income tax liabilities. In the unlikely event that the Company exhausts all avenues and receives an unfavourable ruling, the Company is indemnified by the acquisition agreements and would not be liable for any income tax liability up to $25,000.
The Company obtained legal advice to assess the probability of a final favourable ruling from its legal proceedings and the acceptance of the current tax treatments of the various tax items. Based on the legal assessment, the Company believes it is probable that the current tax treatments will be accepted as it has a strong substantive defense. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at December 31, 2024.
As at December 31, 2024, the Company has already remitted tax instalments totaling $9,246 inclusive of interest and penalties to the Bolivian tax authorities based on the financing arrangement. The Company has recognized a liability of $5,980 to account for the obligation to make the remaining payments under the financing arrangement (Note 11). The Company needs to continue to make payments under the financing arrangement until there is final legal resolution to avoid adverse actions from the taxation authorities such as the seizing of bank accounts. However, as the Company believes the current tax owing related to this matter is $nil and the amounts paid will ultimately be refunded to the Company, the total payment made to date of $9,246 and the liability for the remaining outstanding payments of $5,980, under the financing arrangement have been recognized as “trade and other receivables” (Note 6).
On January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the Tax authority issue a new assessment that is legally compliant, at that point management will determine whether or not to accept the new assessment or could challenge it again. Management expects that the tax authority will exercise its right to appeal the decision within six months of the sentence. An appeal of the sentence would not affect management’s current legal assessment which believes that it is probable that the current tax treatments will be accepted. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at December 31, 2024.
| 50 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
19. CAPITAL MANAGEMENT
The Company’s objective when managing its capital is to maintain its ability to continue as a going concern while at the same time maximizing the growth of its business and providing returns to its shareholders. The Company’s capital structure consists of shareholders’ equity (comprising issued capital plus equity reserves plus deficit) with a shareholders’ equity of $131,347 as at December 31, 2024 (December 31, 2023 - $(33,778)).
The Company manages its capital structure and makes adjustments based on changes to its economic environment and the risk characteristics of the Company’s assets. The Company’s capital requirements are effectively managed based on the Company having a thorough reporting, planning and forecasting process to help identify the funds required to ensure the Company is able to meet its operating and growth objectives.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility, see note 11(c) for details.
20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:
| December 31, 2024 | Amortized cost | FVTPL | Total |
| $ | $ | $ | |
| Financial assets | |||
| Cash and cash equivalents | 35,721 | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | 41,864 |
| 60,183 | 17,402 | 77,585 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 49,937 | - | 49,937 |
| Consideration payable | 34,625 | 10,158 | 44,783 |
| Loans payable | 19,569 | - | 19,569 |
| Other liabilities | 36,030 | - | 36,030 |
| 140,161 | 10,158 | 150,319 | |
| December 31, 2023 (Restated Note 3) | |||
| Financial assets | |||
| Cash and cash equivalents | 4,947 | - | 4,947 |
| Trade and other receivables | 22,855 | 9,896 | 32,751 |
| 27,802 | 9,896 | 37,698 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 59,271 | - | 59,271 |
| Consideration payable | 147,886 | 15,102 | 162,988 |
| Loans payable | 17,775 | - | 17,775 |
| Other liabilities | 46,357 | - | 46,357 |
| 271,289 | 15,102 | 286,391 |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs for the asset or liability based on unobservable market data.
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
| 51 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| December 31, 2024 | December 31, 2023 | |||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |
| $ | $ | $ | $ | $ | $ | |
| Assets | ||||||
| Trade and other receivables | - | 17,402 | - | - | 9,896 | - |
| - | 17,402 | - | - | 9,896 | - | |
| Liabilities | ||||||
| Consideration payable | - | - | 10,158 | - | - | 15,102 |
| - | - | 10,158 | - | - | 15,102 | |
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that at December 31, 2023.
| 52 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc, lead and copper concentrates produced by all of the Company’s mines. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At December 31, 2024, the Company had receivable balances associated with buyers of its concentrates of $17,402 (December 31, 2023 - $9,835). The vast majority of the Company’s concentrate is sold to well-known concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
December 31, 2024 |
December 31, 2023 | |
| $ | $ | |
| Cash and cash equivalents | 35,721 | 4,947 |
| Trade and other receivables | 41,864 | 32,690 |
| Prepaid expenses and deposits | 5,656 | 5,536 |
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
| 53 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis at December 31, 2024:
| <1
year |
1
– 2 years |
2
– 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 41,329 | 8,608 | - | - | 49,937 |
| Consideration payable – base purchase price (1) | 10,000 | 10,000 | 40,000 | 20,000 | 80,000 |
| Consideration payable – CVR & additional payments | 1,118 | 3,499 | 6,468 | 1,272 | 12,357 |
| Loans payable | 16,432 | 3,137 | - | - | 19,569 |
| Lease payments | 704 | 23 | - | - | 727 |
| 69,583 | 25,268 | 46,468 | 21,272 | 162,590 |
| (1) | The Base Purchase Price, as disclosed in Note 9(a)(i), includes acceleration options that enable the Company to repay less than the contractually committed amounts as presented in the table above. The Company continues to monitor its liquidity position and will determine prior to November 1, 2025 whether it will exercise the first acceleration option available to the Company. |
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net loss to changes in the exchange rate between the US dollar and the Bolivian boliviano, the Mexican peso and the Canadian dollar, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $506, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net loss by approximately $103, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net loss by approximately ($35).
| 54 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)
The Company’s financial assets and liabilities as at December 31, 2024 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 58 | 3,109 | 31,434 | 1,120 | 35,721 |
| Trade and other receivables | 15,806 | 24,814 | 1,142 | 102 | 41,864 |
| 15,864 | 27,923 | 32,576 | 1,222 | 77,585 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 419 | 42,890 | 4,938 | 1,690 | 49,937 |
| Consideration payable | - | - | 44,783 | - | 44,783 |
| Loans payable | - | 15,536 | 4,033 | - | 19,569 |
| Other liabilities | - | 13,374 | 10,690 | 11,965 | 36,029 |
| 419 | 71,800 | 64,444 | 13,655 | 150,318 | |
| Net financial assets (liabilities) | 15,445 | (43,877) | (31,868) | (12,433) | (72,733) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at December 31, 2024, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at December 31, 2024, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $202.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
| 55 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
21. RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION
The Company’s related parties include its subsidiaries, joint arrangements and key management personnel. During its normal course of operation, the Company enters into transactions with its related parties for goods and services. All related party transactions for the year ended December 31, 2024 and 2023, have been disclosed in these consolidated financial statements.
These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.
Remuneration of key management personnel
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Compensation to key management personnel was as follows:
Year ended December 31, 2024 |
Year ended December 31, 2023 | |
| $ | $ | |
| Management and consulting fees | 2,806 | 2,571 |
| Share-based compensation | 61 | 229 |
| 2,867 | 2,800 |
Of the $2,806 in management and consulting fees incurred with related parties during the year ended December 31, 2024, $158 and $2,648, respectively (2023 - $101 and $2,470, respectively) was related to directors’ fees and $2,648 (2023 - $2,470), was related to management fees.
22. SEGMENT INFORMATION
The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management team, collectively the chief operating decision maker (“CODM”), in assessing performance and in determining the allocation of resources. The Company primarily manages its business by looking at individual producing and developing resource projects as well as the aggregate of the exploration and evaluation properties and typically segregate these projects between production, development, and exploration.
| a) | Operating segments |
The following reportable operating segments have been identified: the Bolivar mine and processing plant, the Porco mine and processing plant, the Caballo Blanco Group which includes the Tres Amigos, Colquechaquita mines and the Don Diego processing plant, the San Lucas Group which includes the Reserva mine and San Lucas feed sourcing business, Zimapan mine and processing plant, and Corporate and Other activities. The corporate division earns income that is considered incidental to the Company’s activities and therefore does not meet the definition of an operating segment.
(1) In the following tables it should be noted that the CODM reviews Bolivar and Porco revenues, cost of sales information, capital expenditures, total assets and total liabilities on a 100% basis whereas this financial information is recorded at 45% in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).
| 56 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
22. SEGMENT INFORMATION (continued)
In the third quarter of 2024, the Company changed its business process and began feeding all of Reserva’s ore to the San Lucas feed sourcing business instead of combining it with the other mines in the Caballo Blanco Group. The change in business process has changed the manner in which information is reviewed by the CODM and the operating segments have been updated to present the Reserva mine as part of the San Lucas Group.
Management has prepared the segmented information showing the assets, liabilities and capital expenditures of Reserva under the old basis within the Caballo Blanco Group and under the new basis within the San Lucas Group. Management was unable to present the operating results of Revenues, Mine Operating Costs and Gross profit because the necessary information is not available and the cost to develop it would be excessive. Refer to the tables below to see the information of assets, liabilities and capital expenditures prepared using the old basis and the new basis.
Significant information relating to the Company’s reportable operating segments is summarized in the tables below:
| Year ended December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 84,160 | 40,168 | 68,239 | 80,719 | 81,688 | - | (66,863) | (5,124) | 282,987 |
| Mine operating costs | |||||||||
| Cost of sales | (53,089) | (34,134) | (46,117) | (70,232) | (55,094) | - | 47,487 | 5,124 | (206,055) |
| Depletion and amortization | (11,122) | (3,385) | (7,191) | (888) | (7,684) | - | 10,564 | - | (19,706) |
| (64,211) | (37,519) | (53,308) | (71,120) | (62,778) | - | 58,051 | 5,124 | (225,761) | |
| Gross profit | 19,949 | 2,649 | 14,931 | 9,599 | 18,910 | - | (8,812) | - | 57,226 |
| Year ended December 31, 2023 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 59,237 | 26,670 | 73,528 | 108,661 | 54,034 | - | (41,778) | (29,096) | 251,256 |
| Mine operating costs | |||||||||
| Cost of sales | (48,543) | (28,934) | (47,731) | (100,367) | (45,167) | - | 42,214 | 29,096 | (199,432) |
| Depletion and amortization | (12,355) | (7,705) | (14,171) | (11) | (3,946) | - | 12,229 | - | (25,959) |
| Impairment | (30,734) | (19,560) | - | - | - | 27,662 | (22,632) | ||
| (91,632) | (56,199) | (61,902) | (100,378) | (49,113) | - | 82,105 | 29,096 | (248,023) | |
| Gross profit | (32,395) | (29,529) | 11,626 | 8,283 | 4,921 | - | 40,327 | - | 3,233 |
| 57 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
22. SEGMENT INFORMATION (continued)
The following tables show the Reserva Mine’s capital expenditures, assets and liabilities reported in Caballo Blanco (under the old basis of reporting):
| As at December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 7,309 | 3,756 | 8,375 | 896 | 9,642 | - | (7,359) | - | 22,619 |
| Total assets | 119,275 | 72,971 | 105,462 | 76,886 | 59,878 | 16,582 | (77,029) | - | 374,025 |
| Total liabilities | (47,244) | (31,169) | (63,819) | (40,832) | (40,292) | (45,039) | 25,717 | - | (242,678) |
| As at December 31, 2023 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 11,198 | 1,740 | 9,987 | - | 5,862 | - | (6,652) | - | 22,135 |
| Total assets | 99,308 | 54,932 | 74,154 | 54,750 | 41,742 | 57,098 | (65,213) | - | 316,771 |
| Total liabilities | (44,018) | (25,617) | (59,781) | (29,791) | (43,102) | (174,807) | 26,567 | - | (350,549) |
The following tables show the Reserva Mine’s capital expenditures, assets and liabilities reported in the San Lucas Group (under the new basis of reporting):
| As at December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 7,309 | 3,756 | 6,588 | 2,683 | 9,642 | - | (7,359) | - | 22,619 |
| Total assets | 119,275 | 72,971 | 92,386 | 89,962 | 59,878 | 16,582 | (77,029) | - | 374,025 |
| Total liabilities | (47,244) | (31,169) | (7,985) | (96,666) | (40,292) | (45,039) | 25,717 | - | (242,678) |
| As at December 31, 2023 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 11,198 | 1,740 | 7,387 | 2,600 | 5,862 | - | (6,652) | - | 22,135 |
| Total assets | 99,308 | 54,932 | 70,700 | 58,204 | 41,742 | 57,098 | (65,213) | - | 316,771 |
| Total liabilities | (44,018) | (25,617) | (70,769) | (18,803) | (43,102) | (174,807) | 26,567 | - | (350,549) |
| 58 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
22. SEGMENT INFORMATION (continued)
| b) | Segment revenue by location and major customers |
| Year ended December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 44,525 | 13,477 | 26,105 | 25,237 | 40,717 | - | - | - | 150,061 |
| Zinc | 45,036 | 27,943 | 42,754 | 60,148 | 13,942 | - | - | - | 189,823 |
| Lead | 2,782 | 1,500 | 4,398 | 2,934 | 8,693 | - | - | - | 20,307 |
| Copper | - | - | - | - | 32,787 | - | - | - | 32,787 |
| Illapa joint operation 55% int. | - | - | - | - | - | - | (66,863) | - | (66,863) |
| Intercompany transactions | 1,088 | 1,670 | 2,366 | - | - | - | - | (5,124) | - |
| Provisional pricing adjustments | 1,650 | 1,619 | 1,979 | (636) | 7,293 | - | - | - | 11,905 |
| Smelting and refining costs | (10,921) | (6,041) | (9,363) | (6,964) | (21,744) | - | - | - | (55,033) |
| Sales to external customers | 84,160 | 40,168 | 68,239 | 80,719 | 81,688 | - | (66,863) | (5,124) | 282,987 |
| Year ended December 31, 2023 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 26,853 | 3,926 | 19,849 | 58,721 | 27,451 | - | - | - | 136,800 |
| Zinc | 37,484 | 26,676 | 45,161 | 66,338 | 28,193 | - | - | - | 203,852 |
| Lead | 2,066 | - | 4,073 | 9,913 | 9,333 | - | - | - | 25,385 |
| Copper | - | - | - | - | 9,991 | - | - | - | 9,991 |
| Illapa joint operation 55% int. | - | - | - | - | - | - | (41,778) | - | (41,778) |
| Intercompany transactions | 5,946 | 4,001 | 19,149 | - | - | - | - | (29,096) | - |
| Provisional pricing adjustments | (2,156) | (1,496) | (2,365) | (1,413) | 274 | - | - | - | (7,156) |
| Smelting and refining costs | (10,956) | (6,437) | (12,339) | (24,898) | (21,208) | - | - | - | (75,838) |
| Sales to external customers | 59,237 | 26,670 | 73,528 | 108,661 | 54,034 | - | (41,778) | (29,096) | 251,256 |
During the year ended December 31, 2024, the Company had two customers (2023 – two customers). One customer accounted for 71% of the total sales revenue for the year ended December 31, 2024 (2023 – 78%). The other customer accounted for the remaining 29% of the total sales revenue for the year ended December 31, 2024 (2023 – 22%).
| 59 |
SANTACRUZ SILVER MINING LTD.
Notes to the Consolidated Financial Statements
Years ended December 31, 2024 and 2023
(Expressed in thousands of US dollars, unless otherwise noted)
23. EARNINGS PER SHARE
Earnings (loss) per share for the Company was calculated based on the following:
| Year ended December 31, | ||||
| 2024 | 2023 (Restated Note 3) | |||
| $ | $ | |||
| Net income (loss) for the period | 164,484 | (11,008) | ||
| Weighted average number of shares outstanding | 353,755,953 | 349,941,159 | ||
| Earnings (loss) per share – basic | 0.46 | (0.03) | ||
| Year ended December 31, | ||||
| 2024 | 2023 (Restated Note 3) | |||
| $ | $ | |||
| Net income (loss) for the period | 164,484 | (11,008) | ||
| Weighted average number of shares outstanding | 356,255,953 | 349,941,159 | ||
| Incremental shares from options | - | 2,358,058 | ||
| Earnings (loss) per share – diluted | 0.46 | (0.03) | ||
Earnings per share is based on the weighted average number of common shares of the Company outstanding during the period. The diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding share options and warrants, RSUs, DSUs and PSUs in the weighted average number of common shares outstanding during the period, if dilutive.
The following securities could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because they were anti-dilutive:
| 2024 | 2023 | |
| Stock options | 14,300,000 | 18,250,000 |
| Warrants | - | 63,221,961 |
| 14,300,000 | 81,471,961 |
24. SUPPLEMENTAL CASH FLOW INFORMATION
A summary of the Company’s non-cash finance costs is as follows:
| Year ended December 31, | ||||
| 2024 | 2023 | |||
| $ | $ | |||
| Accretion of consideration payable (note 10) | 1,578 | 6,237 | ||
| Accretion of decommissioning provision (note 13) | 1,895 | 1,037 | ||
| Accretion of Trafigura Loan Facility (note 11) | 547 | 693 | ||
| Accretion of COMIBOL initial investment CAPEX receivable (note 6(a)) | (2,924) | (2,796) | ||
| Finance charges on leases | 189 | 29 | ||
| Loss on change in fair value of consideration payable (note 10) | 13,472 | (3,853) | ||
| Loss on re-estimation of cash flows related to CAPEX receivable | 1,868 | 1,917 | ||
| Interest expense on loans payable (note 10) | 1,488 | 1,318 | ||
| Other expense income | - | 78 | ||
| 18,113 | 4,660 | |||
| 60 |
Exhibit 99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023
480 - 1140 West Pender Street, Vancouver, BC, V6E 4G1
www.santacruzsilver.com
Table of Contents
| Company Overview | 4 |
| 2024 Annual Highlights | 5 |
| Management Business Overview and Outlook | 6 |
| Selected Annual and Quarterly Production Results | 7 |
| Bolivar Mine Operating Results | 9 |
| Porco Mine Operating Results | 10 |
| Caballo Blanco Group Operating Results | 11 |
| San Lucas Feed Sourcing Operating Results | 13 |
| Zimapan Mine | 14 |
| Other Properties | 15 |
| Qualified Person and Technical Disclosures | 15 |
| Overview of Financial Results | 16 |
| Quarters ended December 31, 2024 and 2023 | 16 |
| Years ended December 31, 2024, 2023 and 2022 | 17 |
| Summary of Quarterly Results | 18 |
| Liquidity, Capital Resources and Contractual Obligations | 19 |
| Liquidity | 19 |
| Off-balance Sheet Arrangements | 20 |
| Transactions with Related Parties | 21 |
| Subsequent Events | 21 |
| Material Accounting Estimates and Judgments | 21 |
| Accounting Policies Including Changes in Accounting Policies and Initial Adoption | 21 |
| Financial Instruments and Other Instruments | 22 |
| Outstanding Share Data | 25 |
| Internal Controls over Financial Reporting and Disclosure Controls and Procedures | 25 |
| Non-GAAP Measures | 26 |
| Cautionary Note Regarding Forward-looking Information | 32 |
| Risk Factors | 33 |
| Additional Information | 49 |
| - 2 - |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
This Management’s Discussion and Analysis of results of operations and financial condition (“MD&A”) should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2024 and the notes thereto of Santacruz Silver Mining Ltd. (“the Company” or “Santacruz”) which have been prepared in accordance with IFRS Accounting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”).
All dollar amounts are expressed in thousands of US dollars unless otherwise indicated. Unless otherwise noted, references to “C$” are to thousands of Canadian dollars, references to “MXN” are to thousands of Mexican pesos and references to “BOB” are to thousands of Bolivian bolivianos.
During the year ended December 31, 2024, the Company identified several errors in the previously filed 2023 financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. Refer to note 3 of the accompanying audited annual financial statements for details of the adjustment and impact to the audited consolidated financial statements for the year ended December 31, 2024 and 2023. Where applicable, previously reported figures in this MD&A have been updated to reflect the adjustments made as part of the restatement.
Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences. Throughout this MD&A, the terms first quarter, second quarter, third quarter, fourth quarter and year to date are respectively used interchangeably with the terms Q1, Q2, Q3, Q4 and YTD.
This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities regulation and should be read in conjunction with the “Risk Factors” and “Cautionary Note Regarding Forward-looking Information” section in this MD&A
All information contained in this MD&A is current and has been approved by the Board of Directors of the Company as of May 28, 2025.
| - 3 - |
Company Overview
Santacruz was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (‘‘TSXV’’) under the symbol ‘‘SCZ’’.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at December 31, 2024, the Company had acquired ownership including mining concession rights to the following mineral properties:
Bolivia:
| ● | Sinchi Wayra (“Sinchi Wayra”), which consists of the following mineral properties and businesses located in Bolivia: |
| ○ | the Caballo Blanco Group which includes the Tres Amigos and Colquechaquita mines (the “Caballo Blanco Group” or “Caballo Blanco”); | |
| ○ | the Don Diego Process plant (the “Don Diego Process Plant” or “Don Diego”), which processes production from the Caballo Blanco Group as well as toll milling from San Lucas feed sourcing; | |
| ○ | the Soracaya exploration project (the “Soracaya Project” or “Soracaya”); and | |
| ○ | the San Lucas Group which includes the San Lucas feed sourcing and trading business and the Reserva mine (the “San Lucas Group” or “San Lucas”). |
| ● | Illapa (“Illapa”), with its operations held under an association agreement with Corporación Minera de Bolivia (“COMIBOL”) a Bolivian state-owned entity comprising: |
| ○ | the Bolivar mine (the “Bolivar Mine” or “Bolivar”) and process plant complex; and | |
| ○ | the Porco mine (the “Porco Mine” or “Porco”) and process plant complex. |
Mexico:
| ○ | The Zimapan mine (the “Zimapan Mine” or “Zimapan”) and process plant complex located in Hidalgo, Mexico; and, |
| ○ | The La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
Management has assessed the nature of its interest in the Illapa Business and determined it to be a joint operation. The Company records its 45% interest in the assets, liabilities, revenues and expenses of the Illapa Business in its consolidated financial statements. The Company is solely responsible for certain transactions made by the Illapa entity, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL for its share of the joint operation.
The Company is the operator of the Illapa Business and as such the chief executive officer and executive management team review the Bolivar and Porco operating and financial information on a 100% basis. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (Refer to Note 22 of the audited consolidated financial statements).
In this MD&A, operational information for Bolivar and Porco is presented at 100%. Readers of this MD&A are cautioned that although in the operating section of this MD&A the Company reports 100% of the production and sales information, the Company records 45% of the assets, liabilities, revenues and expenses in its consolidated financial statements. In contrast to the operational information, all financial information presented in this MD&A is reported showing 45% of the assets, liabilities, revenues and expenses which coincides with the information presented in the audited consolidated financial statements.
In the third quarter of 2024, the Company changed its business process and began feeding all of the Reserva mine’s ore to the San Lucas feed sourcing business instead of combining it with the ore from other mines in the Caballo Blanco Group. To reflect the change in business process, the operating segments were updated in Q3 2024 to present the results of the Reserva mine as part of the San Lucas Group, comparative information from previous periods has not been updated and the results of the Reserva mine are still presented as part of the Caballo Blanco Group.
| - 4 - |
2024 Annual Highlights
|
2024 |
2023 Restated(6) |
Change ‘24 vs ‘23 | ||
Operational |
||||
| Material Processed (tonnes milled) | 1,955,904 | 1,883,446 | 4% | |
| Silver Equivalent Produced (ounces) (3) | 18,651,701 | 18,779,646 | (1%) | |
| Silver Ounces Produced | 6,718,381 | 7,004,582 | (4%) | |
| Zinc Tonnes Produced | 94,399 | 91,616 | 3% | |
| Lead Tonnes Produced | 11,820 | 12,366 | (4%) | |
| Copper Tonnes Produced | 1,057 | 1,254 | (16%) | |
| Silver Equivalent Sold (payable ounces) (4) | 14,089,723 | 16,105,327 | (13%) | |
| Cash Cost of Production per Tonne (5) | 101.35 | 93.10 | 9% | |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (5) | 21.90 | 18.96 | 16% | |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (5) | 26.09 | 22.69 | 15% | |
| Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (5) (6) | 28.74 | 22.90 | 25% | |
Financial |
||||
| Revenues | 282,987 | 251,256 | 13% | |
| Gross Profit | 57,226 | 3,233 | 1670% | |
| Net Income (loss) | 164,484 | (11,008) | 1594% | |
| Net Earnings (Loss) Per Share - Basic ($/share) | 0.46 | (0.03) | 1633% | |
| Adjusted EBITDA (5) | 52,625 | 17,553 | 200% | |
| Cash and Cash Equivalent | 35,721 | 4,947 | 622% | |
| Working Capital (Deficiency) | 46,296 | (49,171) | 194% |
2024 Annual Production Summary - By Mine
| Bolivar (5) | Porco (5) | Caballo Blanco Group | San Lucas Group | Zimapan | Total | |
| Material Processed (tonnes milled) | 284,634 | 204,585 | 275,273 | 341,650 | 849,762 | 1,955,904 |
| Silver Equivalent Produced (ounces) (1) | 4,105,592 | 2,057,069 | 3,496,383 | 4,637,705 | 4,354,952 | 18,651,701 |
| Silver Ounces Produced | 1,828,098 | 645,251 | 1,220,757 | 1,344,242 | 1,680,033 | 6,718,381 |
| Zinc Tonnes Produced | 19,395 | 12,045 | 18,606 | 28,043 | 16,310 | 94,399 |
| Lead Tonnes Produced | 1,327 | 795 | 2,316 | 1,924 | 5,458 | 11,820 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 1,057 | 1,057 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 218 | 117 | 153 | 147 | 82 | 126 |
| Zinc (%) | 7.48 | 6.28 | 7.30 | 9.01 | 2.46 | 5.42 |
| Lead (%) | 0.64 | 0.51 | 1.11 | 0.88 | 0.75 | 0.78 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.29 | 0.29 |
| Metal recovery per mine: | ||||||
| Silver (%) | 92 | 84 | 90 | 84 | 75 | 82 |
| Zinc (%) | 91 | 94 | 92 | 91 | 78 | 86 |
| Lead (%) | 73 | 76 | 76 | 64 | 85 | 77 |
| Copper (%) | N/A | N/A | N/A | N/A | 43 | 43 |
| Silver Equivalent Sold (payable ounces) (2) | 3,298,650 | 1,540,699 | 2,600,400 | 3,163,911 | 3,486,063 | 14,089,723 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (6) | The revenues, gross profit, net loss, net loss per share, Adjusted EBITDA, and working capital deficiency were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
| - 5 - |
Management Business Overview and Outlook
Debt Reduction and Restructuring:
On March 20th 2025, the Company made a $10,000 payment to Glencore as part of a plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. An additional payment of $7,500 was made in May 2025 and the Company will continue to make bi-monthly payments of $7,500 commencing in May 2025 until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished.
Bolivian Operations:
Going forward our Bolivian operations will continue to prioritize operational efficiency across both mining and milling activities. The key objectives are twofold: optimizing mining costs while enhancing recovery rates in our mills. This dual focus aims to increase the quality of our concentrates, with an emphasis on achieving a sustainable balance between cost-efficiency and productivity. By continuously refining our processes, we are committed to strengthening the quality and profitability of our operations.
Mexican Operations:
Going forward Zimapan will continue cost optimization efforts and process improvements to enhance concentrate quality and generate more cash flows. The improvement initiatives have shown positive results over recent quarters, and management will continue to prioritize these ongoing activities. Additionally, the Company will seek synergies between its operations to further improve operational processes, fostering integration and efficiency gains. Through these combined efforts, we aim to drive sustainable improvements in our production capabilities and financial performance.
Management believes that executing the above referenced strategic initiatives will significantly strengthen the Company’s financial position setting the stage for the future growth of the Company.
| - 6 - |
Selected Annual and Quarterly Production Results
2024-Q4 |
2024-Q3 | 2024-Q2 |
2024-Q1 |
2024-YTD |
2023-YTD |
Change Q4 vs Q3 |
Change ‘24 vs. ‘23 | |
| Material Processed (tonnes milled) | ||||||||
| Bolivar (4) | 69,411 | 70,271 | 72,151 | 72,801 | 284,634 | 293,083 | (1%) | (3%) |
| Porco (4) | 53,702 | 48,714 | 51,307 | 50,862 | 204,585 | 190,837 | 10% | 7% |
| Caballo Blanco Group | 60,776 | 58,374 | 83,661 | 72,462 | 275,273 | 316,718 | 4% | (13%) |
| San Lucas Group | 92,369 | 96,160 | 83,900 | 69,221 | 341,650 | 313,506 | (4%) | 9% |
| Zimapan | 216,883 | 217,741 | 209,736 | 205,402 | 849,762 | 769,302 | (0%) | 10% |
| Total | 493,141 | 491,260 | 500,755 | 470,748 | 1,955,904 | 1,883,446 | 0% | 4% |
Silver Equivalent Produced (ounces) (1) |
||||||||
| Bolivar (4) | 1,033,933 | 1,017,362 | 1,029,806 | 1,024,492 | 4,105,593 | 4,060,652 | 2% | 1% |
| Porco (4) | 496,735 | 482,620 | 534,300 | 543,414 | 2,057,069 | 2,063,929 | 3% | 0% |
| Caballo Blanco Group | 913,243 | 752,352 | 968,646 | 862,142 | 3,496,383 | 4,102,398 | 21% | (15%) |
| San Lucas Group | 1,168,184 | 1,236,582 | 1,200,854 | 1,032,085 | 4,637,705 | 4,831,947 | (6%) | (4%) |
| Zimapan | 1,097,919 | 1,155,097 | 1,085,946 | 1,015,989 | 4,354,951 | 3,720,720 | (5%) | 17% |
| Total | 4,710,014 | 4,644,013 | 4,819,552 | 4,478,122 | 18,651,701 | 18,779,646 | 1% | (1%) |
Silver Ounces Produced |
||||||||
| Bolivar (4) | 491,377 | 483,300 | 427,665 | 425,756 | 1,828,098 | 1,973,779 | 2% | (7%) |
| Porco (4) | 145,585 | 171,972 | 151,258 | 176,436 | 645,251 | 665,216 | (15%) | (3%) |
| Caballo Blanco Group | 368,822 | 248,605 | 318,520 | 284,810 | 1,220,757 | 1,544,561 | 48% | (21%) |
| San Lucas Group | 329,760 | 354,877 | 364,607 | 294,998 | 1,344,242 | 1,464,180 | (7%) | (8%) |
| Zimapan | 426,141 | 444,634 | 409,309 | 399,949 | 1,680,033 | 1,356,846 | (4%) | 24% |
| Total | 1,761,685 | 1,703,388 | 1,671,359 | 1,581,949 | 6,718,381 | 7,004,582 | 3% | (4%) |
Zinc Tonnes Produced |
||||||||
| Bolivar (4) | 4,611 | 4,553 | 5,168 | 5,063 | 19,395 | 17,523 | 1% | 11% |
| Porco (4) | 2,983 | 2,626 | 3,276 | 3,160 | 12,045 | 11,901 | 14% | 1% |
| Caballo Blanco Group | 4,455 | 4,117 | 5,331 | 4,703 | 18,606 | 20,355 | 8% | (9%) |
| San Lucas Group | 7,089 | 7,525 | 7,150 | 6,279 | 28,043 | 28,418 | (6%) | (1%) |
| Zimapan | 4,219 | 4,322 | 4,127 | 3,642 | 16,310 | 13,419 | (2%) | 22% |
| Total | 23,357 | 23,143 | 25,052 | 22,847 | 94,399 | 91,616 | 1% | 3% |
Lead Tonnes Produced |
||||||||
| Bolivar (4) | 327 | 305 | 300 | 395 | 1,327 | 1,461 | 7% | (9%) |
| Porco (4) | 215 | 206 | 205 | 169 | 795 | 777 | 4% | 2% |
| Caballo Blanco Group | 549 | 515 | 641 | 611 | 2,316 | 3,237 | 7% | (28%) |
| San Lucas Group | 554 | 493 | 450 | 427 | 1,924 | 2,177 | 12% | (12%) |
| Zimapan | 1,287 | 1,508 | 1,312 | 1,351 | 5,458 | 4,714 | (15%) | 16% |
| Total | 2,932 | 3,027 | 2,908 | 2,953 | 11,820 | 12,366 | (3%) | (4%) |
Copper Tonnes Produced |
||||||||
| Zimapan | 248 | 270 | 284 | 255 | 1,057 | 1,254 | (8%) | (16%) |
| Total | 248 | 270 | 284 | 255 | 1,057 | 1,254 | (8%) | (16%) |
Silver Equivalent Sold (payable ounces) (2) |
||||||||
| Bolivar (4) | 777,765 | 730,460 | 775,682 | 1,014,743 | 3,298,650 | 2,798,472 | 6% | 18% |
| Porco (4) | 345,675 | 410,617 | 365,176 | 419,231 | 1,540,699 | 1,305,115 | (16%) | 18% |
| Caballo Blanco Group | 629,937 | 708,726 | 688,391 | 573,346 | 2,600,400 | 2,956,128 | (11%) | (12%) |
| San Lucas Group | 847,411 | 846,455 | 715,135 | 754,910 | 3,163,911 | 5,756,049 | 0% | (45%) |
| Zimapan | 852,103 | 905,497 | 857,755 | 870,708 | 3,486,063 | 3,289,563 | (6%) | 6% |
| Total | 3,452,891 | 3,601,755 | 3,402,139 | 3,632,938 | 14,089,723 | 16,105,327 | (4%) | (13%) |
| - 7 - |
Selected Annual and Quarterly Production Results (continued)
2024-Q4 |
2024-Q3(5) | 2024-Q2(5) |
2024-Q1(5) |
2024-YTD |
2023-YTD(5) |
Change Q4 vs Q3 |
Change ‘24 vs. ‘23 | |
| Cash Cost of Production per Tonne (3) | ||||||||
Bolivar, Porco, and Caballo Blanco Group (4) |
99.35 |
121.91 |
109.06 |
108.13 | 109.47 |
102.99 |
(19%) |
6% |
| San Lucas Group | 234.29 | 200.18 | 134.50 | 156.51 | 184.43 | 155.49 | 17% | 19% |
| Zimapan | 57.80 | 61.59 | 65.57 | 57.60 | 60.64 | 57.37 | (6%) | 6% |
| Total | 106.35 | 110.50 | 95.11 | 93.19 | 101.35 | 93.10 | (4%) | 9% |
Cash Cost per Silver Equivalent Ounce Sold (3) |
||||||||
Bolivar, Porco, and Caballo Blanco Group (4) |
19.06 |
21.08 |
20.85 |
21.26 | 20.60 |
16.10 |
(10%) |
28% |
| San Lucas Group | 28.30 | 25.55 | 22.73 | 22.04 | 24.81 | 21.76 | 11% | 14% |
| Zimapan | 23.34 | 22.08 | 22.50 | 20.29 | 22.04 | 20.18 | 6% | 9% |
| Total | 22.38 | 22.38 | 21.66 | 21.19 | 21.90 | 18.96 | 0% | 16% |
All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (3) |
||||||||
Bolivar, Porco, and Caballo Blanco Group (4) |
23.11 |
25.48 |
22.80 |
23.94 | 23.85 |
20.37 |
(9%) |
17% |
| San Lucas Group | 34.22. | 26.43 | 22.86 | 22.28 | 26.72 | 21.95 | 29% | 22% |
| Zimapan | 27.13 | 27.07 | 27.62 | 22.59 | 26.10 | 23.92 | 0% | 9% |
| Total | 27.83 | 27.40 | 24.91 | 24.27 | 26.09 | 22.69 | 2% | 15% |
| Underground development (m) | 11,167 | 10,933 | 10,434 | 9,436 | 41,970 | 42,906 | 2% | (2%) |
| Core Drilling (m) | 3,204 | 4,166 | 5,949 | 4,311 | 17,631 | 9,628 | (23%) | 83% |
| (1) | Silver Equivalent Produced (ounces) have been calculated, for all periods presented, using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead, and copper, respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold in the Non-GAAP Measures section, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold and Average Realized Price per Ounce of Silver Equivalent Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (5) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
2024 YTD vs 2023 YTD
Compared to 2023, the tons of processed material increased by 4%. The increase was driven by increases in tonnes milled from the San Lucas Group 9%, Porco 7% and Zimapan 10% operations that were offset by decreases in Bolivar (3%) and Caballo Blanco Group’s (13%) operations. The 13% decrease in Caballo Blanco Group is due to the results of the Reserva mine being reported in the San Lucas Group starting in Q3 2024. This highlights the stability and diversification of the Company’s asset base, enabling us to offset declines in production at certain operations with increased production from others. This strategic balance is essential for maintaining overall production stability and ensuring consistent performance across our operations.
Q4 2024 vs Q3 2024
Compared to Q3 2024, production levels remained stable with no overall change in tonnes milled that reflects a 4% increase in the Caballo Blanco Group and a 10% increase in Porco offset by a 4% decrease in San Lucas and a 1% decrease in Bolivar. This improvement in silver production is especially positive given the recent rise in silver prices and favorable market outlook. Silver ounces produced has continued to increase, rising 3% during Q4 which is a key area of focus for the Company.
| - 8 - |
Bolivar Mine Operating Results
| Bolivar Production Table (3) |
2024 Q4 |
2024 Q3 | Change Q4 vs Q3 |
2024-YTD | 2023-YTD | Change ‘24 vs. ‘23 |
| Material Processed (tonnes milled) | 69,411 | 70,271 | (1%) | 284,634 | 293,083 | (3%) |
| Silver Equivalent Produced (ounces) (1) | 1,033,933 | 1,017,362 | 2% | 4,105,592 | 4,060,652 | 1% |
| Silver Equivalent Sold (payable ounces) (2) | 777,765 | 730,460 | 6% | 3,298,650 | 2,798,472 | 18% |
| Production | ||||||
| Silver (ounces) | 491,377 | 483,300 | 2% | 1,828,098 | 1,973,779 | (7%) |
| Zinc (tonnes) | 4,611 | 4,553 | 1% | 19,395 | 17,523 | 11% |
| Lead (tonnes) | 327 | 305 | 7% | 1,327 | 1,461 | (9%) |
| Average Grade | ||||||
| Silver (g/t) | 236 | 231 | 2% | 218 | 228 | (4%) |
| Zinc (%) | 7.19 | 7.19 | 0% | 7.48 | 6.59 | 13% |
| Lead (%) | 0.64 | 0.61 | 5% | 0.64 | 0.68 | (6%) |
| Metal Recovery | ||||||
| Silver (%) | 93 | 93 | 0% | 92 | 92 | 0% |
| Zinc (%) | 92 | 90 | 3% | 91 | 91 | 1% |
| Lead (%) | 74 | 71 | 4% | 73 | 73 | 0% |
| (1) | Silver Equivalent Produced (ounces) have been calculated, for all periods presented, using prices of $23.85/oz, $1.21/lb and $0.94/lb for silver, zinc, and lead, respectively applied to the metal production divided by the silver price as stated here plus the respective concentrate produced by the Bolivar, Porco, the Caballo Blanco Group, and San Lucas multiplied by the respective silver content, as applicable. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
The Bolivar Mine has been active for more than 200 years. The current mine complex consists of an underground mine, 1,100 t/d milling facility, tailings storage facility, maintenance workshop, shaft-winder, water treatment plants, supplies warehouse, main office, hospital, and camp.
The Bolivar mine operates in two main areas: the Central Zone, an extension of the original ore deposit that runs deeper, and the Rosario Zone, a parallel area with its own separate entrance.
Currently the mine is producing about 25,000 tonnes of ore per month, and 840 meters of combined primary and secondary development each month. At the same time, ore from the San Lucas feed sourcing business is providing production flexibility and allowing the mill to operate efficiently.
The Bolívar mill has operated continuously since 1993, receiving feed from two main sources: the Bolívar Mine, which supplies approximately 70%, and toll feed sourced through the San Lucas feed sourcing business, contributing the remaining 30%. The mill processes each feed type separately, enabling precise analysis and reporting for each. Different reagent strategies are applied to each source due to the presence of pyrrhotite in the San Lucas feed, which is generally absent in the Bolívar mine feed.
In Q4 2024, Bolivar processed 69,411 tonnes of ore and produced 1,033,933 silver equivalent ounces including 491,377 ounces of silver and 4,611 tonnes of zinc.
2024 YTD vs 2023 YTD
When comparing 2024 to 2023 production volumes, Bolívar processed 3% less material in 2024. Silver equivalent production increased by 18%, demonstrating strong metallurgical efficiency relative to the reduction in tonnes processed. Silver production remained relatively stable year-over-year, only decreasing by 7%, which was caused by a 4% decrease in silver head grades. Management is focusing on improving the mine’s silver output quality and reinforcing revenue resilience, particularly in the context of a strengthening silver price trend. Zinc production has improved with an 11% increase, driven by a 13% increase in zinc head grades while zinc recovery has remained steady. The higher zinc production offset some of the decrease in silver production. The company will continue its strategic focus on enhancing silver grades and recoveries, coupled with a favorable silver market outlook.
| - 9 - |
Q4 2024 vs Q3 2024
Material processed during Q4 2024 decreased by 1% compared to Q3 2024. Despite the slight reduction in tonnes processed, silver equivalent production increased by 2%, reflecting improved operational efficiency. Silver production increased by 2%, supported by a 2% higher silver head grade and a 1% improvement in silver recovery. These positive metallurgical trends align with a favorable silver market environment, where strengthening silver prices contributed positively to revenue generation. Zinc production remained stable with a 1% increase, while both zinc head grade and recovery were essentially unchanged (0% and +3% respectively). The solid performance in silver production, combined with favorable price dynamics and stable zinc production resulted in Bolívar’s improved revenue profile.
Porco Mine Operating Results
| Porco Production Table (3) |
2024 Q4 |
2024 Q3 | Change Q4 vs Q3 |
2024-YTD | 2023-YTD | Change ‘24 vs. ‘23 |
| Material Processed (tonnes milled) | 53,702 | 48,714 | 10% | 204,585 | 190,837 | 7% |
| Silver Equivalent Produced (ounces) (1) | 496,735 | 482,620 | 3% | 2,057,069 | 2,063,929 | 0% |
| Silver Equivalent Sold (payable ounces) (2) | 345,675 | 410,617 | (16%) | 1,540,699 | 1,305,115 | 18% |
| Production | ||||||
| Silver (ounces) | 145,585 | 171,972 | (15%) | 645,251 | 665,216 | (3%) |
| Zinc (tonnes) | 2,983 | 2,626 | 14% | 12,045 | 11,901 | 1% |
| Lead (tonnes) | 215 | 206 | 4% | 795 | 777 | 2% |
| Average Grade | ||||||
| Silver (g/t) | 102 | 133 | (23%) | 117 | 126 | (7%) |
| Zinc (%) | 5.89 | 5.74 | 3% | 6.28 | 6.61 | (5%) |
| Lead (%) | 0.51 | 0.55 | (7%) | 0.51 | 0.54 | (5%) |
| Metal Recovery | ||||||
| Silver (%) | 82 | 83 | (1%) | 84 | 86 | (2%) |
| Zinc (%) | 94 | 94 | 0% | 94 | 94 | (1%) |
| Lead (%) | 78 | 78 | 0% | 76 | 76 | 0% |
| (1) | Silver Equivalent Produced (ounces) have been calculated, for all periods presented, using prices of $23.85/oz, $1.21/lb, and $0.94/lb for silver, zinc, and lead, respectively applied to the metal production divided by the silver price as stated here plus the respective concentrate produced by the Bolivar, Porco, the Caballo Blanco Group, and San Lucas multiplied by the respective silver content, as applicable. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
The Porco Mine has been in operation for nearly 500 years. The complex consists of an underground mine, milling facility, maintenance workshop, tailing storage facility, water treatment plant, supplies warehouse, main office, two hospitals and Yancaviri Camp.
The mine produces approximately 17,000 tonnes of ore, and on average realizes 600 meters of total development per month. The mine is comprised of two production areas. Hundimiento uses long hole mechanized mining methods to exploit the deeper extension of the primary vein complex, and the Central zone which is conventionally mined using more selective shrinkage stoping.
The milling facility is sourced by the mine feed (approximately 60%), and the toll feed from the San Lucas feed sourcing business (40%).
In Q4 2024, Porco processed 53,702 tonnes of ore and produced 496,735 silver equivalent ounces including 145,585 ounces of silver and 2,983 tonnes of zinc.
| - 10 - |
2024 YTD vs 2023 YTD
Comparing 2024 to 2023, Porco demonstrated strong operational improvements, with material processed increasing by 7% and silver equivalent production up by 18%. Silver production decreased modestly by 3%, because of a 7% decrease in silver head grade and a slight 2% decrease in recovery, reflecting the resilience of the operation. Zinc production increased by 1% year-over-year, with a 5% decline in zinc head grade and stable zinc recovery. The ability to achieve higher production levels even with slightly lower grades underscores Porco’s efficiency improvements and supports future revenue growth, especially considering a favorable silver price environment.
Q4 2024 vs Q3 2024
Material processed increased by 10% during Q4 2024 compared to Q3 2024, reflecting a significant ramp-up in production capacity and silver equivalent production grew 3%. Silver production decreased by 15%, primarily driven by a 23% decline in silver head grade, while silver recovery remained stable. Zinc production increased by 14%, supported by the higher throughput and further increased by a 3% increase in zinc head grades and zinc recovery remained constant. The overall performance at Porco shows our volume-driven growth strategy.
Caballo Blanco Group Operating Results
| Caballo Blanco Group Production Table |
2024 Q4 |
2024 Q3 | Change Q4 vs Q3 |
2024-YTD | 2023-YTD | Change ‘24 vs. ‘23 |
| Material Processed (tonnes milled) | 60,776 | 58,374 | 4% | 275,273 | 316,718 | (13%) |
| Silver Equivalent Produced (ounces) (1) | 913,243 | 752,352 | 21% | 3,496,383 | 4,102,398 | (15%) |
| Silver Equivalent Sold (payable ounces) (2) | 629,937 | 708,726 | (11%) | 2,600,400 | 2,956,128 | (12%) |
| Production | ||||||
| Silver (ounces) | 368,822 | 248,605 | 48% | 1,220,757 | 1,544,561 | (21%) |
| Zinc (tonnes) | 4,455 | 4,117 | 8% | 18,606 | 20,355 | (9%) |
| Lead (tonnes) | 549 | 515 | 7% | 2,316 | 3,237 | (28%) |
| Average Grade | ||||||
| Silver (g/t) | 205 | 148 | 39% | 153 | 166 | (8%) |
| Zinc (%) | 7.84 | 7.56 | 4% | 7.30 | 6.92 | 6% |
| Lead (%) | 1.17 | 1.16 | 1% | 1.11 | 1.32 | (16%) |
| Metal Recovery | ||||||
| Silver (%) | 92 | 89 | 3% | 90 | 91 | (2%) |
| Zinc (%) | 93 | 93 | 0% | 92 | 93 | (1%) |
| Lead (%) | 77 | 76 | 2% | 76 | 77 | (2%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated, for all periods presented, using prices of $23.85/oz, $1.21/lb, and $0.94/lb for silver, zinc, lead respectively applied to the metal production divided by the silver price as stated here plus the respective concentrate produced by the Bolivar, Porco, the Caballo Blanco Group, and San Lucas multiplied by the respective silver content, as applicable. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| - 11 - |
Following a thorough examination of the Don Diego milling facility processing performance, Caballo Blanco Group made a strategic adjustment in Q3 to improve metal recovery and concentrate value. Previously, the milling facility handled ore from three mines: Colquechaquita, Tres Amigos, and Reserva. A recent evaluation revealed that processing a blend of ores exclusively from Colquechaquita and Tres Amigos at Don Diego significantly improved silver recovery in the lead concentrate. This enhancement adds greater value to the lead concentrate and generates additional revenue for the Company. The process modification is consistent with our goal of enhancing efficiencies by improving metal recoveries and concentrate value.
Ore from the Reserva mine will now be processed and blended with ore from the San Lucas ore sourcing business to improve overall operating efficiency. The initial results of this adjustment reveal significant gains in silver in lead concentrate recovery, prompting management to adopt this new processing approach as the standard going forward. This revised operational framework will help both Caballo Blanco and San Lucas achieve more consistent recovery performance and maximize the value of its mineral resources.
In Q4 2024, Caballo Blanco processed 60,776 tonnes of ore and produced 913,243 silver equivalent ounces including 368,822 ounces of silver and 4,455 tonnes of zinc.
2024 YTD vs 2023 YTD
Comparing 2024 to 2023, material processed at Caballo Blanco declined by 13%, because Reserva’s production is now being blended with San Lucas ore and is reported in the San Lucas Group results instead. Despite the lower throughput, silver equivalent production decreased by 15%. Silver production decreased by 21% year-over-year, which was driven by reporting Reserva’s production in San Lucas Group and was also impacted by 8% lower head grades and 2% lower recoveries during the year. Zinc production declined by 9%, although zinc head grades improved by 6%.
Q4 2024 vs Q3 2024
Material processed increased by 4% in Q4 2024 compared to Q3 2024, indicating stable operational throughput. Silver equivalent production surged by 21%, significantly outpacing the increase in material processed, highlighting strong processing efficiency gains. Silver production rose sharply by 48%, driven by a 39% increase in silver head grade and a 3% improvement in silver recovery. This positive development positions Caballo Blanco to fully capitalize on the current upward silver price trend, thereby boosting revenue contribution to the Company’s consolidated operations. Zinc production increased by 8%, supported by a 4% higher zinc head grade and stable recoveries. As part of our broader operational optimization strategy, removing the Reserva mine ore from Caballo Blanco has delivered tangible benefits, resulting in stronger metallurgical outcomes and positioning Caballo Blanco for sustained performance improvements.
| - 12 - |
San Lucas Group Operating Results
| San Lucas Group Production Table |
2024 Q4 |
2024 Q3 | Change Q4 vs Q3 |
2024-YTD | 2023-YTD | Change ‘24 vs. ‘23 |
| Material Processed (tonnes milled) | 92,369 | 96,160 | (4%) | 341,650 | 313,506 | 9% |
| Silver Equivalent Produced (ounces) (1) | 1,168,184 | 1,236,582 | (6%) | 4,637,705 | 4,831,947 | (4%) |
| Silver Equivalent Sold (payable ounces) (2) | 847,411 | 846,455 | 0% | 3,163,911 | 5,756,049 | (45%) |
| Production | ||||||
| Silver (ounces) | 329,760 | 354,877 | (7%) | 1,344,242 | 1,464,180 | (8%) |
| Zinc (tonnes) | 7,089 | 7,525 | (6%) | 28,043 | 28,418 | (1%) |
| Lead (tonnes) | 554 | 493 | 12% | 1,924 | 2,177 | (12%) |
| Average Grade | ||||||
| Silver (g/t) | 133 | 135 | (1%) | 147 | 172 | (15%) |
| Zinc (%) | 8.47 | 8.62 | (2%) | 9.01 | 9.87 | (9%) |
| Lead (%) | 0.93 | 0.80 | 16% | 0.88 | 1.05 | (16%) |
| Metal Recovery | ||||||
| Silver (%) | 83 | 85 | (2%) | 84 | 85 | (1%) |
| Zinc (%) | 91 | 91 | 0% | 91 | 92 | (1%) |
| Lead (%) | 64 | 64 | 1% | 64 | 66 | (4%) |
| Cash Cost of Production per Tonne ($/t) (3) | 234.29 | 200.18 | 17% | 184.43 | 155.49 | 19% |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 28.30 | 25.55 | 11% | 24.81 | 21.76 | 14% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 32.44 | 26.43 | 29% | 26.72 | 21.95 | 22% |
| (1) | Silver Equivalent Produced (ounces) have been calculated, for all periods presented, using prices of $23.85/oz, $1.21/lb, and $0.94/lb for silver, zinc, and lead, respectively applied to the metal production divided by the silver price as stated here plus the respective concentrate produced by the Bolivar, Porco, the Caballo Blanco Group, and San Lucas multiplied by the respective silver content, as applicable. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The San Lucas feed sourcing business utilizes the excess production capacity of each of the milling facilities in Bolivia to produce concentrate. Feed is sourced from independent organized mining groups with whom San Lucas has negotiated agreements outlining methodology for valuation and purchase as well as validating the source of the feed and methods used in extraction. Once the ore material is sampled and the purchase is finalized, it is blended and processed. Starting from Q3 2024, the operating results of the Reserva mine are included in the San Lucas results because all ore produced by the Reserva mine is sold to the San Lucas feed sourcing business to achieve optimal recoveries.
Generally, the ore from the San Lucas feed sourcing business is campaigned through each milling facility and kept separate from mine feeds. Across the three milling facilities, the approximate distribution used by San Lucas to process third-party ore is 44% at Porco, 22% at Don Diego, and 34% at Bolívar. The feed volume and grade are variable and challenging to forecast; however, the consistent and fair business structure offered by our San Lucas feed sourcing business appeals to local miners. By working with a medium- to long-term perspective, we enhance the consistency of the ore, and additional agreements are currently being negotiated to increase feed sourced.
In Q4 2024, San Lucas processed 92,369 tonnes of ore and produced 1,168,184 silver equivalent ounces, including 329,760 ounces of silver and 7,089 tonnes of zinc.
2024 YTD vs 2023 YTD
Compared to 2023, material processed at San Lucas increased by 9%, reflecting a deliberate strategy to maximize mill utilization across our operations. Despite this increase, silver equivalent production declined by 4%, primarily due to a 15% decrease in silver head grades and a slight 1% decrease in zinc recoveries. Silver production decreased by 8% year-over-year. Zinc production fell by 1%, in line with a 9% drop in zinc head grade. As a margin-focused operation, San Lucas adjusts ore purchasing costs in accordance with ore quality, maintaining its profitability contribution. Furthermore, by supplementing feedstock for our milling facilities, San Lucas enhances overall operational efficiency and flexibility across the Group, directly supporting throughput and fixed cost absorption.
Q4 2024 vs Q3 2024
Material processed decreased by 4% in Q4 2024 compared to Q3 2024, a variation within normal operational parameters. Silver equivalent production declined by 6%, slightly exceeding the reduction in tonnes processed, driven by a 7% decrease in silver production, a 1% lower silver head grade, and a 2% decline in silver recovery. Zinc production fell by 6%, while zinc head grade and recovery remained relatively stable. It is important to note that San Lucas operates under a margin-based business model, where lower ore grades are offset by lower ore purchase costs, preserving contribution margins. Additionally, San Lucas plays a critical strategic role in ensuring that our milling facilities operate at optimal capacity, depending on the available throughput from the Company’s core mining operations.
| - 13 - |
Zimapan Mine
|
Zimapan Production Table |
2024 Q4 |
2024 Q3 | Change Q4 vs Q3 |
2024-YTD | 2023-YTD | Change ‘24 vs. ‘23 |
| Material Processed (tonnes milled) | 216,883 | 217,741 | 0% | 849,762 | 769,302 | 10% |
| Silver Equivalent Produced (ounces) (1) | 1,097,919 | 1,155,097 | (5%) | 4,354,951 | 3,720,720 | 17% |
| Silver Equivalent Sold (payable ounces) (2) | 852,103 | 905,497 | (6%) | 3,486,063 | 3,289,563 | 6% |
| Production | ||||||
| Silver (ounces) | 426,141 | 444,634 | (4%) | 1,680,034 | 1,356,846 | 24% |
| Zinc (tonnes) | 4,219 | 4,322 | (2%) | 16,310 | 13,419 | 22% |
| Lead (tonnes) | 1,287 | 1,508 | (15%) | 5,458 | 4,714 | 16% |
| Copper (tonnes) | 248 | 270 | (8%) | 1,057 | 1,254 | (16%) |
| Average Grade | ||||||
| Silver (g/t) | 82 | 82 | 0% | 82 | 75 | 9% |
| Zinc (%) | 2.50 | 2.58 | (3%) | 2.46 | 2.31 | 7% |
| Lead (%) | 0.69 | 0.77 | (10%) | 0.75 | 0.78 | (3%) |
| Copper (%) | 0.28 | 0.29 | (3%) | 0.29 | 0.32 | (11%) |
| Metal Recovery | ||||||
| Silver (%) | 75 | 78 | (4%) | 75 | 73 | 3% |
| Zinc (%) | 78 | 77 | 1% | 78 | 76 | 3% |
| Lead (%) | 86 | 90 | (5%) | 85 | 79 | 9% |
| Copper (%) | 41 | 43 | (4%) | 43 | 50 | (14%) |
| Cash Cost of Production per Tonne ($/t) (3) | 57.80 | 61.59 | (6%) | 60.64 | 57.37 | 6% |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 23.34 | 22.08 | 6% | 22.04 | 20.18 | 9% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 27.13 | 27.07 | 0% | 26.10 | 23.92 | 9% |
| (1) | Silver Equivalent Produced (ounces) have been calculated, for all periods presented, using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead, and copper, respectively applied to the metal production divided by the silver price as stated here plus the respective concentrate produced by Zimapan multiplied by the respective silver content. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from Zimapan in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Zimapan operation produces feed from the Carrizal and Monte mines, which are connected by a 7.4-kilometre underground access and haulage tunnel which terminates at the San Francisco process plant. Mining methods used include long hole and cut and fill stoping. The plant processes about 72,000 tonnes per month and produces three concentrates using differential flotation. Tailings Storage Facility and other support facilities are located adjacent and downstream of the plant location.
Steadily increasing mine and plant production has assisted in reducing unit costs thereby helping to mitigate the impact of metal and supply chain price volatility. Higher metallurgical recoveries in 2024 resulting from focused attention to this issue during 2024 had a significant positive impact on metal production. A shift to higher productivity high-value mining areas is the focus for 2025.
2024 YTD vs 2023 YTD
Compared to 2023, Zimapan delivered a solid operational performance, with tonnes processed increasing by 10% and silver equivalent production rising by 17%. Silver production improved by 24% year-over-year, supported by a 9% increase in silver head grades and a 3% increase in recoveries. Zinc production grew significantly by 22% which was driven by a 7% improvement in zinc head grades and a 3% increase in recoveries. These positive trends in both production and metallurgical performance underscore the successful optimization initiatives implemented over the past year. Zimapan’s year-over-year improvements, combined with favorable silver market conditions, have strengthened its contribution to the Company’s overall production and revenue growth.
| - 14 - |
Q4 2024 vs Q3 2024
Material processed remained stable in Q4 2024 compared to Q3 2024. Despite consistent throughput, silver equivalent production decreased by 5%. Silver production decreased by 4%, driven by a 4% decline in silver recoveries while silver head grades remained consistent year over year. Zinc production decreased by 2%, mainly due to a 3% reduction in zinc head grade, while zinc recovery improved slightly by 1%, mitigating part of the impact. While overall production was slightly lower quarter-over-quarter, stable processing volumes and modest improvements in head grades reinforce the operation’s solid fundamentals. In addition, the ongoing positive trend in silver prices continues to support revenue stability, mitigating the impact of short-term production variations.
Other Properties
Soracaya is an approximately eight-hectare exploration asset located approximately 200 km south south-west of Potosi and 4.4 km from the San Vincente mine (owned by Pan American Silver). Verification of the resource to NI 43-101 standards is currently in progress as well as some claim maintenance work underground.
Qualified Person and Technical Disclosures
All scientific and technical disclosure contained in this MD&A was reviewed and approved by Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
Production at the Zimapan Mine is not supported by a feasibility study on mineral reserves demonstrating economic or technical viability or any other independent economic study under NI 43-101. Accordingly, there is increased uncertainty and higher economic and technical risks of failure associated with production operations at the Zimapan Mine. Production and economic variables may vary considerably due to the absence of a complete and detailed site analysis according to and in accordance with NI 43- 101. Project failure may adversely impact the Company’s future profitability.
| - 15 - |
Overview of Financial Results
Quarters ended December 31, 2024 and 2023
| 2024 Q4 | 2023 Q4 Restated (1) |
Change ‘24 vs ‘23 | |
| Revenues | 81,669 | 57,616 | 42% |
| Mine operating costs | |||
| Cost of sales | (52,556) | (42,471) | 24% |
| Depletion, depreciation and amortization | (3,863) | (7,898) | (51%) |
| Impairment – Mine Operating Costs | - | (22,632) | (100%) |
| Gross profit (loss) | 25,250 | (15,385) | 264% |
| General and administrative expenses | (6,095) | (4,670) | 31% |
| Share-based payments expense | 27 | (28) | (196%) |
| Operating (loss) income | 19,182 | (20,083) | 196% |
| Gain on adjustment to consideration payable | - | 933 | (100%) |
| Finance costs | (528) | (855) | (38%) |
| Foreign exchange gain | 11,196 | 2,379 | 371% |
| Marketable securities loss | - | (234) | (100%) |
| Gain on disposal of assets held for sale | - | 14,649 | (100%) |
| Income (loss) before tax | 29,850 | (3,211) | (1030%) |
| Income tax (expense) recovery | (8,782) | 3,702 | (337%) |
| Net income for the period | 21,068 | 491 | 4191% |
| Other comprehensive income (loss) | |||
| Currency translation differences | (10,142) | 2,793 | (463%) |
| Comprehensive income for the period | 10,926 | 3,284 | 233% |
| Net income per share: | |||
| Basic and diluted | 0.06 | 0.00 | |
| Weighted average number of common shares: | |||
| Basic | 355,855,538 | 350,991,138 | |
| Diluted | 355,355,538 | 352,084,018 |
| (1) | The financial results were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
Revenues for the quarter ended December 31, 2024 were $81,669, an increase of $24,053 as compared to Q4 2023. The increase is primarily due to an increase in the average realized price of silver from $22.47 in Q4 2023 to $31.77 in Q4 2024.
Cost of sales for the quarter ended December 31, 2024, was $52,556, an increase of $10,085 compared to Q4 2023. This change is primarily attributed to an increase of ore purchase costs by $6,898 in the San Lucas Group, as a result of higher commodity prices during the current quarter. The San Lucas Group’s ore purchase costs are subject to variability to maintain its profitability contribution to the Company. The remainder of the change is due to increased labour costs, mine and plant maintenance costs, mine contractor fee and ore and concentrate purchase costs at other sites, offset partially by a reduction in other costs that were the result of various restructuring and production optimization initiatives in Bolivia and Mexico mines.
Depreciation, depletion and amortization for the quarter ended December 31, 2024, was $3,863, a decrease of $4,035 compared with Q4 2023, which was mainly attributable to updating the reserves and resources which resulted in less depreciation expense determined by the units of production depreciation method. Additionally, less depreciation expense was recorded because of the $22,632 impairment charge recognized in 2023.
Gross profit for the quarter ended December 31, 2024, was $25,250, an increase of $40,635 compared with Q4 2023, due to the variances described above.
General and administrative expenses for the quarter ended December 31, 2024, were $6,095, an increase of $1,425 compared to Q4 2023, which was primarily due to a decrease in corporate administration and salaries and benefits as a result of continuing cost improvement initiatives.
Finance costs for the quarter ended December 31, 2024, were $528, a decrease of $327 compared to Q4 2023, which was mainly attributed to a decrease in interest expense.
Foreign exchange gain for the quarter ended December 31, 2024, was $11,196 having increased by $8,817 from $2,379 in Q4 2023. The quarter’s gain is primarily from a $18,747 gain from the Bolivian operations and an offsetting loss of $4,277 from Mexico’s operations. As Bolivia is experiencing a US dollar shortage, the Bolivian financial institutions are paying a higher BOL/USD rate than the official rate of 6.96 BOL/USD to import USD into Bolivia. The gain from the depreciation of the Boliviano was partially offset by losses from the depreciation of the Mexican Peso against the USD from Q4 2024 to Q4 2023.
| - 16 - |
Years ended December 31, 2024, 2023 and 2022
| 2024 | 2023 Restated (1) |
Change ‘24 vs ‘23 | ||
| Revenues | 282,987 | 251,256 | 13% | |
| Mine operating costs | ||||
| Cost of sales | (206,055) | (199,432) | 3% | |
| Depreciation, depletion and amortization | (19,706) | (25,959) | (24%) | |
| Impairment – Mine Operating Costs | - | (22,632) | (100%) | |
| Gross profit | 57,226 | 3,233 | 1670% | |
| General and administrative expenses | (24,307) | (26,288) | (8%) | |
| Share-based payments expense | (105) | (229) | (54%) | |
| Operating income (loss) | 32,814 | (23,284) | 241% | |
| Gain on adjustment to consideration payable | 133,255 | 933 | 14182% | |
| Finance costs | (18,232) | (4,833) | 273% | |
| Foreign exchange gain | 44,199 | 6,727 | 557% | |
| Marketable securities loss | - | (2,054) | (100%) | |
| Gain on disposal of assets held for sale | - | 14,649 | (100%) | |
| Impairment on mineral properties, plant and equipment | - | - | - | |
| Transaction costs for Sinchi Wayra acquisition | - | - | - | |
| Income (loss) before tax | 192,036 | (7,912) | 2527% | |
| Income tax expense | (27,552) | (3,096) | 790% | |
| Net income (loss) for the year | 164,484 | (11,008) | 1594% | |
| Other comprehensive income (loss) | ||||
| Currency translation differences | (105) | (1,168) | (91%) | |
| Comprehensive income (loss) for the year | 164,379 | (12,176) | (1450%) | |
| Net income (loss) per share: | ||||
| Basic and diluted | 0.46 | (0.03) | ||
| Weighted average number of common shares: | ||||
| Basic | 353,755,953 | 349,941,159 | ||
| Diluted | 356,255,953 | 352,299,217 |
| (1) | The net loss (income) and net loss (income) per share for 2023 were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
Revenues for the year ended December 31, 2024, were $282,987, an increase of $31,731 compared with the year ended December 31, 2023. The increase is driven primarily by an increase in the average realized price per ounce of silver equivalent ounce sold from $22.90 in 2023 to $28.74 in 2024.
Cost of sales for the year ended December 31, 2024, was $206,055, an increase of $6,623 compared with the year ended December 31, 2023. The 3% increase is in line with the 4% increase in tonnes processed year over year. The increased production levels caused increases in mine and plant maintenance costs and ore and concentrate purchase costs that were partially offset by a reduction in insurance, energy and other costs that were the result of various restructuring and production optimization initiatives in Bolivia and Mexico mines.
Depreciation, depletion and amortization for the year ended December 31, 2024, was $19,706, a decrease of $6,253 compared with the year ended December 31, 2023, which was mainly attributable to updated reserves and resources resulting in less depreciation expense determined by the units of production depreciation method. The decrease is further attributed to a lower depreciable cost basis as a result of the Bolivar and Porco impairments recognized at the end of 2023.
Gross profit for the year ended December 31, 2024, was $57,226, an increase of $53,993 compared with the year December 31, 2023. The increase in 2024 arose primarily from increased revenues and no requirement to record an impairment charge.
| - 17 - |
General and administrative expenses for the year ended December 31, 2024, was $24,307, a decrease of $1,981 compared to the year ended December 31, 2023, which was mainly attributable to reductions in administration costs and professional fees.
Gain on adjustment to consideration payable for the year ended December 31, 2024, was $133,255 compared to a gain of $933 in the year ended December 31, 2023. On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”).
On May 10, 2023, the Company signed amendments to the SPA (“Amended SPA”) that impacted the timing of the repayments of the deferred cash consideration and timing of payment of certain VAT amounts collected by the Company which generated a gain on adjustment to consideration payable of $933 in the year-ended December 31, 2023.
On March 28, 2024, the Company entered into a binding term sheet (the “Term Sheet”) with Glencore to amend the SPA, Amended SPA and certain transaction documents in connection with the Acquisition. Consideration payable was adjusted for the terms and conditions outlined in the Term Sheet in the first quarter of 2024 which generated a gain on adjustment to consideration payable of $133,255 in the year-ended December 31, 2023.
Finance costs for the year ended December 31, 2024, were $18,232, an increase of $13,399 compared to the year ended December 31, 2023. The increase was mainly due to a $13,471 loss on change in fair value of consideration payable that was recorded in the current period following the negotiation of the Term Sheet. This was partially offset by a reduction in accretion of consideration payable that had previously been recorded in accordance with the Amended SPA.
Foreign exchange gain (loss) for the year ended December 31, 2024, was $44,199 compared to $6,727 in the year ended December 31, 2023. The increase of $37,472 is mainly due to a $45,822 gain from Bolivian operations and an offsetting loss of $2,521 from Mexico’s operations in the current year. The gain in Bolivia is caused by a US dollar shortage in Bolivia, the Bolivian financial institutions are paying a higher BOL/USD rate than the official rate of 6.96 BOL/USD to import USD into Bolivia. The gain from the depreciation of the Boliviano was partially offset by losses from the depreciation of the Mexican Peso against the USD from Q4 2024 to Q4 2023.
Marketable securities loss of $2,054 in the year ended December 31, 2023 arose due to the Company selling substantially all of its marketable securities in the second half of 2023.
Summary of Quarterly Results
The following table presents selected financial information for each of the most recent eight quarters:
| 2024 (2) | 2023 Restated (2) | |||||||
| Q4 | Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | |
| Revenues | 81,669 | 78,244 | 70,485 | 52,589 | 57,616 | 64,408 | 63,854 | 65,378 |
| Mine operating costs | 56,419 | 62,523 | 54,629 | 52,190 | 50,369 | 58,837 | 60,363 | 55,822 |
| Gross profit |
25,250 |
15,721 |
15,856 |
399 | (15,385) | 5,571 | 3,491 | 9,556 |
| Operating expenses | (6,068) | (6,592) | (6,806) | (4,946) | (4,698) | (7,757) | (7,218) | (6,844) |
| Net income (loss) | 21,067 | 9,310 | 1,449 | 132,658 | 490 | (5,102) | (2,115) | (4,281) |
| Net income (loss) per share – basic and diluted (1) |
0.06 |
0.03 |
0.00 |
0.38 | 0.00 | (0.01) | (0.01) | (0.01) |
| (1) | The basic and fully diluted calculations result in the same value due to the anti-dilutive effect of outstanding stock options and warrants for all quarters. |
| (2) | The financial results were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
The
Company’s quarterly results vary based on the silver equivalent ounces sold per period together with the average realized silver
price for the period. In Q1 2024 the Company recorded a one-time gain on adjustment to consideration payable of $133,255 after entering
into the Term Sheet with Glencore.
| - 18 - |
Liquidity, Capital Resources and Contractual Obligations
Liquidity
For the year ended December 31, 2024, the Company had cash and cash equivalents of $35,721 (2023 - $4,947). The Company’s cash and cash equivalents are not exposed to liquidity risk and there is no restriction on the ability of the Company to use these funds to meet its obligations.
For the year ended December 31, 2024, the Company reported net income of $164,484 (2023 - net loss of $11,008). As at December 31, 2024, the Company had working capital of $46,296 (2023 - working capital deficiency of $44,687).
The Company has a consideration payable balance outstanding for the acquisition of the Sinchiwayra and Illapa operations which occurred in 2022. The consideration payable consists of a base purchase price obligation and contingent value rights (“CVR”) obligation.
The base purchase price obligation consists of the Company paying up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time. Such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
On March 20th 2025, the Company made a $10,000 payment to Glencore as part of a plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchiwayra and Illapa operations. An additional payment of $7,500 was made in May 2025 and the Company will continue to make bi-monthly payments of $7,500 commencing in May 2025 until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished by exercising the acceleration option.
The CVR has not resulted in any payments to date because the price of zinc has not reached the levels that would trigger a payment (greater than $3,850 per tonne).
At December 31, 2024, the Company has non-current loans payable of $3,137 (2023 - $748), and non-current consideration payable to Glencore of $34,783 (2023 - $113,351). In addition, the Company has an accumulated deficit of $16,007 (2023 - $180,491) and shareholders’ equity of $131,347 (2023 - deficiency of $33,778).
| - 19 - |
| Year ended December 31, | ||
| 2024 | 2023 (1) | |
| Cash flow | ||
| Cash generated by operating activities | 54,432 | 29,591 |
| Cash (used by) provided by investing activities | (20,922) | (23,596) |
| Cash (used by) provided by financing activities | (2,546) | (5,659) |
| Increase in cash and cash equivalents | 30,964 | 336 |
| Effect of exchange rate on cash and cash equivalents held in foreign currencies | (190) | 2 |
| Cash and cash equivalents, beginning of the year | 4,947 | 4,609 |
| Cash and cash equivalents, end of the year | 35,721 | 4,947 |
| (1) | The cash generated by operating activities and used by investing and financing activities were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
The Company’s cash flows from operating, investing, and financing activities during the year ended December 31, 2024, are summarized as follows:
Cash generated by operating activities of $54,432, primarily due to:
| ● | $95,750 in cash flows from operating activities before movements in working capital items; and, | |
| ● | $41,318 net decrease in non-cash working capital items during the period. |
Cash used by investing activities of $20,922, primarily related to:
| ● | $22,619 spent on expenditures on mineral properties, plant and equipment; and, | |
| ● | $1,697 proceeds from disposition of mineral properties, plant and equipment. |
Cash used by financing activities of $2,546, primarily consists of:
| ● | $3,187 net repayment on loans payable and lease liability payments; and, | |
| ● | $641 of proceeds from the exercise of stock options. |
Capital Resources
The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments from shareholders.
The Company monitors its capital structure and based on changes in operations and economic conditions, may from time to time adjust the structure by repurchasing shares, issuing new shares, issuing new debt or retiring existing debt. The Company prepares an annual budget and quarterly forecasts to facilitate the management of its capital requirements. The annual budget is approved by the Company’s Board of Directors.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility. The Company is fully compliant with all financial covenants stipulated in the agreement; however, it did not meet the requirement to deliver its annual financial statements by April 30, 2024, due to delays in the issuance of the audited reports. Trafigura has granted a formal waiver, confirming that the delayed submission of the financial statements does not constitute a breach of covenants.
Off-balance Sheet Arrangements
The Company has not entered into any material off-balance sheet arrangement such as guarantee contracts, contingent interests in assets transferred to unconsolidated entities or derivative financial obligations.
| - 20 - |
Transactions with Related Parties
During the three and twelve months ended December 31, 2024 and 2023, the Company incurred the following charges for directors, officers, and other members of key management of the Company, as well as for companies controlled by directors and officers of the Company:
| Three months ended December 31 | Twelve months ended December 31, | |||
| 2024 | 2023 | 2024 | 2023 | |
| Management and consulting fees | 1,818 | 1,655 | 2,806 | 2,571 |
| Share-based compensation | (52) | 197 | 61 | 229 |
| 1,766 | 1,852 | 2,867 | 2,800 | |
Of the $1,818 in management and consulting fees incurred with related parties during the three months ended December 31, 2024, $100 (2023 - $75) was related to directors’ fees and $1,718 (2023 - $1,580) was related to management fees.
As at December 31, 2024, directors and officers or their related companies were owed $73 (December 31, 2023 - $27) in respect of the services rendered. These are non-interest bearing with standard payment terms.
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Other than the amounts disclosed above, there was no other compensation paid or payable to key management for employee services for the reported periods.
Subsequent Events
On March 20, 2025 the Company paid Glencore $10,000 and an additional payment of $7,500 was made on May 6, 2025, these are the part of a series of payments to be made to repay $40,000 prior to November 1, 2025 in order to exercise the accelerated payment option. Refer to note 10(a) in the annual audited consolidated financial statements for more information.
On February 27th, 2025 the Company completed an offering of $70,000 BOB ($10,057 USD) in promissory notes under its San Lucas Promissory Notes Issuance program. The San Lucas Promissory Notes Issuance program allows the Company to issue up to $140,000 BOB ($20,115 USD) in the Bolivian Stock market (Bolsa Boliviana de Valores). The notes are denominated in Bolivian Bolivianos and have a 6.25% interest rate and a maturity date of February 27th, 2026 and are unsecured. Refer to note 11(e) in the annual audited consolidated financial statements for more information.
With regards to the uncertain tax position related to the Illapa tax matter, on January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the Tax authority issue a new assessment that is legally compliant, at that point management will determine whether or not to accept the new assessment or could challenge it again. Management expects that the tax authority will exercise its right to appeal the decision within six months of the sentence. An appeal of the sentence would not affect management’s current legal assessment which believes that it is probable that the current tax treatments will be accepted. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at December 31, 2024. Refer to note 18(c) in the annual audited consolidated financial statements for more information.
Material Accounting Estimates and Judgments
Refer to Note 4 of the 2024 annual audited consolidated financial statements for a detailed discussion.
Accounting Policies Including Changes in Accounting Policies and Initial Adoption
Refer to Note 3 of the 2024 annual audited consolidated financial statements for a detailed discussion.
| - 21 - |
Financial Instruments and Other Instruments
| December 31, 2024 | Amortized cost | FVTPL | Total |
| $ | $ | $ | |
| Financial assets | |||
| Cash and cash equivalents | 35,721 | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | 41,864 |
| 60,183 | 17,402 | 77,585 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 49,937 | - | 49,937 |
| Consideration payable | 34,625 | 10,158 | 44,783 |
| Loans payable | 19,569 | - | 19,569 |
| Other liabilities | 36,030 | - | 36,030 |
| 140,161 | 10,158 | 150,319 |
| December 31, 2023 (restated) | Amortized cost | FVTPL | Total |
| Financial assets | |||
| Cash and cash equivalents | 4,947 | - | 4,947 |
| Trade and other receivables | 22,855 | 9,896 | 32,751 |
| 27,802 | 9,896 | 37,698 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 59,271 | - | 59,271 |
| Consideration payable | 147,886 | 15,102 | 162,988 |
| Loans payable | 17,775 | - | 17,775 |
| Other liabilities | 46,357 | - | 46,357 |
| 271,289 | 15,102 | 286,391 |
| (1) | The Trade and other receivables, trade payables and accrued liabilities and other liabilities amounts were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
| ● | Level 1: Quoted prices in active markets for identical assets or liabilities; | |
| ● | Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and | |
| ● | Level 3: Inputs for the asset or liability based on unobservable market data. |
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
| - 22 - |
Financial instruments and other instruments (continued)
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| December 31, 2024 | December 31, 2023 | ||||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | ||
| $ | $ | $ | $ | $ | $ | ||
| Assets | |||||||
| Trade and other receivables | - | 17,402 | - | - | 9,896 | - | |
| - | 17,402 | - | - | 9,896 | - | ||
| Liabilities | |||||||
| Consideration payable | - | - | 10,158 | - | - | 15,102 | |
| - | - | 10,158 | - | - | 15,102 | ||
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that as at December 31, 2023.
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc and lead concentrates produced by all of the Company’s mines and the San Lucas trading business. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At December 31, 2024, the Company had receivable balances associated with buyers of its concentrates of $17,402 (December 31, 2023 - $9,836). The Company’s concentrate is sold to well-known concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
December 31, 2024 |
December 31, 2023 | |
| $ | $ | |
| Cash and cash equivalents | 35,721 | 4,947 |
| Trade and other receivables | 41,864 | 39,426 |
| Prepaid expenses and deposits | 5,656 | 5,536 |
| - 23 - |
Financial instruments and other instruments (continued)
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis:
<1 year |
1 - 2 years |
2 - 5 years |
>5 years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 41,329 | 8,608 | - | - | 49,937 |
| Consideration payable - base purchase price(1) | 10,000 | 10,000 | 40,000 | 20,000 | 80,000 |
| Consideration payable - CVR & additional payments | 1,118 | 3,499 | 6,468 | 1,272 | 12,357 |
| Loans payable | 16,432 | 3,137 | - | - | 19,569 |
| Lease payments | 704 | 23 | - | - | 727 |
| 69,583 | 25,267 | 46,468 | 21,272 | 162,590 |
(1) The Base Purchase Price, as disclosed in Note 10(a), includes an acceleration option that enables the Company to repay less than the contractually committed amounts as presented in the table above. The Company continues to monitor its liquidity position and will determine prior to November 1, 2025 whether it will exercise the first acceleration option available to the Company.
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net income to changes in the exchange rate between the US dollar and the Bolivian boliviano, the US dollar and the Mexican peso and the US dollar and the Canadian dollar, respectively, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $506, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net income by approximately $103, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net income by approximately $(35).
| - 24 - |
Financial instruments and other instruments (continued)
The Company’s financial assets and liabilities as at December 31, 2024 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 58 | 3,109 | 31,434 | 1,120 | 35,721 |
| Trade and other receivables | 15,806 | 24,814 | 1,142 | 102 | 41,864 |
| 15,864 | 27,923 | 32,576 | 1,222 | 77,585 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 419 | 42,890 | 4,938 | 1,690 | 49,937 |
| Consideration payable | - | - | 44,783 | - | 44,783 |
| Loans payable | - | 15,536 | 4,033 | - | 19,569 |
| Other liabilities | - | 13,374 | 10,690 | 11,965 | 36,029 |
| 419 | 71,800 | 64,444 | 13,655 | 150,318 | |
| Net financial assets (liabilities) | 15,445 | (43,877) | (31,868) | (12,433) | (72,733) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at December 31, 2024, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at December 31, 2024, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $202.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
Outstanding Share Data
As at the date of this report, the Company has 355,855,538 common shares issued and outstanding, 14,300,000 common shares issuable under stock options, 825,000 common shares issuable under restricted share units, 1,000,000 common shares issuable under performance share units, 675,000 common shares issuable under deferred share units.
Internal Controls over Financial Reporting and Disclosure Controls and Procedures
The Company has disclosure controls and procedures in place to provide reasonable assurance that any information required to be disclosed by the Company under securities legislation is recorded, processed, summarized and reported within the applicable time periods and that required information is gathered and communicated to the Company’s management so that decisions can be made about the timely disclosure of that information.
The Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting. Any system of internal controls over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
| - 25 - |
Internal controls over financial reporting and disclosure controls and procedures (continued)
The restatements of prior period financial statements reflect the company’s efforts to ensure the accuracy of its financial reporting. These restatements resulted from identified deficiencies in internal controls over financial reporting. In response, the company has undertaken measures to strengthen its internal control environment, including the hiring of additional staff at its corporate location, improvements to the process of the preparation of the consolidated financial statements and haven taken actions to improve the coordination between the Corporate accounting function and the site accounting teams and continues to monitor and improve its controls to prevent similar issues in the future. The company remains committed to maintaining effective internal controls and transparency in its financial disclosures.
The Company’s management, including the Chief Executive Officer and the Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design 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, the Company’s management cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgements in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any control system is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.
Non-GAAP Measures
The Company has included certain non-GAAP performance measures throughout this MD&A, including Cash Cost per Silver Equivalent Ounce Sold, Cash Cost of Production per Tonne, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA each as defined in this section.
These performance measures are employed by the Company to measure its operating and financial performance internally, to assist in business decision-making, and provide key performance information to senior management. The Company believes that, in addition to conventional measures prepared in accordance with International Financial Reporting Standards (“IFRS® Accounting Standards”), as issued by the International Accounting Standards Board (“IASB”), certain investors and other stakeholders also use these non-GAAP measures as information to evaluate the Company’s operating and financial performance. As there are no standardized methods of calculating these non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The non-GAAP measures of cash cost per silver equivalent ounce sold and cash cost of production per tonne are used by the Company to manage and evaluate operating performance at respective mining operations and are widely reported in the silver mining industry as benchmarks for performance, but do not have a standardized meaning. Cash costs are calculated based on the cash operating costs at the respective mining operations and, in the case of cash cost per silver equivalent ounce sold, also include the third party concentrate treatment, smelting and refining cost.
| - 26 - |
Non-GAAP Measures (continued)
Management of the Company believes that the Company’s ability to control the cash cost per silver equivalent ounce produced and cash cost of production per tonne are two of its key performance drivers impacting both the Company’s financial condition and results of operations. Having a low cash cost of production per tonne, when taken in connection with effective management of mining dilution, will improve the cash cost per silver equivalent ounce produced. Having a low-cost base per silver equivalent ounce of production allows the Company to continue operating during times of declining commodity prices and provides more flexibility in responding to changing market conditions. In addition, low-cost operations offer a better opportunity to generate positive cash-flows, which improves the Company’s financial condition.
The Company believes these measures provide investors and analysts with useful information about the Company’s underlying cash costs of operations and are relevant metrics used to understand the Company’s operating profitability and ability to generate cash-flow.
To facilitate a better understanding of these measures as calculated by the Company, the following table provides a detailed reconciliation between the cash cost of production per tonne, cash cost per silver equivalent ounce sold, and the Company’s operating expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss) contained in the respective financial statements for the referenced periods.
AISC is a non-GAAP measure and was calculated based on guidance provided by the World Gold Council (“WGC”) in September 2013. WGC is not a regulatory industry organization and does not have the authority to develop accounting standards for disclosure requirements. Other mining companies may calculate AISC differently as a result of differences in underlying accounting principles and policies applied, as well as differences in definitions of sustaining versus development capital expenditures.
AISC is a more comprehensive measure than cash cost per ounce for the Company’s operating performance by providing greater visibility, comparability and representation of the total costs associated with producing silver from its mining operations.
The Company defines sustaining capital expenditures as, “costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of productive output without resulting in an increase in the life of assets, future earnings, or improvements in recovery or grade. Sustaining capital includes costs required to improve/enhance assets to minimum standards for reliability, environmental or safety requirements.”
Consolidated AISC includes total production cash costs incurred at the Company’s mining operations, which forms the basis of the Company’s total cash costs. Additionally, the Company includes sustaining capital expenditures, corporate general and administrative expense, sustaining share-based payments (if any), and reclamation cost accretion. AISC for Bolivia Consolidated and Zimapan do not include certain corporate and non-cash items such as corporate general and administrative expense and sustaining share-based payments.
The Company believes that this measure represents the total sustainable costs of producing silver from current operations and provides the Company and other stakeholders of the Company with additional information of the Company’s operational performance and ability to generate cash flows. As the measure seeks to reflect the full cost of silver production from current operations, new project capital and expansionary capital at current operations are not included. Certain other cash expenditures, including tax payments, dividends and financing costs are also not included.
| - 27 - |
Non-GAAP Measures (continued)
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The following tables provide a detailed reconciliation of these measures to our operating expenses, as reported in our annual audited consolidated financial statements.
| Three Months Ended December 31, 2024 | |||||
| Bolivia Operating Mines(1) | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 28,422 | 23,069 | 15,078 | - | 66,569 |
| Transportation and other selling cost | (5,088) | (1,881) | (952) | - | (7,921) |
| Royalty | (3,765) | (873) | (57) | - | (4,695) |
| Inventory change | (1,299) | 1,326 | (1,533) | - | (1,506) |
| Cash Cost of Production (A) | 18,270 | 21,641 | 12,536 | - | 52,447 |
| Cost of sales | 28,422 | 23,069 | 15,078 | - | 66,569 |
| Concentrate treatment, smelting and refining cost | 5,004 | 910 | 4,808 | - | 10,722 |
| Cash Cost of Silver Equivalent Sold (B) | 33,426 | 23,979 | 19,886 | - | 77,291 |
| Sustaining capital expenditures | 5,609 | 1,458 | 2,966 | - | 10,033 |
| General and administrative expenses | 1,132 | 2,112 | 143 | 3,458 | 6,845 |
| Accretion of decommissioning and restoration provision | 350 | 222 | 120 | - | 692 |
| All-in Sustaining Cash Cost (C) | 40,517 | 27,771 | 23,115 | 3,458 | 94,861 |
| Material processed (tonnes milled) (D) | 183,889 | 92,369 | 216,883 | - | 493,141 |
| Silver Equivalent Sold (payable ounces) (E) | 1,753,377 | 847,411 | 852,103 | - | 3,452,891 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 19.06 | 28.30 | 23.34 | - | 22.38 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 23.11 | 34.22 | 27.13 | - | 27.83 |
| Cash Cost of Production per tonne (A/D) | 99.35 | 234,.29 | 57.80 | - | 106.35 |
| (1) | Bolivar, Porco, the Caballo Blanco Group, are presented here as Bolivia Operating Mines. Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Three Months Ended December 31, 2023 (2) | |||||
| Bolivia Operating Mines(1) | San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 24,894 | 15,402 | 10,605 | - | 50,900 |
| Transportation and other selling cost | (5,144) | (1,504) | (1,011) | - | (7,658) |
| Royalty | (2,904) | (611) | - | - | (3,515) |
| Inventory change | 5,387 | (1,588) | 2,903 | - | 6,702 |
| Cash Cost of Production (A) | 22,233 | 11,699 | 12,497 | - | 46,429 |
| Cost of sales | 24,894 | 15,402 | 10,605 | - | 50,900 |
| Concentrate treatment, smelting and refining cost | 7,910 | 3,160 | 5,677 | - | 16,747 |
| Cash Cost of Silver Equivalent Sold (B) | 32,804 | 18,562 | 16,282 | - | 67,647 |
| Sustaining capital expenditures | 4,628 | - | 3,113 | - | 7,741 |
| General and administrative expenses | 1,903 | 528 | 881 | 2,518 | 5,831 |
| Accretion of decommissioning and restoration provision | 303 | - | (20) | - | 283 |
| All-in Sustaining Cash Cost (C) | 39,638 | 19,090 | 20,256 | 2,518 | 81,502 |
| Material processed (tonnes milled) (D) | 201,568 | 83,343 | 204,507 | - | 489,417 |
| Silver Equivalent Sold (payable ounces) (E) | 1,975,463 | 933,859 | 904,540 | - | 3,813,863 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 16.61 | 19.88 | 18.00 | - | 17.74 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 20.07 | 20.44 | 22.39 | - | 21.37 |
| Cash Cost of Production per tonne (A/D) | 110.30 | 140.37 | 61.11 | - | 94.87 |
| (1) | Bolivar, Porco, the Caballo Blanco Group, are presented here as Bolivia Operating Mines. Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
| - 28 - |
Non-GAAP Measures (continued)
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
| Year Ended December 31, 2024 | |||||
| Bolivia Operating Mines(1) | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 126,910 | 71,537 | 55,094 | - | 253,542 |
| Transportation and other selling cost | (20,139) | (6,012) | (4,384) | - | (30,536) |
| Royalty | (13,556) | (2,926) | (196) | - | (16,677) |
| Inventory change | (9,529) | 410 | 1,018 | - | (8,101) |
| Cash Cost of Production (A) | 83,687 | 63,009 | 51,532 | - | 198,228 |
| Cost of sales | 126,910 | 71,537 | 55,094 | - | 253,542 |
| Concentrate treatment, smelting and refining cost | 26,323 | 6,963 | 21,744 | - | 55,030 |
| Cash Cost of Silver Equivalent Sold (B) | 153,233 | 78,500 | 76,838 | - | 308,572 |
| Sustaining capital expenditures | 17,653 | 1,458 | 9,642 | - | 28,753 |
| General and administrative expenses | 4,489 | 3,131 | 3,979 | 14,739 | 26,338 |
| Accretion of decommissioning and restoration provision | 2,030 | 222 | 524 | - | 2,776 |
| All-in Sustaining Cash Cost (C) | 177,404 | 83,312 | 90,983 | 14,739 | 366,438 |
| Material processed (tonnes milled) (D) | 764,492 | 341,650 | 849,763 | - | 1,955,904 |
| Silver Equivalent Sold (payable ounces) (E) | 7,439,749 | 3,163,910 | 3,486,063 | - | 14,089,723 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 20.60 | 24.81 | 22.04 | - | 21.90 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 23.85 | 26.72 | 26.10 | - | 26.09 |
| Cash Cost of Production per tonne (A/D) | 109.47 | 184.43 | 60.64 | - | 101.35 |
| (1) | Bolivar, Porco, the Caballo Blanco Group, are presented here as Bolivia Operating Mines. Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Year Ended December 31, 2023(2) | |||||
| Bolivia Operating Mines(1) | San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 83,958 | 100,367 | 45,165 | - | 229,489 |
| Transportation and other selling cost | (20,734) | (7,909) | (3,597) | - | (32,240) |
| Royalty | (12,406) | (4,312) | - | - | (16,718) |
| Inventory change | (1,286) | (6,468) | 2,567 | - | (5,187) |
| Intercompany eliminations San Lucas and Bolivia Mines | 32,930 | (32,930) | - | - | - |
| Cash Cost of Production (A) | 82,461 | 48,748 | 44,135 | - | 175,344 |
| Cost of sales | 83,958 | 100,367 | 45,165 | - | 229,489 |
| Concentrate treatment, smelting and refining cost | 29,732 | 24,898 | 21,208 | - | 75,839 |
| Cash Cost of Silver Equivalent Sold (B) | 113,690 | 125,265 | 66,374 | - | 305,328 |
| Sustaining capital expenditures | 23,810 | - | 5,862 | - | 29,672 |
| General and administrative expenses | 5,352 | 1,072 | 5,976 | 16,528 | 28,928 |
| Accretion of decommissioning and restoration provision | 962 | - | 465 | - | 1,427 |
| All-in Sustaining Cash Cost (C) | 143,813 | 126,337 | 78,677 | 16,528 | 365,356 |
| Material processed (tonnes milled) (D) | 800,638 | 313,506 | 769,303 | - | 1,883,446 |
| Silver Equivalent Sold (payable ounces) (E) | 7,059,715 | 5,756,049 | 3,289,563 | - | 16,105,327 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 16.10 | 21.76 | 20.18 | - | 18.96 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 20.37 | 21.95 | 23.92 | - | 22.69 |
| Cash Cost of Production per tonne (A/D) | 102.99 | 155.49 | 57.37 | - | 93.10 |
| (1) | Bolivar, Porco, the Caballo Blanco Group, are presented here as Bolivia Operating Mines. Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
| - 29 - |
Non-GAAP Measures (continued)
Average Realized Price per Ounce of Silver Equivalent Sold
Revenues are presented as the sum of invoiced revenues related to delivered shipments of zinc, lead and copper concentrates, after having deducted treatment, smelting and refining charges.
The following is an analysis of the gross revenues prior to treatment, smelting and refining charges, and shows deducted treatment, smelting and refining charges to arrive at the net reportable revenue for the period per IFRS. Gross revenues are divided by silver equivalent ounces sold to calculate the average realized price per ounce of silver equivalents sold.
Consolidated(1) Average Realized Price per Ounce of Silver Equivalent Sold
Three months ended December 31, |
Twelve months ended December 31, | |||
| 2024 | 2023 | 2024 | 2023 | |
| Revenues | 98,967 | 68,945 | 349,849 | 293,034 |
| Add back: Treatment, smelting and refining charges | 10,722 | 16,747 | 55,030 | 75,839 |
| Gross Revenues | 109,689 | 85,692 | 404,879 | 368,873 |
| Silver Equivalent Sold (ounces) | 3,452,891 | 3,813,863 | 14,089,723 | 16,105,327 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 31.77 | 22.47 | 28.74 | 22.90 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.48 | 23.18 | 28.26 | 22.56 |
| (1) | Bolivar, Porco, the Caballo Blanco Group, are presented here as Bolivia Operating Mines. Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Bolivar, Porco, and Caballo Blanco Group(1) (“Bolivia Operating Mines”) Average Realized Price per Ounce of Silver Equivalent Sold
Three months ended December 31, |
Twelve months ended December 31, | |||
| 2024 | 2023 | 2024 | 2023 | |
| Revenues | 49,047 | 37,694 | 187,442 | 130,339 |
| Add back: Treatment, smelting and refining charges | 5,004 | 7,910 | 26,323 | 29,732 |
| Gross Revenues | 54,051 | 45,604 | 213,765 | 160,071 |
| Silver Equivalent Sold (ounces) | 1,753,377 | 1,975,463 | 7,439,749 | 7,059,715 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 30.83 | 23.09 | 28.73 | 22.67 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.48 | 23.18 | 28.26 | 22.56 |
| (1) | Bolivar, Porco, the Caballo Blanco Group, are presented here as Bolivia Operating Mines. Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
San Lucas Group Average Realized Price per Ounce of Silver Equivalent Sold
Three months ended December 31, |
Twelve months ended December 31, | |||
| 2024 | 2023 | 2024 | 2023 | |
| Revenues | 25,269 | 17,681 | 80,719 | 108,661 |
| Add back: Treatment, smelting and refining charges | 910 | 3,160 | 6,963 | 24,898 |
| Gross Revenues | 26,179 | 20,841 | 87,682 | 133,559 |
| Silver Equivalent Sold (ounces) | 847,411 | 933,859 | 3,163,910 | 5,756,049 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 30.89 | 22.32 | 27.71 | 23.20 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.48 | 23.18 | 28.26 | 22.56 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
| - 30 - |
Non-GAAP Measures (continued)
Average Realized Price per Ounce of Silver Equivalent Sold (continued)
Zimapan Mine Average Realized Price per Ounce of Silver Equivalent Sold
Three months ended December 31, |
Twelve months ended December 31, | |||
| 2024 | 2023 | 2024 | 2023 | |
| Revenues | 24,650 | 13,570 | 81,687 | 54,034 |
| Add back: Treatment, smelting and refining charges | 4,808 | 5,677 | 21,744 | 21,208 |
| Gross Revenues | 29,458 | 19,247 | 103,431 | 75,242 |
| Silver Equivalent Sold (ounces) | 852,103 | 904,540 | 3,486,063 | 3,289,563 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 34.57 | 21.28 | 29.67 | 22.87 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.48 | 23.18 | 28.26 | 22.56 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP measure in which net income is adjusted for income tax expense, interest income, interest expense, amortization and depletion, and impairment charges, foreign exchange gains or losses, unrealized losses or gains on marketable securities, share-based payments expense, accretion expense, changes in fair value of consideration payable and other non-recurring items. Foreign exchange gains or losses may consist of both realized and unrealized losses.
Under IFRS, entities must reflect in compensation expense the cost of share-based payments. In the Company’s circumstances, share-based payments can involve a significant accrual of amounts that will not be settled in cash but are settled by the issuance of shares in exchange.
The Company discloses Adjusted EBITDA to aid in understanding of the results of the Company and is meant to provide further information about the Company’s financial results to investors.
The following table provides a reconciliation of Adjusted EBITDA for the three and twelve months ended December 31, 2024 and 2023.
Three months ended December 31, |
Twelve months ended December 31, | |||
| 2024 | 2023 Restated (1) |
2024 | 2023 Restated (1) | |
| Net income (loss) for the period | 21,068 | 490 | 164,484 | (11,008) |
| Income tax expense (recovery) | 8,782 | (3,703) | 27,552 | 3,096 |
| Interest income | (464) | (254) | (480) | (584) |
| Interest expense, carrying and finance charges on loans payable | 486 | 951 | 1,488 | 2,036 |
| Depreciation, depletion and amortization | 3,863 | 7,898 | 19,706 | 25,959 |
| Foreign exchange gain | (11,195) | (2,378) | (44,199) | (6,727) |
| Marketable securities loss | - | 234 | - | 2,054 |
| Share-based payments expense | (27) | 28 | 105 | 229 |
| Accretion expense | (282) | 1,385 | 1,096 | 5,171 |
| Changes in fair value of consideration payable | (2,070) | (3,853) | 13,472 | (3,853) |
| Gain on adjustment to consideration payable | - | 3,071 | (133,255) | (933) |
| Other finance expense | 2,856 | 1,892 | 2,656 | 2,113 |
| Adjusted EBITDA | 23,017 | 5,761 | 52,625 | 17,553 |
| (1) | The comparative figures were restated as a result of corrections made to the 2023 financial statements. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
| - 31 - |
Cautionary Note Regarding Forward-looking Information
Certain of the statements and information in this MD&A constitute “forward-looking information” within the meaning of applicable Canadian provincial securities laws relating to the Company and its operations. All statements, other than statements of historical fact, are forward-looking statements. When used in this MD&A, the words, “will”, “believes”, “expects”, “intents”, “plans”, “forecast”, “objective”, “guidance”, “outlook”, “potential”, “anticipated”, “budget”, and other similar words and expressions, identify forward-looking statements or information. These forward-looking statements or information relate to, among other things: future financial or operational performance; the expected timing for release of forecasts for 2025, including our estimated production of silver, zinc, lead and copper, and for our estimated Cash Costs, AISC, capital and exploration, mine operation, general and administrative, care and maintenance expenditures; future anticipated prices for silver, zinc, lead and copper and other metals and assumed foreign exchange rates; the impacts of inflation on the Company and its operations; whether the Company is able to maintain a strong financial condition and have sufficient capital, or have access to capital, to sustain our business and operations; the timing and outcome with respect to the Company’s environmental, social and governance activities, and the Company’s corporate social responsibility activities and our reporting in respect thereof; the ability of the Company to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on the Company; the potential maximum consideration payable to Glencore pursuant to the Term Sheet; the future results of our exploration activities, anticipated mineral reserves and mineral resources; the costs associated with the Company’s decommissioning obligations; the Company’s plans and expectations for its properties and operations; and expectations with respect to the future anticipated impact of pandemics on our operations.
These forward-looking statements and information reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic, competitive, political, regulatory, and social uncertainties and contingencies. These assumptions, include: our ability to implement environmental, social and governance activities; tonnage of ore to be mined and processed; ore grades and recoveries; that the Company will receive all required regulatory approvals to operate; that the market price of zinc may be above certain minimum thresholds for the payment of the CVR Payments and Additional Payments; prices for silver, zinc, lead, copper remaining as estimated; currency exchange rates remaining as estimated; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; protection of our interests against claims and legal proceedings; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner and can be maintained. The foregoing list of assumptions is not exhaustive.
The Company cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements or information contained in this MD&A and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, some of which are described in the “Risks Factors” section of this MD&A without limitation: fluctuations in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN, BOL and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico, Bolivia or other countries where the Company may carry on business, some of which might prevent or cause the suspension or discontinuation of mining activities, including the risk of expropriation related to certain of our operations, particularly in Bolivia; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company does business; inadequate insurance, or inability
| - 32 - |
Cautionary note regarding forward-looking information (continued)
to obtain insurance, to cover these risks and hazards; employee relations; relationships with and claims by the local communities and indigenous populations; availability and increasing costs associated with mining inputs and labour; the Company’s ability to secure our mine sites or maintain access to our mine sites due to criminal activity, violence, or civil and labour unrest; that changes to the market price of zinc may affect the total consideration payable to Glencore pursuant to the omnibus agreement; the speculative nature of mineral exploration and development, including the risk of obtaining or retaining necessary licenses and permits; challenges to, or difficulty in maintaining, the Company’s title to properties and continued ownership thereof; diminishing quantities or grades of mineral reserves as properties are mined; global financial conditions; the Company’s ability to complete and successfully integrate acquisitions, and to mitigate other business combination risks; the actual results of current exploration activities, conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors; increased competition in the mining industry for properties, equipment, qualified personnel, and their costs; having sufficient cash to pay obligations as they come due; the duration and effects of the coronavirus and COVID-19 variants, and any other epidemics or pandemics on our operations and workforce, and their effects on global economies and society. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described, or intended. Investors are cautioned against attributing undue certainty or reliance on forward-looking statements or information. Forward-looking statements and information are designed to help readers understand Management’s current views of our near- and longer-term prospects and may not be appropriate for other purposes. The Company does not intend, and does not assume any obligation, to update or revise forward-looking statements or information to reflect changes in assumptions or in circumstances or any other events affecting such statements or information, other than as required by applicable law.
Risk Factors
The risk factors described below could materially affect the Company’s future operating results and could cause actual events and results to differ materially from those described in forward-looking statements and forward-looking information. Additional risks not presently known to us, or that we currently consider immaterial, may also impair our operations. Readers are strongly encouraged to review the following identified risks in detail.
Metal and Commodity Price Fluctuations
The majority of our revenue is derived from the sale of silver, zinc, lead and copper, and therefore fluctuations in the prices of these metals significantly affects our operations and profitability. Our sales are directly dependent on metal prices, and metal prices have historically shown significant volatility and are beyond our control. The Board of Directors continually assesses the Company’s strategy towards our metal exposure, depending on market conditions.
The prices of silver and other metals are affected by numerous factors beyond our control, including:
| ● | global and regional levels of supply and demand; | |
| ● | sales by government holders and other third parties; | |
| ● | metal stock levels maintained by producers and others; | |
| ● | increased production due to new mine developments and improved mining and production methods; | |
| ● | speculative activities; | |
| ● | inventory carrying costs; | |
| ● | availability, demand and costs of metal substitutes; | |
| ● | international economic and political conditions; | |
| ● | interest rates, inflation and currency values; | |
| ● | increased demand for silver or other metals for new technologies; and | |
| ● | reduced demand resulting from obsolescence of technologies and processes utilizing silver and other metals. |
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Risk Factors (continued)
In addition to general global economic conditions that can have a severely damaging effect on our business in many ways, declining market prices for metals could materially adversely affect our operations and profitability. A decrease in the market price of silver, zinc, lead and copper and other metals could affect the commercial viability of our mines and production at our mining properties. Lower prices could also adversely affect future exploration and our ability to develop mineral properties and mines which would have a material adverse impact on our financial condition, results of operations and future prospects. There can be no assurance that the market prices will remain at sustainable levels.
If market prices of silver, zinc, lead and copper remain below levels used in the Company’s impairment testing and resource prices for an extended period of time, the Company may need to reassess its long-term price assumptions, and a significant decrease in the long-term price assumptions would be an indicator of potential impairment, requiring the Company to perform an impairment assessment on related assets. Due to the sensitivity of the recoverable amounts to long term metal prices, as well as to other factors including changes to mine plans and cost escalations, any significant change in these key assumptions and inputs could result in impairment charges in future periods.
Foreign Operations
In 2024, a significant portion of our production and revenues were derived from our operations in Mexico and Bolivia. As a result, we are exposed to a number of risks and uncertainties, including:
| ● | expropriation, nationalization, and the cancellation, revocation, renegotiation, or forced modification of existing contracts, permits, licenses, approvals, or title, particularly without adequate compensation; | |
| ● | changing political and fiscal regimes, sometimes unexpectedly or as a result of precipitous events, and economic and regulatory instability; | |
| ● | unanticipated adverse changes to constitutional rights and protections, and other laws and policies, including those relating to mineral title, royalties and taxation; | |
| ● | delays or inability to obtain or maintain necessary permits, licenses or approvals; | |
| ● | opposition to mine development projects from governments, communities, and other groups, which may include frivolous or vexatious claims, misinformation, and the potential for violence and property damage; | |
| ● | restrictions on foreign investment; | |
| ● | limitations on repatriation of operating cash flows, including legal and practical restrictions to transfer funds from and to foreign jurisdictions; | |
| ● | unreliable or undeveloped infrastructure; | |
| ● | labour unrest and scarcity; | |
| ● | human rights violations, which may include Indigenous rights claims; | |
| ● | inability of governments or governmental bodies to complete, or properly complete, consultation processes and to comply with national and international laws, protocols, standards and/or norms; | |
| ● | difficulty obtaining key equipment and components for equipment; | |
| ● | difficulty obtaining consumables and others necessary to operate our mines; | |
| ● | regulations and restrictions with respect to imports and exports; | |
| ● | high rates of inflation; | |
| ● | extreme fluctuations in currency exchange rates and restrictions on foreign exchange, currencies and repatriation; | |
| ● | inability to obtain fair dispute resolution or judicial determinations because of bias, corruption or abuse of power; | |
| ● | abuse of power of foreign governments who impose, or threaten to impose, fines, penalties or other similar mechanisms, without regard to the rule of law; | |
| ● | difficulties enforcing judgments, particularly judgments obtained in Canada or the United States, with respect to assets located outside of those jurisdictions; | |
| ● | difficulty understanding and complying with the regulatory and legal framework with respect to mineral properties, mines and mining operations, and permitting; | |
| ● | violence and the prevalence of criminal activity, including organized crime, theft and illegal mining; | |
| ● | civil unrest, terrorism and hostage taking; government, union and community pressures to maintain unprofitable operations; | |
| ● | military repression and increased likelihood of international conflicts or aggression; and | |
| ● | increased public health concerns. |
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Risk Factors (continued)
In 2014, the Bolivian government enacted the New Mining Law. Among other things, the New Mining Law set out a number of new economic and operational requirements relating to state participation in mining projects. Further, the New Mining Law provided that all pre-existing contracts were to migrate to one of several new forms of agreement within a prescribed period of time. As a result, we anticipate that our current Mining Joint Operations Agreement with COMIBOL relating to the Illapa Joint Operation will be subject to such migration and possible renegotiation of key terms. The migration process has been delayed by COMIBOL and has not been completed. The primary effects on the Illapa Joint Operation and our interest therein will not be known until such time as we have, if required to do so, renegotiated the existing contract, and the full impact may only be realized over time. We will take appropriate steps to protect and, if necessary, enforce our rights under our existing agreement with COMIBOL. There is, however, no guarantee that governmental actions, including possible expropriation or additional changes in the law, and the migration of our contract will not impact our involvement in the Illapa Joint Operation in an adverse way and such actions could have a material adverse effect on us and our business.
Criminal activity and violence are also prevalent in some areas that we work in. For example, violence in Mexico is well documented and has, over time, been increasing. Conflicts between the drug cartels and violent confrontations with authorities are not uncommon. Other criminal activity, such as kidnapping and extortion, is also an ongoing concern. Many incidents of crime and violence go unreported and efforts by police and other authorities to reduce criminal activity are challenged by a lack of resources, corruption and the pervasiveness of organized crime. Incidents of criminal activity could occur and might affect our employees and our contractors and their families, as well as the communities in the vicinity of our operations. Such incidents may prevent access to our mines or offices; halt or delay our operations and production; could result in harm to employees, contractors, visitors or community members; increase employee absenteeism; create or increase tension in nearby communities; or otherwise adversely affect our ability to conduct business. We can provide no assurance that possible security incidents will not have a material adverse effect on our future operations.
Although we are unable to determine the impact of these risks on our future financial position or results of operations, many of these risks and uncertainties have the potential to substantially affect our exploration, development and production activities and could therefore have a material adverse impact on our operations and profitability.
Governmental Regulation
Our operations, exploration, and development activities are subject to extensive laws and regulations in the jurisdictions in which we conduct our business, including with respect to:
| ● | environmental protection, including greenhouse gas emissions, biodiversity, and water, soil and air quality; | |
| ● | permitting; | |
| ● | management and use of toxic substances and explosives; | |
| ● | management and use of natural resources, including water and energy supplies; | |
| ● | management of waste and wastewater; | |
| ● | exploration, development, production, and post-closure reclamation of mines; | |
| ● | imports and exports; | |
| ● | transportation; | |
| ● | price controls; | |
| ● | taxation; | |
| ● | mining royalties; | |
| ● | labour standards, employee profit-sharing, and occupational health and safety, including mine safety regulations | |
| ● | community and Indigenous rights; | |
| ● | human rights; | |
| ● | social matters, including historic and cultural preservation, engagement and consultation, local hiring and procurement, development funds; | |
| ● | anti-corruption and anti-money laundering; and | |
| ● | data protection and privacy. |
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Risk Factors (continued)
The costs associated with compliance with these and future laws and regulations can be substantial, and changes to existing laws and regulations (including the imposition of higher taxes and mining royalties) could cause additional expense, capital
expenditures, restrictions on or suspensions of our operations and delays in the development of our properties. In addition, the regulatory and legal framework in some jurisdictions in which we operate are outdated, unclear and at times, inconsistent.
A failure to comply with these laws and regulations, including with respect to our past and current operations, and possibly even actions of parties from whom we acquired our mines or properties, could lead to, among other things, the imposition of substantial fines, penalties, sanctions, the revocation of licenses or approvals, expropriation, forced reduction or suspension of operations, and other civil, regulatory or criminal proceedings. Other enforcement actions may include corrective measures requiring capital expenditures, the installation of additional equipment or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of such mining activities and may have civil or criminal fines or penalties imposed upon them for violations of applicable laws or regulations.
As governments continue to struggle with deficits and concerns over the effects of depressed economies, the mining and metals sector has often been identified as a source of revenue. Taxation and royalties are often subject to change and are vulnerable to increases in both poor and good economic times, especially in many resource-rich countries. The addition of new taxes, specifically those aimed at mining companies, could have a material impact on our operations and will directly affect profitability and our financial results. COVID-19 resulted in unprecedented public health measures and massive increases in government spending which caused significant long-term damage to the global and most national economies. The resulting costs to governments, increased fiscal debt, interest rates, and inflation continue to result in further taxation pressures, the impacts of which could impact our financial performance.
In April 2021, the Senate of Mexico approved the amendment of various articles of the Federal Labor Law, Social Security Law, Law of the National Workers’ Housing Fund Institute, Federal Fiscal Code, Income Tax Law and the Value Added Tax Law. These new regulations significantly limit the ability of operating companies to subcontract and outsource labour to contractors and to employ related service providers. As a consequence of this new legislation, additional employee profit sharing costs, payroll taxes and benefits costs were imposed on our operations.
Permits
We are required to obtain and renew governmental permits for the operation and expansion of existing operations or for the development, construction, and commencement of new operations. Obtaining or renewing the necessary governmental permits can be costly and involve extended timelines. We may not be able to obtain or renew permits that are necessary to our operations, or the cost to obtain or renew permits may exceed our expected recovery from a given property once in production.
Failure to obtain or maintain the necessary permits, or to maintain compliance with any permits, can result in fines, penalties, or suspension or revocation of the permits. Our ability to obtain and renew permits is contingent upon certain variables, some of which are not within our control, including, introduction of new permitting legislation, the interpretation of applicable requirements implemented by the permitting authority, the need for public consultation hearings or approvals, and political or social pressure.
Any unexpected delays, failure to obtain or renew permits, failure to comply with the terms of the permit, or costs associated with the permitting process could impede or prevent the development or operation of a mine, which could have material adverse impacts on our operations and profitability.
| - 36 - |
Risk Factors (continued)
Mining Risks and Insurance
The business of mining is generally subject to numerous risks and hazards, including environmental hazards, industrial accidents, contagious disease hazards, labour disputes, encountering unusual or unexpected geologic formations, cave-ins, flooding and periodic interruptions due to inclement or hazardous weather conditions at its existing locations. Such risks could result in damage to, or destruction of, mineral properties or producing facilities, personal injury, environmental damage, delays in mining, monetary losses and possible legal liability. The Company’s insurance will not cover all the potential risks associated with its operations. In addition, although certain risks are insurable, the Company may be unable to maintain insurance to cover these risks at economically feasible premiums. Insurance against environmental risks (including potential for pollution or other hazards as a result of disposal of waste products occurring from exploration and production) is not generally available to the Company or to other companies within the industry on acceptable terms.
The Company carries insurance to protect against certain risks in such amounts as it considers adequate. Risks not insured against include, without limitation, environmental pollution, mine flooding or other hazards against which such companies cannot insure or against which they may elect not to insure. Losses from uninsured events may cause the Company to incur significant costs. The activities of the Company are subject to a number of challenges over which the Company has little or no control, but that may delay production and negatively impact the Company’s financial results, including: increases in energy, fuel and/or other production costs; higher insurance premiums; industrial accidents; labour disputes; shortages of skilled labour; contractor availability; unusual or unexpected geological or operating conditions; slope failures; cave-ins of underground workings; and failure of pit walls or dams. If the Company’s total production costs per ounce of silver rise above the market price of silver and remain so for any sustained period, the Company may experience losses and may curtail or suspend some or all of its exploration, development and mining activities.
Operational Risks
The ownership, operation, and development of a mine or mineral property involves significant risks and hazards which even the combination of experience, knowledge, and careful evaluation may not be able to overcome.
These risks include:
| ● | environmental and health hazards; | |
| ● | industrial and equipment accidents, explosions and third party accidents; | |
| ● | the encountering of unusual or unexpected geological formations; | |
| ● | ground falls and cave-ins; | |
| ● | flooding; | |
| ● | labour disruptions; | |
| ● | mechanical equipment, machinery, and facility performance problems; | |
| ● | seismic events; | |
| ● | extreme temperature variations and air quality issues underground; and | |
| ● | periodic interruptions due to inclement or hazardous weather conditions. |
These risks could result in:
| ● | damage to, or destruction of, mineral properties or production facilities; | |
| ● | personal injury or death; | |
| ● | environmental damage and liabilities; | |
| ● | delayed production; | |
| ● | labour disruptions; | |
| ● | increased production costs; | |
| ● | asset write downs; | |
| ● | abandonment of assets; | |
| ● | monetary losses; | |
| ● | civil, regulatory or criminal proceedings, including fines and penalties, relating to health, safety and the environment; | |
| ● | community unrest, protests, and legal proceedings at local or international levels; | |
| ● | loss of social acceptance for our activities; and other liabilities. |
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Risk Factors (continued)
Advancements in science and technology and in mine design, methods, equipment, and training have created the possibility of reducing some of these risks, but there can be no assurances that such occurrences will not take place and that they will not negatively impact us, our operations, and our personnel.
Liabilities that we incur may exceed the policy limits of our insurance coverage or may not be insurable, in which case we could incur significant costs that could adversely impact our business, operations, profitability, or value.
Title to Assets
The validity of mining or exploration titles or claims or rights, which constitute most of our property holdings, can be uncertain and may be contested. Our properties may be subject to prior unregistered liens, agreements or transfers, Indigenous land claims, or undetected title defects. In some cases, we do not own or hold rights to the mineral concessions we mine, including some of our mining and exploration titles in Bolivia where the government has title to the concessions and our right to mine is contractual in nature. We have not conducted surveys of all the claims in which we hold direct or indirect interests and therefore, the precise area and location of such claims may be in doubt. No assurance can be given that applicable governments will not revoke or significantly alter the conditions of the applicable exploration and mining titles or claims, or that such exploration and mining titles or claims will not be challenged or impugned by third parties. We may be unable to operate our properties as expected, or to enforce our rights to our properties. Any defects in title to our properties, or the revocation of our rights to mine, could have a material adverse effect on our operations and financial condition.
We operate in countries with developing mining laws, and changes in such laws could materially impact our rights or interests to our properties. We are also subject to expropriation risk in a number of countries in which we operate, including the risk of expropriation or extinguishment of property rights based on a perceived lack of development or advancement. Expropriation, extinguishment of rights and other similar governmental actions would likely have a material adverse effect on our operations and profitability.
In many jurisdictions in which we operate, legal rights applicable to mining concessions are different and separate from legal rights applicable to surface lands. Accordingly, title holders of mining concessions in many jurisdictions must agree with surface landowners on compensation in respect of mining activities conducted on such land. We do not hold title to all of the surface lands at some of our operations and rely on contracts or other similar rights to conduct surface activities.
Environmental Legislation, Regulations, and Hazards
We are subject to environmental laws and regulation in the various jurisdictions in which we operate that impose requirements or restrictions on our activities, such as mine development, water management, use of hazardous substances, reclamation, and waste transportation, storage and disposal. Compliance with environmental laws and regulations may require significant costs and may cause material changes or delays in our operations. There is no assurance that we will be in full compliance with environmental legislation at all times. Failure to comply with applicable environmental legislation could lead to adverse consequences, including expropriation, suspension or forced cessation of operations, revocation of or restrictions on permits, fines and other penalties, civil or regulatory proceedings, and, in certain circumstances, criminal proceedings. Furthermore, any such failures could increase costs and extend timelines, requiring additional capital expenditures and remedial actions. These negative consequences could significantly impact our financial condition, operations, and cash flow.
| - 38 - |
Risk Factors (continued)
Future environmental legislation could also require stricter standards and mandate increased enforcement, fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors and employees.
Environmental hazards may exist on our properties which are currently unknown to us. We may be liable for losses associated with such hazards or may be forced to undertake extensive remedial cleanup action or to pay for governmental remedial cleanup actions, even in cases where such hazards have been caused by previous or existing owners or operators of the property, or by the past or present owners of adjacent properties, or by natural conditions. The costs of such cleanup actions may have a material adverse effect on our operations and profitability.
We are subject to environmental reclamation requirements to minimize long-term effects of mining exploitation and exploration disturbance by requiring the operating company to control possible deleterious elements and to re-establish, to some degree, pre-disturbance landforms and vegetation. These environmental reclamation requirements vary depending on the location of the property and the managing governmental agency. We are actively providing for and carrying out reclamation activities on our properties as required.
We operate four tailings storage facilities, we are conducting a third party review of all our tailings facilities. These reviews once concluded might find that the storage facilities design, construction, operation, maintenance, and monitoring activities at the tailings and water storage facilities might require further investments to meet the Canadian Dam Safety Guidelines, TSM Tailings Protocol, and known best practices. The development and update of guidelines and standards, such the Canadian Dam Association Technical Bulletin on Tailings Dam Breach Analyses and the Global Industry Standard for Tailings Management, may change requirements, costs, and ultimate capacity of our tailings facilities. Design of all of our tailings and water storage facilities includes detailed consideration of stability under static and dynamic (pseudostatic) seismic conditions to ensure exceedance of relevant safety factors. While we believe that appropriate steps have been taken to prevent safety incidents, there are inherent risks involved with tailings facilities, including among other things, seismic activity, and the ability of field investigations completed prior to construction to detect weak foundation materials. There can be no assurance that a dam or other tailings facility safety incident will not occur, and such an incident could have a material adverse effect on our operations and profitability of the Company.
In addition to increasing regulatory requirements and operational risks, claims from local communities and NGOs with respect to real or alleged environmental incidents are becoming more common and may impact operations. In the case of legitimate claims, such actions could result in injunctions, suspensions, or other work stoppages, including revocation of permits, or significant fines or awards of damages. In other cases, we may be subject to frivolous or exaggerated claims made in an effort to obstruct or prevent mining operations or to affect our reputation.
Community Action
The success of our business is, in many ways, dependent on maintaining positive and respectful relationships with communities in the areas where we work. There is an increasing level of public concern relating to the perceived effects of mining activities, particularly on communities and peoples impacted by such activities. Communities and certain NGO’s that oppose resource development have become more vocal and active with respect to the impact of mining activities. Adverse publicity related to extractive industries or specifically to the Company’s operations, could have an adverse effect on our reputation, impact our relationships with the communities in which we operate, and ultimately have a material adverse effect on our business, financial condition and results of operations. Some communities and NGOs have taken actions, such as installing road blockades, applying for injunctions for work stoppage, filing lawsuits for damages or to challenge our ownership or use of property, and intervening and participating in lawsuits seeking to cancel or revoke our rights, permits and licenses that are necessary for our operations to continue, which could materially impact our business. These actions relate not only to current activities but are often in respect of past activities by prior owners of mining properties. NGOs may also lobby governments for changes to laws, regulations and policies pertaining to mining, which, if made, could have a material adverse effect on our business, financial condition and results of operations. The manner with which we respond to civil disturbances and other activities can give rise to additional risks where those responses are perceived to be inconsistent with international standards, including those with respect to human rights.
| - 39 - |
Risk Factors (continued)
Artisanal, or informal, mining is associated with a number of negative impacts, including environmental degradation, forced labour, child labour, human trafficking and funding of conflict. Additionally, effective local government administration is often lacking in the locations where these miners operate informally or illegally. These activities are largely unregulated and work conditions are often unsafe and present health risks to the artisanal miners and local communities, which while unrelated to our operations, may have a material impact on them. Informal miners are active on land adjacent to our Porco operation which create an additional component to risk.
The Company is continuing with the implementation of ESG, standards and internal social contribution designed to enhance our community engagement processes, drive world-class environmental practices and reinforce our commitment to the safety and health of our employees and surrounding communities. As part of these activities, we have implemented response mechanisms which help us manage our social risks by better understanding and responding to community questions or concerns around the perceived or actual impacts of our activities. While we are committed to operating in a responsible manner, there is no assurance that our efforts will be successful at mitigating adverse impacts to our operations, and we may suffer material consequences to our business, including among other things, delays and closures, increased costs, and significant reputational damage.
In Canada, recent jurisprudence has permitted foreign claimants to bring legal actions in relation to alleged human rights violations and tort claims which may have occurred in their home country. This includes the adoption of international customary law principles as actionable torts in Canada. In addition, international bodies, such as the Inter-American Commission and the Inter-American Court of Human Rights, may adopt precautionary measures or make orders for member states in respect of human rights violations that could materially impact our operations.
Developments Regarding Indigenous Peoples
Some of our operations are near areas presently or previously inhabited or used by Indigenous peoples or have communities nearby. There are many national and international laws, regulations, conventions, codes and other instruments dealing with the rights of Indigenous peoples that impose obligations on governments and entities. Many of these are complex and interwoven in application, and are integrated and applied differently by governments, communities, Indigenous peoples, and other interest groups. These may include a mandate that government consult with Indigenous peoples in the areas around our projects and mines regarding actions affecting local stakeholders, prior to granting us mining rights, permits or approvals. Applicable conventions, such as the ILO Convention 169 which has been ratified by Bolivia and Mexico, is an example of such an international convention.
The United Nations Declaration on the Rights of Indigenous Peoples (“UNDRIP”) was negotiated over a 24- year period with Indigenous peoples, member states and UN experts and was adopted by the UN General Assembly in September 2007. Canada officially endorsed UNDRIP in 2016 and in June 2021, the United Nations Declaration on the Rights of Indigenous Peoples Act (the “UNDRIP Act”) was enacted into law in Canada to align and harmonize Canadian laws with UNDRIP. The substantive impact of UNDRIP on each member states’ obligations to Indigenous peoples, including in Canada, remains uncertain, particularly with respect to the principle of free, prior and informed consent. At minimum, UNDRIP and the UNDRIP Act are likely to result in more robust consultation processes with potentially affected Indigenous peoples where projects trigger their application. Such requirements under UNDRIP and the associated application under Canadian law could impact our operations and our ability to develop new operations.
New or amended laws, regulations and conventions respecting the rights of Indigenous peoples, including with respect to the acquisition and use of lands, may alter decades old arrangements or agreements made by prior owners of our mines and properties, or even those made by us in more recent years. There can be no guarantee that we have entered into all agreements with Indigenous peoples in accordance with the laws and international standards and norms governing such relationships or that future laws and actions will not have a material adverse effect on our rights or ability to explore or mine, or on our financial position, cash flow, and results of operations. Furthermore, it is not uncommon for Indigenous peoples to challenge agreements or arrangements previously entered into for various reasons. Public opposition, including opposition by NGOs, to mining activities has also increased in recent years, in part due to the perceived effects of those activities on local communities and on Indigenous peoples. There has been an increase in resort to strategic litigation supported by NGOs and other interest groups in reference to laws, regulations and conventions respecting the rights of Indigenous peoples, which if targeted at our operations, could have a material impact on the future operations of our mines.
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Risk Factors (continued)
If we cannot maintain an agreement or positive relationship with Indigenous peoples in respect of our operations, there may be significant disruptions in our operations and activities, we may be subject to legal or administrative proceedings, and we may be precluded from operating, or from continuing to operate, in such areas. There could also be significant harm to our reputation. The risks associated with operating or conducting activities in or near areas presently or previously inhabited by Indigenous peoples could further impact our ability to acquire or advance development projects and complete, or realize benefits from, future acquisitions.
Natural Disasters, Terrorist Acts, Health Crises including Pandemics, Other Disruptions or Dislocations, whether those effects are Local, Nationwide or Global
Upon the occurrence of a natural disaster, pandemic or upon an incident of war (for example, the current and ongoing conflict between Russia and Ukraine), riot or civil unrest, the impacted country, and the overall global economy, may not efficiently and quickly recover from such an event, which could have a materially adverse effect on the Company. Terrorist attacks, public health crises including epidemics, pandemics or outbreaks of new infectious diseases or viruses, and related events can result in volatility and disruption to global supply chains, operations, mobility of people, patterns of consumption and service and the financial markets, which could affect interest rates, credit ratings, credit risk, inflation, business, financial conditions, results of operations and other factors relevant to the Company.
Exploration and Development Risks
The long-term operation of our business and its profitability is dependent, in part, on the cost and success of our exploration and development programs. Mineral exploration and development is highly speculative and involves significant risks. Few properties that are explored are ultimately developed into producing mines. There is no assurance that our mineral exploration and development programs will result in discoveries of economic quantities of mineralization that are necessary for a property to be brought into commercial production. The commercial viability of a mineral deposit, once discovered, is also dependent upon a number of factors, including, among other things, (i) the particular attributes of the deposit, such as size, grade, and metallurgy; (ii) interpretation of geological data; (iii) feasibility studies; (iv) proximity to infrastructure and availability of labour, power, and water; (v) metal prices; (vi) foreign currency exchange rates; and (vii) government regulations, including regulations relating to development, taxation, royalties, import and export, and environmental protection.
The actual operating results of our projects may differ materially from those we had anticipated due to these and other factors, many of which are beyond our control. There can be no assurance that our acquisition, exploration, and development programs will yield new mineral reserves to replace or expand current mineral reserves, or that they will result in additional production. Unsuccessful exploration or development programs could have a material adverse effect on our operations and profitability.
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Risk Factors (continued)
Imprecision in Mineral Reserve and Mineral Resource Estimates
Our mineral resources are estimates. No assurances can be given that the estimated levels of mineral resources are accurate, or that the estimates will result in material being produced or processed profitably. These estimates are expressions of judgment based on knowledge and experience and are based on assumptions and interpretation of available geological, geochemical and operational data and information. Valid estimates made at a given time may significantly change when new information becomes available. It may take many years from the initial phase of drilling before production occurs, and during that time, the economic feasibility of our projects may change and may ultimately prove unreliable.
Fluctuations in the market price of silver, zinc, lead and copper and other metals, as well as increased capital or production costs or reduced recovery rates, may render our mineral reserves uneconomic to develop for a particular project or result in a reduction of mineral reserves. No assurances can be given that any mineral resource estimate will ultimately be reclassified as proven or probable mineral reserves or that mineralization can be mined or processed profitably. Inferred mineral resources have a great amount of uncertainty as to their existence and as to their economic and legal feasibility. Mineral resource estimates may also be recalculated based on actual production experience. The evaluation of mineral resources is influenced by economic and technological factors, which may change over time. If our mineral resource figures are reduced in the future, this could have an adverse impact on the Company’s future cash flows, earnings, results of operations, and financial condition.
Production and Cost Estimates
We prepare estimates of future production and future production costs for our operations. No assurance can be given that production and cost estimates will be achieved. These production and cost estimates are based on many factors and assumptions, including: the accuracy of mineral resource estimates; ground conditions and physical characteristics of ores, such as hardness and the presence or absence of particular metallurgical characteristics; equipment and mechanical availability; labour availability and productivity; access to the mine; facilities and infrastructure; sufficient materials and supplies on hand; and the accuracy of estimated rates and costs of mining and processing, including the cost of human and physical resources required to carry out our activities. Failure to achieve production or cost estimates, or increases in costs, could have an adverse impact on our future cash flows, earnings, results of operations, and financial condition.
Actual production and costs may vary from estimates for a variety of reasons, including actual ore mined varying from estimates of grade, tonnage, dilution and metallurgical and other characteristics; short-term operating factors relating to the mineral resources, such as the need for sequential development of orebodies and the processing of new or different ore grades; and risks and hazards associated with mining. In addition, there can be no assurance that silver recoveries or other metal recoveries in small scale laboratory tests will be duplicated in larger scale tests under on-site conditions or during production, or that the existing known and experienced recoveries will continue. Costs of production may also be affected by a variety of factors, including ore grade metallurgy, labour costs and productivity, costs of supplies and services (such as, for example, fuel and power), general inflationary pressures, and currency exchange rates. Failure to achieve production estimates could have an adverse impact on our future cash flows, earnings, results of operations, and financial condition.
Infrastructure
Mining, processing, development, and exploration activities depend, to one degree or another, on adequate infrastructure. Reliable roads, bridges, power, and water supply are important determinants for capital and operating costs, and sufficient and functional processing equipment and facilities are critical to our operations. The lack of availability or the delay in the availability of any one or more of these items could prevent or delay the development of our projects, result in the failure to achieve the anticipated production volume, and increase the construction costs and ongoing operating costs associated with our projects and operations. Similarly, continued improvements or replacement of existing infrastructure may require high capital investments and involve significant delays. In addition, unusual weather phenomena, sabotage, government, or other interference in the maintenance or provision of such infrastructure could adversely affect our operations and profitability.
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Risk Factors (continued)
Replacement of Resources
The Bolivar, Porco, Caballo Blanco complex, San Lucas Trading Operation and Zimapan mines accounted for all of our production in 2024. Current life-of-mine plans provide for a defined production life for mining at each of our mines. There is no assurance that any of our green field or near mine exploration projects will be successful, and substantial expenditures are required to establish mineral reserves. If our mineral reserves are not replaced either by the development or discovery of additional mineral reserves and/or extension of the life-of-mine at our current operating mines or through the acquisition or development of additional producing mines, this could have an adverse impact on our future cash flows, earnings, results of operations, and financial condition, and this may be compounded by requirements to expend funds for reclamation and decommissioning.
Trading Activities and Credit Risk
The zinc, lead, and copper concentrates produced by us are sold through long-term supply arrangements to metal traders or integrated mining and smelting companies. The terms of the concentrate contracts may require us to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing us to credit risk of the buyers of our concentrates. Should any of these counterparties not honour supply arrangements, or should any of them become insolvent, we may incur losses for products already shipped and be forced to sell our concentrates in the spot market or we may not have a market for our concentrates and therefore our future operating results may be materially adversely impacted.
At December 31, 2024, we had receivable balances associated with buyers of its concentrates of $17,402 (2023 - $9,836).
Supplier advances for products and services yet to be provided are a common practice in some jurisdictions in which we operate. These advances represent a credit risk to us to the extent that suppliers do not deliver products or perform services as expected. As at December 31, 2024, the Company had made $5,656 of supplier advances (2023 - $5,536), which are reflected in “Prepaid expenses and deposits” on the Company’s balance sheet.
Management constantly monitors and assesses the credit risk resulting from our concentrate sales and refining arrangements. Furthermore, management carefully considers credit risk when allocating prospective sales and refining business to counterparties. In making allocation decisions, management attempts to avoid unacceptable concentration of credit risk to any single counterparty.
From time to time, we may invest in equity securities of other companies. Just as investing in the Company is inherent with risks such as those set out in this MD&A, by investing in other companies we will be exposed to the risks associated with owning equity securities and those risks inherent in the investee companies.
Taxation Risks
In addition to the risks relating to taxation discussed under the heading “Risks Related to Our Business – Governmental Regulation”, we are also exposed to other tax related risks. In assessing the probability of realizing income tax assets recognized, we make estimates related to expectations of future taxable income, applicable tax planning opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, we give additional weight to positive and negative evidence that can be objectively verified. Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. We consider relevant tax planning opportunities that are within our control, are feasible, and within management’s ability to implement. Examination by applicable tax authorities is supported based on individual facts and circumstances of the relevant tax position examined in light of all available evidence.
Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets recognized. Future changes in tax laws could also limit us from realizing the tax benefits from the deferred tax assets. We reassess unrecognized income tax assets at each reporting period.
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Risk Factors (continued)
Exchange Rate Risk
We report our financial statements in USD; however, we operate in jurisdictions that utilize other currencies. As a consequence, the financial results of our operations, as reported in USD, are subject to changes in the value of the USD relative to local currencies. Since our sales are denominated in USD and a portion of our operating costs and capital spending are in local currencies, we are negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
Our balance sheet contains various monetary assets and liabilities, some of which are denominated in foreign currencies. Accounting convention dictates that these balances are translated at the end of each period, with resulting adjustments being reflected as foreign exchange gains or losses on our income statement.
Liquidity Risk
Liquidity risk is the risk that we will not be able to meet our financial obligations as they come due. The volatility of the metals markets can impact our ability to forecast cash flow from operations. We must maintain sufficient liquidity to meet our short-term business requirements, taking into account our anticipated cash flows from operations, our holdings of cash and cash equivalents, and committed loan facilities.
We manage our liquidity risk by continuously monitoring forecasted and actual cash flows. We have in place a rigorous reporting, planning and budgeting process to help determine the funds required to support our normal operating requirements on an ongoing basis and our expansion plans. We continually evaluate and review capital and operating expenditures in order to identify, decrease, and limit all non-essential expenditures.
We are required to use a portion of our cash flow to service principal and interest on debt, which will limit the cash flow available for other business opportunities. We also maintain and enter into intercompany credit arrangements with our subsidiaries in the normal course. Our ability to make scheduled principal payments, pay interest on or refinance our indebtedness depends on our future performance, our cash flows, and applicable interest rates, which directly impacts our costs of financing, and which are subject to economic, financial, competitive and other factors beyond our control. Unexpected delays in production, the suspension of our mining licenses, or other operational problems could impact our ability to service the debt and make necessary capital expenditures when the debt becomes due. If we are unable to generate such cash flow to timely repay any debt outstanding, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets, applicable interest rates, and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations. The Company’s board of directors will determine whether to pay cash dividends on its issued and outstanding shares. The declaration of dividends will depend upon the Company’s future earnings, its capital requirements, its financial condition and other relevant factors. The Company’s board does not intend to declare any dividends on its shares for the foreseeable future. It is anticipated that the Company will retain any earnings to finance the growth of its business and for general corporate purposes.
Limited Supplies and Supply Chain Disruptions
Our operations depend on an uninterrupted supply of reagents, production inputs, and other supplies and resources such as skilled personnel. Supply may be interrupted due to a shortage or the scarce nature of inputs, especially with regard to chemical reagents. Supply might also be interrupted due to transportation and logistics associated with the remote location of some of our operations, and government restrictions or regulations which delay importation of necessary items. Any interruptions to the procurement and supply of reagents, production inputs and other supplies, or the availability of skilled personnel, as well as increasing rates of inflation, could have an adverse impact on our future cash flows, earnings, results of operations, and financial condition.
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Risk Factors (continued)
Competitive Conditions
The mining industry is very competitive, particularly with respect to properties that produce, or are capable of producing, silver, zinc, lead, copper and other metals. Mines have limited lives and, as a result, the Company continually seeks to replace and expand mineral reserves through the acquisition of new properties. In addition, there is a limited supply of desirable mineral lands available in areas where we would consider conducting exploration and/or production activities. Because we face strong competition for new properties from other mining companies, some of which have greater financial resources than we do, we may be unable to acquire attractive new mining properties on terms that we consider acceptable.
Competition for resources is intense, particularly affecting the availability of manpower, drill rigs, mining equipment, and production equipment. Competition in the mining business for limited sources of capital could adversely impact our ability to acquire and develop suitable silver mines, silver developmental projects, silver producing companies, or properties having significant exploration potential. As a result, there can be no assurance that our acquisition and exploration programs will yield new mineral reserves to replace or expand current mineral reserves, or that we will be able to maintain production levels in the future.
Our competitive position is largely determined by our costs compared to other producers throughout the world and our ability to maintain our financial integrity through the lows of the metal price cycles. Costs are governed to a large extent by the location, grade, and nature of mineral reserves as well as by operating and management skills. In contrast with diversified mining companies, we focus on silver and zinc production, development, and exploration, and are therefore subject to unique competitive advantages and disadvantages related to the price of silver and zinc and to a lesser extent other base metal by-products. If silver and zinc prices substantially increase, we will be in a relatively stronger competitive position than diversified mining companies that produce, develop, and explore for other minerals in addition to silver and zinc. Conversely, if silver and zinc prices substantially decrease, we may be at a competitive disadvantage to diversified mining companies.
Employee Recruitment, Retention and Human Error
Recruiting and retaining qualified personnel is critical to our success. We are dependent on the services of key executives including the Company’s Executive Chairman the President of our Bolivian operations and other highly skilled and experienced executives and personnel focused on managing our interests. The number of persons skilled in acquisition, exploration, and development of mining properties is limited and competition for such persons is intense. As our business activity grows, we will require additional key financial, administrative, and mining personnel as well as additional operations staff. There can be no assurance that we will be successful in attracting, training, and retaining qualified personnel as competition for persons with these skill sets increases. If we are not successful in attracting, training, and retaining qualified personnel, the efficiency of our operations could be impaired, which could have an adverse impact on the Company’s future cash flows, earnings, results of operations, and financial condition.
Even when efforts to attract and retain qualified personnel and consultants to manage our interests are successful, people are fallible and human error and mistakes could result in significant uninsured losses to us. These could include, but are not limited to, loss or forfeiture of mineral claims or other assets for non-payment of fees or taxes, erroneous or incomplete filings or non-fulfillment of other obligations, significant tax liabilities in connection with any tax planning effort we might undertake or mistakes in interpretation and implementation of tax laws and practices, and legal claims for errors or mistakes by our personnel.
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Risk Factors (continued)
Employee Relations
Our employees and contractors are free to pursue collective bargaining and unions have been established at many of our operations. Although we have reached agreements with our various unions and place significant emphasis on maintaining positive relationships with the unions and employees, we have experienced labour strikes and work stoppages in the past. Should they occur, some labour strikes and work stoppages have the potential to materially affect our operations and thereby adversely impact our future cash flows, earnings, production, and financial conditions.
Economic Dependence
We have 2 customers that account for 100% of the concentrate and silver and zinc sales revenue. The loss of certain of these customers or curtailment of purchases by such customers could have a material adverse effect on our results of operations, financial condition, and cash flows.
General Economic Conditions
General economic conditions may adversely affect our growth, profitability and ability to obtain financing. Events in global financial markets in the past several years have had a profound impact on the global economy, particularly with the injection of monetary support and the massive increase in government debt in response to the COVID-19 pandemic since early 2020. Many industries, including the silver and zinc mining industry, have been and continue to be impacted by these market conditions. Some of the key impacts of the current financial market turmoil include contraction in credit markets resulting in a widening of credit risk, inflation and significant interest rate increases, currency devaluations, high volatility in global equity, commodity, foreign exchange and precious metal markets and a lack of market confidence and liquidity. A continued or worsened slowdown in the financial markets or other economic conditions, including but not limited to, consumer spending, employment rates, business conditions, inflation, fuel and energy costs, consumer debt levels, lack of available credit, the state of the financial markets, interest rates and tax rates, may adversely affect our growth, profitability and ability to obtain financing. A number of issues related to economic conditions could have a material adverse effect on our business, financial condition and results of operations, including:
| ● | inflation, volatility and other pressures in credit markets could impact the cost and availability of financing and our overall liquidity; | |
| ● | the volatility of silver, zinc, lead, copper and other metal prices would impact our revenues, profits, losses and cash flow; | |
| ● | recessionary pressures could adversely impact demand for our production; | |
| ● | volatile energy, commodity and consumables prices and currency exchange rates could impact our production costs; | |
| ● | Russia’s invasion of the Ukraine, the threat of expanded conflict in Europe and the impact on geo-political stability and the global economy; and | |
| ● | the devaluation and volatility of global stock markets could impact the valuation of our equity and other securities. |
Compliance
We are subject to complex laws and regulatory regimes that differ in the various jurisdictions in which we operate and are sometimes extra-jurisdictional in application. Ensuring that such laws and regulatory requirements are understood and followed by our personnel is difficult and we may inadvertently fail to comply with such laws and requirements or they may be contravened by our personnel. We have established programs, policies, controls, training, and monitoring to reduce and mitigate risks in certain areas, including anti-corruption compliance. In this respect, we have adopted a Code of Business Conduct and Ethics, developed a training program, implemented internal controls, to identify potential risks, and taken other steps to reduce the risk of non-compliance with applicable anti-corruption laws, including in the United States and Canada. However, there is no guarantee such programs, policies, controls, training or monitoring will prevent violations of the law, particularly by individual employees or agents. Violations of such laws, particularly those relating to corruption, could lead to the imposition of substantial fines, penalties or other civil or criminal prosecution or sanctions, and could severely damage our reputation. Such fines, penalties, and sanctions, and any damage to our reputation, could have a material adverse effect on our business.
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Risk Factors (continued)
Climate Change
There is significant evidence of the effects of climate change on our planet and an intensifying focus on addressing these issues. We recognize that climate change is a global challenge that may have both favorable and adverse effects on our business in a range of possible ways. Mining and processing operations are energy intensive and result in a carbon footprint either directly or through the purchase of fossil-fuel based electricity. As such, we are impacted by current and emerging policy and regulation relating to greenhouse gas emission levels, energy efficiency, and reporting of climate-change related risks. While some of the costs associated with reducing emissions may be offset by increased energy efficiency, technological innovation, or the increased demand for our metals as part of technological innovations, the current regulatory trend may result in additional transition costs at some of our operations. Governments are introducing climate-change legislation and treaties at the international, national, and local levels, and regulations relating to emission levels and energy efficiency are evolving and becoming more rigorous. Current laws and regulatory requirements are not consistent across the jurisdictions in which we operate, and regulatory uncertainty is likely to result in additional complexity and cost in our compliance efforts. Public perception of mining is, in some respects, negative and there is increasing pressure to curtail mining in many jurisdictions as a result, in part, of perceived adverse effects of mining on the environment and on local communities. Concerns around climate change may also affect the market price of our shares as institutional investors and others may divest interests in industries that are thought to have more environmental impacts. While we are committed to operating responsibly and reducing the negative effects of our operations on the environment, our ability to reduce emissions and energy and water usage by increasing efficiency and adopting new innovation is constrained by technological advancement, operational factors, and economics. Adoption of new technologies, the use of renewable energy, and infrastructure and operational changes necessary to reduce water usage may also increase our costs significantly. Concerns over climate-change, and our ability to respond to regulatory requirements and societal pressures, may have significant impacts on our operations and our reputation and may even result in reduced demand for our products.
The physical risks of climate-change could also adversely impact our operations. These risks include, among other things, extreme weather events, resource shortages, changes in rainfall and storm patterns and intensities, water shortages, changing sea levels, and extreme temperatures. Climate-related events such as mudslides, floods, droughts, and fires can have significant impacts, directly and indirectly, on our operations and could result in damage to our facilities, disruptions in accessing our sites with labour and essential materials or in shipping products from our mines, risks to the safety and security of our personnel and to communities, shortages of required supplies such as fuel and chemicals, inability to source enough water to supply our operations, and the temporary or permanent cessation of one or more of our operations. There is no assurance that we will be able to anticipate, respond to, or manage the risks associated with physical climate-change events and impacts, and this may result in material adverse consequences to our business and to our financial results.
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Risk Factors (continued)
Information and Cyber Security
The secure processing, maintenance, and transmission of information and data is critical to our business. Furthermore, we and our third-party service providers collect and store sensitive data in the ordinary course of our business, including personal information of our employees, as well as proprietary and confidential business information relating to ourselves and in some cases, our customers, suppliers, investors and other stakeholders. With the increasing dependence and interdependence on electronic data communication and storage, including the use of cloud-based services and personal devices, we are exposed to evolving technological risks relating to this information and data. These risks include targeted attacks on our systems or on systems of third parties that we rely on, failure or non-availability of a key information technology systems, or a breach of security measures designed to protect our systems. While we employ security measures in respect of our information and data, including implementing systems to monitor and detect potential threats, the performance of periodic audits, and penetration testing, we cannot be certain that we will be successful in securing this information and data and there may be instances where we are exposed to malware, cyber-attacks or other unauthorized access or use of our information and data. Any data breach or other improper or unauthorized access or use of our information could have a material adverse effect on our business and could severely damage our reputation, compromise our network or systems and result in a loss or escape of sensitive information, a misappropriation of assets or incidents of fraud, disrupt our normal operations, and cause us to incur additional time and expense to remediate and improve our information systems. In addition, we could also be subject to legal and regulatory liability in connection with any such cyber-attack or breach, including potential breaches of laws relating to the protection of personal information.
Stakeholder Confidence
Our business and operations require us to develop and maintain strong and trusting relationships with key stakeholders, including local communities, Indigenous peoples, governments, unions, and other groups and institutions. Poor management of these relationships, inadequate attention to matters of importance to these stakeholders, and operating in a manner that is perceived as unethical or damaging to the environment or to people could result in an erosion of trust and confidence in us and have negative impacts on our business and our financial and operating results. It can also affect our reputation more broadly, including with shareholders, government bodies, NGOs and other interest groups, the media, and the general public. A loss of trust and confidence and negative public opinion could impact our ability to obtain permits, licenses and other approvals, impede our efforts to find growth opportunities, materially increase our costs and expenses, result in legal claims and challenges, decrease the price of our shares and create negative market sentiment, all of which could have material impacts on our business and profitability. Since 2020, the importance of ESG performance requirements, standards and reporting has increased significantly across all stakeholder groups. While the Company has in place numerous programs and commitments with respect to ESG, there is no assurance that the Company will be able to adequately address all ESG pressures and potential requirements to maintain stakeholder confidence.
Acquisitions and Integration
An element of our business strategy is to make selected acquisitions. We expect to continue to evaluate acquisition opportunities on a regular basis and intend to pursue those opportunities that we believe are in our long-term best interests. The success of our acquisitions will depend upon a number of factors, including the adequacy, completeness, analysis and interpretation of information obtained during due diligence, our ability to effectively manage the integration and operations of entities once we complete an acquisition, and our ability, in some cases, to make improvements or advancements that we anticipated.
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Risk Factors (continued)
In addition to acquisitions, we might enter into joint venture, option and similar arrangements which, among other things, also require an investment in time and capital, and are subject to risks associated with due diligence matters. We also occasionally make investments in other mining companies, such as our investments in Zacatecas Silver Corp. Such arrangements may depend, in part, on other parties and may be speculative in nature or by means of payment to certain sell/purchase of certain non-strategic assets. There is no guarantee that any of these arrangements will be successful or that we will recover any capital or other investments made in relation thereto.
Accounting Policies and Internal Controls
As a publicly listed company, the Company is subject to numerous legal and accounting requirements that do not apply to private companies. The cost of compliance with many of these requirements is material. Failure to comply with these requirements can have numerous adverse consequences including, but not limited to, the Company’s inability to file required periodic reports on a timely basis, loss of market confidence, delisting of its securities and/or governmental or private actions against the Company. There can be no assurance that the Company will be able to comply with all of these requirements or that the cost of such compliance will not prove to be a substantial competitive disadvantage vis-à-vis privately held and larger public competitors.
The Company prepares its financial reports in accordance with International Financial Reporting Standards (“IFRS® Accounting Standards”), as issued by the International Accounting Standards Board (“IASB”). In the preparation of its financial reports, management may need to rely upon assumptions, make estimates or use their best judgment in determining the financial condition of the Company. Significant accounting policies are described in more detail in the Company’s audited financial statements.
In order to have a reasonable level of assurance that financial transactions are properly authorized, assets are safeguarded against unauthorized or improper use, and transactions are properly recorded and reported, the Company has implemented and continues to analyze its internal control systems for financial reporting.
The restatements of prior period financial statements reflect the company’s efforts to ensure the accuracy of its financial reporting. These restatements resulted from identified deficiencies in internal controls over financial reporting. In response, the company has undertaken measures to strengthen its internal control environment, including the hiring of additional staff at its corporate location, improvements to the process of the preparation of the consolidated financial statements and haven taken actions to improve the coordination between the Corporate accounting function and the site accounting teams and continues to monitor and improve its controls to prevent similar issues in the future. The company remains committed to maintaining effective internal controls and transparency in its financial disclosures. Although the Company believes its financial reporting and financial statements are prepared with reasonable safeguards to ensure reliability, the Company cannot provide absolute assurance in this regard.
Litigation
The Company is party to, and may become party to, litigation from time to time in the ordinary course of business which could adversely affect its business. Should any litigation in which the Company is, or becomes involved be determined against the Company, such a decision could adversely affect the Company’s ability to continue operating, could negatively impact the value of the Common Shares, and could use significant resources. Even if the Company is involved in litigation and wins, litigation can redirect significant Company resources, including the time and attention of management and available working capital. Litigation may also create a negative perception of the Company’s brand.
Additional Information
Additional information relating to the Company is on SEDAR+ at www.sedarplus.ca.
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Exhibit 99.3
Form 52-109FV1
Certification of Annual Filings
Venture Issuer Basic Certificate
I, Andrés Bedregal, Interim Chief Financial Officer of Santacruz Silver Mining Ltd., certify the following:
| 1. | Review: I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the financial year ended December 31, 2024. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the annual 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, for the period covered by the annual filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual 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 annual filings. |
Date: May 28, 2025
| “Andrés Bedregal” | |
| Andrés Bedregal | |
| Interim Chief Financial Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52- 109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
| 1 |
Exhibit 99.4
Form 52-109FV1
Certification of Annual Filings
Venture Issuer Basic Certificate
I, Arturo Préstamo Elizondo, Chief Executive Officer of Santacruz Silver Mining Ltd., certify the following:
| 1. | Review: I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the financial year ended December 31, 2024. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the annual 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, for the period covered by the annual filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual 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 annual filings. |
Date: May 28, 2025
| “Arturo Préstamo Elizondo” | |
| Arturo Préstamo Elizondo | |
| Chief Executive Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52- 109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
| 1 |
Exhibit 99.5

Condensed Interim Consolidated Financial Statements
For the Three Months ended March 31, 2025 and 2024
(Expressed in thousands of US dollars)
(Unaudited)
TABLE OF CONTENTS
| 2 |
Notice of no auditor review of condensed interim consolidated financial statements
Pursuant to National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.
The accompanying unaudited condensed interim consolidated financial statements of Santacruz Silver Mining Ltd. for the three months ended March 31, 2025, have been prepared by and are the responsibility of the Company’s management.
The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.
June 11, 2025
| 3 |
Condensed Interim Consolidated Statements of Financial Position
For the Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
Note |
March 31, 2025 |
December
31, 2024 | |
| $ | $ | ||
| ASSETS | |||
| Current | |||
| Cash and cash equivalents | 32,527 | 35,721 | |
| Trade and other receivables | 6 | 61,897 | 99,854 |
| Inventories | 7 | 36,646 | 32,437 |
| Prepaid expenses and deposits | 4,634 | 5,656 | |
| 135,704 | 173,668 | ||
| Trade and other receivables | 6 | 18,995 | 30,556 |
| Mineral properties, plant and equipment | 8 | 152,566 | 144,733 |
| Goodwill | 8 | 15,466 | 15,466 |
| Deferred income tax asset | 18 | 8,761 | 9,602 |
| Total assets | 331,492 | 374,025 | |
| LIABILITIES | |||
| Current | |||
| Trade payables and accrued liabilities | 9 | 30,890 | 38,781 |
| Consideration payable | 10 | - | 10,000 |
| Loans payable | 11 | 17,052 | 16,432 |
| Current income taxes payable | 18 | 21,664 | 45,450 |
| Other liabilities | 12 | 13,954 | 16,070 |
| Decommissioning and restoration provision | 13 | 411 | 639 |
| 83,971 | 127,372 | ||
| Trade payables and accrued liabilities | 9 | 4,422 | 8,608 |
| Consideration payable | 10 | 36,728 | 34,783 |
| Loans payable | 11 | 2,765 | 3,137 |
| Other liabilities | 12 | 9,752 | 22,508 |
| Decommissioning and restoration provision | 13 | 20,509 | 25,037 |
| Deferred income tax liability | 18 | 32,066 | 21,233 |
| Total liabilities | 190,213 | 242,678 | |
| SHAREHOLDERS’ EQUITY | |||
| Share capital | 14 | 139,080 | 139,080 |
| Equity reserves | 8,755 | 8,274 | |
| Deficit | (6,556) | (16,007) | |
| Total shareholders’ equity | 141,279 | 131,347 | |
| Total liabilities and shareholders’ equity | 331,492 | 374,025 |
BALANCE SHEET
Subsequent event (note 10(a))
Approved and authorized for issue on behalf of the Board of Directors on June 11, 2025:
| “Arturo Préstamo Elizondo” | “Larry Okada” | |
| Director | Director |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 4 |
Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
For the Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
| Three months ended March 31, | |||
| Note | 2025 | 2024 Restated (note 5) | |
| $ | $ | ||
| Revenues | 22 | 70,314 | 52,589 |
| Mine operating costs | |||
| Cost of sales | 15 | (37,878) | (48,964) |
| Depreciation, depletion and amortization | 8 | (4,577) | (3,226) |
| Gross profit | 27,859 | 399 | |
| General and administrative expenses | 16 | (4,920) | (4,935) |
| Share-based compensation expense | 21 | (159) | (11) |
| Operating income | 22,780 | (4,547) | |
Gain on adjustment to consideration payable |
10 |
- |
133,255 |
| Finance costs | 17 | 143 | (788) |
| Foreign exchange gain | 6,234 | 6,838 | |
| Income before tax | 29,157 | 134,758 | |
| Income tax expense | 18 | (19,706) | (2,099) |
| Net income for the period | 9,451 | 132,659 | |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||
| Currency translation differences | 321 | 504 | |
| Comprehensive income for the period | 9,773 | 133,163 | |
| Net income per share: | |||
| Basic | 23 | 0.03 | 0.38 |
| Diluted | 23 | 0.03 | 0.38 |
| Weighted average number of common shares: | |||
| Basic | 355,855,538 | 350,991,138 | |
| Diluted | 355,855,538 | 351,964,018 | |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 5 |
Condensed Interim Consolidated Statements of Cash Flows
For the Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
| Three months ended March 31, | |||
| Note | 2025 | 2024 Restated (note 5) | |
| $ | $ | ||
| Operating activities: | |||
| Net income for the period | 9,451 | 132,659 | |
| Items not affecting cash: | |||
| Depreciation, depletion and amortization | 8 | 4,577 | 3,226 |
| Gain on adjustment to consideration payable | 10 | - | (133,255) |
| Finance costs | 17 | 2,260 | 1,499 |
| Share-based compensation expense | 21 | 159 | 11 |
| Foreign exchange (gain) loss | (22,245) | 1,151 | |
| Income tax expense | 18 | 19,706 | 2,099 |
| Operating cash flows before non-cash working capital | 13,908 | 7,390 | |
| Changes in non-cash working capital: | |||
| Trade and other receivables | 6 | 49,970 | (5,777) |
| Inventories | 7 | (4,209) | 4,408 |
| Prepaid expenses and deposits | 1,022 | 1,126 | |
| Trade payables and accrued liabilities | 9 | (9,098) | (2,499) |
| Current income taxes payable | 18 | (31,818) | 790 |
| Other liabilities | 12 | (17,148) | (2,802) |
| Decommissioning and restoration provision | 13 | 3,662 | (8) |
| Net cash generated by operating activities | 6,289 | 2,628 | |
| Investing activities: | |||
| Expenditures on mineral properties, plant and equipment | 8 | (7,275) | (3,890) |
| Proceeds on disposition of mineral properties, plant and equipment | 8 | 430 | 2,018 |
| Payment of consideration payable for acquisition of Sinchi Wayra | 10 | (10,000) | - |
| Net cash used in investing activities | (16,845) | (1,872) | |
| Financing activities: | |||
| Proceeds from loans payable | 11 | 33,555 | 8,164 |
| Repayments of loans payable | 11 | (25,352) | (8,644) |
| Lease payments on plant and equipment | 12 | (837) | (626) |
| Net cash used in financing activities | 7,366 | (1,106) | |
| Effect of exchange rate on changes in cash | (4) | (562) | |
| Net change in cash and cash equivalents | (3,194) | (912) | |
| Cash and cash equivalents – beginning of the period | 35,721 | 4,947 | |
| Cash and cash equivalents – end of the period | 32,527 | 4,035 | |
| Cash paid during the period for: | |||
| Interest expense | 213 | 419 | |
| Income taxes | 19,237 | 3,316 | |
Supplemental cash flow information (Note 24)
The accompanying notes are an integral part of the audited consolidated financial statements.
| 6 |
Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
For the Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, except number of shares)
| Share Capital | Equity reserves | |||||||
| Shares | Amount | Share-based compensation reserve |
Contributed surplus |
Accumulated other comprehensive (loss) |
Total
equity reserves |
Deficit | Total shareholders’ | |
| # | $ | $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 350,991,138 | 138,014 | 13,410 | (1,872) | (2,839) | 8,699 | (180,491) | (33,778) |
| Share-based compensation expense | - | - | 11 | - | - | 11 | - | 11 |
| Comprehensive income | - | - | - | - | 504 | 504 | 132,658 | 133,162 |
| Balance, March 31, 2024 (Restated) | 350,991,138 | 138,014 | 13,421 | (1,872) | (2,335) | 9,214 | (47,833) | 99,395 |
| Balance, December 31, 2024 | 355,855,538 | 139,080 | 9,269 | 1,949 | (2,944) | 8,274 | (16,007) | 131,347 |
| Share-based compensation expense | - | - | 159 | - | - | 159 | - | 159 |
| Comprehensive income | - | - | - | - | 321 | 322 | 9,451 | 9,773 |
| Balance, March 31, 2025 | 355,855,538 | 139,080 | 9,428 | 1,949 | (2,623) | 8,755 | (6,556) | 141,279 |
The accompanying notes are an integral part of the consolidated financial statements.
| 7 |
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 1. | NATURE OF OPERATIONS |
Santacruz Silver Mining Ltd. (the “Company” or “Santacruz”) was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (“TSXV”) under the symbol “SCZ”.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at March 31, 2025, the Company had interests in, including mining concession rights, to the following:
| ● | Sinchi Wayra S.A. (“Sinchi Wayra”), Sociedad Minero Metalurgico Reserva Ltda. and Sociedad Minera Illapa S.A. (“Illapa”) which consist of the following mineral properties and businesses located in Bolivia: the producing Tres Amigos and Colquechaquita mines, collectively the “Caballo Blanco Group”; the producing Bolivar and Porco mines held under an net operating cash flow interest agreement with Corporación Minera de Bolivia (“COMIBOL”), a Bolivian state-owned entity; the Soracaya exploration project (“Soracaya Project”); the Reserva mine and the San Lucas ore sourcing and trading business collectively (“San Lucas Group”); |
| ● | The producing Zimapan mine located in Mexico held by Carrizal Mining S.A. de C.V. (“Carrizal Mining”); and, the La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
| 2. | BASIS OF PRESENTATION |
These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, “Interim Financial Reporting” which is part of IFRS Accounting Standards (“IFRS® Accounting Standards”) as issued by the International Accounting Standards Board (“IASB”). Because these statements have been prepared in accordance with IAS 34, certain disclosures included in the annual financial statements have been condensed or omitted. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2024.
These unaudited condensed interim consolidated financial statements were approved by the Board of Directors of the Company on June 11, 2025.
References made throughout the consolidated financial statements to “US dollar” or “USD” are to United States dollars, “C$” or “CAD” are to Canadian dollars, “MXN” are to Mexican pesos, “BOB” are to Bolivian bolivianos. All references are in thousands, unless otherwise noted.
| 3. | MATERIAL ACCOUNTING POLICIES |
The accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2024 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.
New IFRS accounting standards and pronouncements - adopted
The following amendments to standards were effective for annual periods beginning on or after January 1, 2025:
Lack of exchangeability – Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. There was no material impact on the Company’s consolidated financial statements from the adoption of these amendments however the guidance contained were considered when determining the appropriate exchange rate to record transactions denominated in Bolivian Bolivianos, see section below for further information.
| 8 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 3. | MATERIAL ACCOUNTING POLICIES (continued) |
New IFRS accounting standards and pronouncements – not yet adopted
There are the following amendments to standards applicable for future periods that the Company has not yet adopted:
Amendments to IFRS 9: Financial Instruments and IFRS 7: Financial Instruments: Disclosures
In May 2024, the IASB issued amendments to update classification and measurement requirements in IFRS 9: Financial Instruments, and related disclosure requirements in IFRS 7: Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income.
The amendments are effective for annual periods beginning on or after January 1, 2026 with early application permitted. The Company is currently assessing the effect of these amendments on our financial statements.
IFRS 18: Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18: Presentation and Disclosure of Financial Statements (“IFRS 18”), which replaces IAS 1: Presentation of Financial Statements. IFRS 18 introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals. Where company-specific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management-defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes. IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified.
Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard.
The standard is effective for reporting periods beginning on or after January 1, 2027, including for interim financial statements. Retrospective application is required, and early application is permitted. The Company is currently assessing the effect of this new standard to its financial statements.
| 9 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 4. | MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS |
The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a material impact on the financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates. The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:
Determination of Exchange rate for Bolivian operations
The Sinchi Wayra and Illapa operations are located in Bolivia, sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.
Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate and the actual bank rates used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the official exchange rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rates.
As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate to determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.
Commencing January 1, 2025 transactions denominated in BOB have been recorded using a spot rate determined by an estimation technique instead of the official rate which provides a more accurate representation of the current economic conditions. The official fixed rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations, starting Q1 2025 the average rate determined by using the valuation technique was 12.20 BOB/USD. All monetary assets and liabilities outstanding as at March 31, 2025 have been revalued using the spot rate of 13.55 BOB/USD.
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES |
During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. Refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three months ended March 31, 2024 have also been restated; refer to note 5 for details of the adjustments. The nature and impact of the corrections made to the interim consolidated statement of income are described below:
| 10 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
| (i) | Joint Operation Adjustments: |
The Illapa entity is 100% owned by the Company however its operations are part of a net operating cash flow interest agreement in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”). The net operating cash flow interest agreement meets the definition of a Joint Operation in accordance with IFRS 11 - Joint Arrangements, and the Company recognizes its 45% share of the operation’s assets, liabilities, revenues and expenses arising from the Joint Operation. The Company is solely responsible for certain transactions made by the Illapa entity, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL. The net amount due to/from COMIBOL from differences in the participation share of certain transactions has been recognized as a non-current other asset or liability.
The errors identified affect multiple lines in the consolidated financial statements due to incorrectly accounting for the proportion of the Company’s interest in certain assets, liabilities, income and expenses of the Joint Operation. The Company previously recorded 100% of the Illapa entity’s foreign exchange gain/loss, additions to mineral properties, plant and equipment and certain intercompany expenses which form part of the Joint Operation and should have been recognized at 45%, the Company’s proportional interest.
The adjustments have resulted in an increase to comprehensive income of $2,810 for the three months ended March 31, 2024. See column (i) in the table below for details of the lines affected.
| (ii) | CAPEX Receivable & PPA Adjustment: |
The Illapa Joint Operation’s net operating cash flow interest agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement. COMIBOL will compensate the Company for the asset transfer at different points in time throughout the agreement by either making payments to the Company or reducing the amount payable to COMIBOL for its 55% interest in the joint operation.
The amounts receivable from COMIBOL have been separated into two different categories, the initial investment period and the continuing investment period, as classified in the net operating cash flow interest agreement. There was no adjustment to the initial investment period receivable.
The continuing investment period’s CAPEX receivable is a payment of 45% of the capital expenditures incurred between 2020 to 2027. The receivable amount of this period’s expenditures becomes available to the Company to offset against amounts due to COMIBOL for its 55% interest at different points in time from 2024 to 2028 if the operation generates positive cash flows. If the joint operation does not generate enough positive cash flows to offset the amount receivable from the continuing investment period, the remaining amounts will be paid at the end of the agreement.
Since the continuing investment period receivable is compensation for the transfer of the Company’s 45% interest in mineral properties, plant & equipment to COMIBOL at the end of the contract, this amount should not have been recognized as a receivable but rather as part of the residual value of the assets. The residual value has been recognized as a non-depletable mineral properties, plant and equipment balance. Since the amount that will ultimately be received at the end of the agreement will vary depending on the actual CAPEX investment made and the actual payable amount according to an appraisal process, each period the difference between the initial carrying value and the revised carrying value will be recorded as a prospective adjustment to depreciation expense of MPPE so that at the end of the agreement, the ending value of mineral properties, plant and equipment (“MPPE”) will be equal to the amount receivable from COMIBOL.
As a result of the restated CAPEX receivable balances, comprehensive income increased by $944 for the three months ended March 31, 2024. See column (ii) in the table below for details.
| 11 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
| (iii) | Amortization of Purchase Price Allocation (PPA) & Impairment: |
In the fourth quarter of 2024, the Company identified errors in the depreciation, depletion and amortization expense that were generated from the Sinchi Wayra and Illapa acquisition. The amortization expense was recorded incorrectly due to differences between the local accounting records and the consolidated accounting records. After synchronizing and reconciling the PPA amounts, a reduction to depletion, depreciation and amortization expense of $99 was recognized for the three months ended March 31, 2024. See column (iii) in the table below for details.
| (iv) | Other Adjustments: |
The Company identified various errors relating to prior periods caused by differences in the accounting records between the Corporate consolidation records and the local accounting records. For the three months ended March 31, 2024, these adjustments resulted in a decrease of $219 to foreign exchange gain, and a corresponding $219 increase to other comprehensive income. The net impact to comprehensive income for the period was -nil. See column (iv) in the table below for details.
The consolidated statement of cash flow for the three months ended March 31, 2024 has been restated to reflect the corrections described above. Operating cash flows before non-cash working capital increased by $2,811, while net cash generated or used by operating, investing, and financing activities were not impacted. The consolidated statement of changes in shareholders’ equity for the three months ended March 31, 2024 has been restated for the balances as at December 31, 2023 and March 31, 2024 for corrections to accumulated other comprehensive loss and retained deficit. The cumulative impact of the corrections resulted in a decrease of $998 to the opening accumulated other comprehensive loss as at December 31, 2023. Other comprehensive income for the comparative period increased by $219, resulting in a decrease of $1,217 to the ending accumulated other comprehensive loss as at March 31, 2024. The cumulative impact to the opening retained deficit as at December 31, 2023 increased the balance by $40,191. Net income for the comparative period increased by $3,633, resulting in an increase of $36,558 to the ending deficit as at March 31, 2024.
The following adjustments were made to the Consolidated Statement of Comprehensive (Loss) for the three months ended March 31, 2024:
| For the three months ended March 31, 2024 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| Cost of sales | (48,216) | (748) | - | - | - | (48,964) |
| Depletion, depreciation and amortization | (3,910) | - | 585 | 99 | - | (3,226) |
| Gross profit | 463 | (748) | 585 | 99 | - | 399 |
| Finance costs | (3,118) | 1,971 | 359 | - | - | (788) |
| Foreign exchange gain (loss) | 5,470 | 1,587 | - | - | (219) | 6,838 |
| Income before tax | 131,124 | 2,810 | 944 | 99 | (219) | 134,758 |
| Other comprehensive income that may be reclassified subsequently to net income | 285 | - | - | - | 219 | 504 |
| Comprehensive income for the year | 129,310 | 2,810 | 944 | 99 | - | 133,163 |
| Net income per share, basic and diluted | 0.37 | 0.38 | ||||
| 12 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 6. | TRADE AND OTHER RECEIVABLES |
A summary of the Company’s trade and other receivables is as follows:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Trade receivables | 17,796 | 17,402 |
| COMIBOL contract prepayment | 1,231 | 2,395 |
| COMIBOL initial investment period CAPEX receivable (note 6(a)) | 11,320 | 21,158 |
| Uncertain income tax position receivable (note 18(c)) | 7,888 | 15,226 |
| VAT receivable | 41,718 | 73,320 |
| Other receivables | 939 | 909 |
| Balance, end of period | 80,892 | 130,410 |
| Less: current portion | 61,897 | 99,854 |
| Non-current portion | 18,995 | 30,556 |
| a) | COMIBOL initial investment period CAPEX receivable |
The COMIBOL initial investment period CAPEX receivable is a reimbursement of 22.5% of a pre-defined amount of capital investments made by the Company from 2012 to 2019 in the Illapa Joint Operation. The refundable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMBIOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement. The classification between current and non-current has been made based upon management’s best estimate of when the receivable will be used to offset future payments to COMIBOL for its 55% interest.
The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective rate at acquisition resulting in recognizing a gain or loss on the re-estimation of cash flows related the CAPEX receivable.
| b) | Participation receivable from COMIBOL for interest in joint operation |
The net participation receivable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement, therefore such transactions are recorded as receivables where there is a net amount due from COMIBOL.
| 7. | INVENTORIES |
A summary of the Company’s inventories is as follows:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Mineralized material stockpiles | 6,200 | 7,062 |
| Concentrate inventory | 15,935 | 11,256 |
| Supplies inventory | 14,511 | 14,119 |
| Total | 36,646 | 32,437 |
During the three months ended March 31, 2025, the inventory recognized as cost of sales was $37,878, respectively (2024 -$48,964 respectively), which includes production costs directly attributable to the inventory production process.
During the three months ended March 31, 2025, the Company recognized through cost of sales a net realizable value write-off of inventory for $nil, respectively (2024 – ($20), respectively).
| 13 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 8. | MINERAL PROPERTIES, PLANT AND EQUIPMENT |
A summary of the Company’s Mineral Properties, Plant and Equipment is as follows:
| Depletable mineral properties | Exploration and evaluation |
Plant and equipment |
Total | ||
| $ | $ | $ | $ | ||
| Cost | |||||
| Balance, December 31, 2023 | 69,555 | 12,189 | 111,103 | 192,847 | |
| Additions | 15,194 | - | 7,425 | 22,619 | |
| Change in decommissioning and restoration costs (note 13) | 1,752 | - | - | 1,752 | |
| Disposals | - | - | (2,721) | (2,721) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Additions | 1,489 | - | 5,786 | 7,275 | |
| Change in decommissioning and restoration costs (note 13) | 5,565 | - | - | 5,565 | |
| Disposals | - | - | (594) | (594) | |
| Adjustments | (298) | - | - | (298) | |
| Balance, March 31, 2025 | 122,477 | 12,189 | 120,999 | 255,665 | |
| Accumulated depreciation and impairment | |||||
| Balance, December 31, 2023 | 16,860 | - | 34,222 | 51,082 | |
| Depletion, depreciation and amortization | 3,933 | - | 15,773 | 19,706 | |
| Disposals | - | - | (1,024) | (1,024) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 50,013 | - | 48,971 | 98,984 | |
| Depletion, depreciation and amortization | 934 | - | 3,643 | 4,577 | |
| Disposals | - | - | (164) | (164) | |
| Adjustments | (298) | - | - | (298) | |
| Balance, March 31, 2025 | 50,649 | - | 52,450 | 103,099 | |
| Cost as at December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Accumulated depreciation and impairment | 50,013 | - | 48,971 | 98,984 | |
| Carrying value - December 31, 2024 | 65,708 | 12,189 | 66,836 | 144,733 | |
| Cost as at March 31, 2025 | 122,477 | 12,189 | 120,999 | 255,665 | |
| Accumulated depreciation and impairment | 50,649 | - | 52,450 | 103,099 | |
| Carrying value – March 31, 2025 | 71,828 | 12,189 | 68,549 | 152,566 |
As at March 31, 2025, the Company’s plant and equipment included right-of-use assets with a carrying amount of $4,517 for leased mining equipment (December 31, 2024 - $2,395). Depreciation on the right of use assets for the three months ended March 31, 2025 was $120 (December 31, 2024 - $158).
A summary of the Company’s Goodwill and allocation to each CGU is as follows:
March 31, 2025 |
December 31, 2024 | |
| $ | $ | |
| Caballo Blanco Group (Tres Amigos mine) | 2,963 | 2,963 |
| San Lucas Group | 12,503 | 12,503 |
| Goodwill | 15,466 | 15,466 |
| 14 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 9. | TRADE PAYABLES AND ACCRUED LIABILITIES |
A summary of the Company’s trade payables and accrued liabilities is as follows:
March 31, 2025 |
December 31, 2024 | |
| $ | $ | |
| Trade payables | 20,317 | 29,784 |
| COMIBOL contract obligations (note 9 (a)) | 4,422 | 8,608 |
| Accrued liabilities | 10,573 | 8,997 |
| Balance, end of period | 35,312 | 47,389 |
| Less: current portion | 30,890 | 38,781 |
| Non-current portion | 4,422 | 8,608 |
| a) | COMIBOL contract obligations |
COMIBOL contract obligations represent the Company’s obligation to pay its portion of committed funding related to the investment of inventories and fixed assets made prior to 2013 under the previous contract of $5,631, and COMIBOL’s share of the VAT receivable of $2,976 (all of which classified as non-current).
| 10. | CONSIDERATION PAYABLE |
On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”).
On May 10, 2023, the Company signed amendments to the SPA (“Amended SPA”) that impacted the timing of the repayments of the deferred cash consideration and timing of payment of certain VAT amounts collected by the Company which generated a gain on adjustment to consideration payable of $933 in the year-ended December 31, 2023.
On March 28, 2024, the Company entered into a binding term sheet (the “Term Sheet”) with Glencore to amend the SPA, Amended SPA and certain transaction documents in connection with the Acquisition. On October 3, 2024, the Company entered into a definitive omnibus agreement under the terms established in the Term Sheet.
The following table summarizes the consideration payable to Glencore.
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Base purchase price (note 10(a)) | 26,929 | 34,625 |
| Contingent value rights (note 10(b)) | 9,799 | 10,158 |
| Balance, end of period | 36,728 | 44,783 |
| Less: current portion | - | 10,000 |
| Non-current portion | 36,728 | 34,783 |
| a) | Base purchase price |
Subject to the Acceleration Option (as defined below), the Company will pay up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time, such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
As at the date of the Term Sheet the fair value of the BPP was estimated using a discounted cash flow method to calculate the net present value of the expected cash flows. The initial recognition of the liability used a discount rate of 20% based on various qualitative and quantitative considerations.
| 15 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 10. | CONSIDERATION PAYABLE (continued) |
The Company performed a valuation exercise as at March 31, 2025 and determined a fair value of the BPP of $32,056, net of a fair value of approximately $5,127 related to the fair value of the Acceleration Option.
On March 20, 2025 the Company paid Glencore $10,000 and an additional payment of $7,500 was made on May 6, 2025, as part of a series of payments to repay $40,000 prior to November 1, 2025 in order to exercise the accelerated payment option in full.
| b) | Contingent value rights & additional payments |
The Company granted to Glencore a contingent value right (the “CVR”) whereby the Company will pay Glencore a monthly payment of $1,333 (the “CVR Payment”), subject to a total cap of $77,700 (the “Valuation Cap”), in the event that in any calendar month after the date the parties enter into the Term Sheet, the average London Metal Exchange (“LME”) spot price of zinc (or the highest open hedge price if the Hedging Option (as defined below) has been exercised) in the calendar month is at least $3,850 per tonne (the “Base Price”). The CVR Payment will increase by $83 for each increase of $100 per tonne above the Base Price and up to a price of $5,049.99 per tonne.
In addition to the CVR Payment, in the event the average LME spot price of zinc (or the highest open hedge price if the Hedging Option has been exercised) in a calendar month is at least $5,050 per tonne (the “Additional Payment Price”), the CVR Payment will increase by $83 for each increase of $100 per tonne above the Additional Payment Price and the Company will pay Glencore a monthly payment of $83 as a Bonus Payment that will increase by $83 for each increase of $100 per tonne above the Additional Payments Price. The Bonus Payment is not considered as part of the CVR Payment.
Upon the occurrence of the monthly average zinc LME spot price exceeding the Base Price, Glencore can require the Company to hedge a limited amount of zinc production from its Bolivian mining operations (so long as the hedging price would exceed the Base Price) subject to certain conditions (the “Hedging Option”).
The CVR and Additional Payments will be effective from the date of the Term Sheet until the earlier of December 31, 2032 and the date the Valuation Cap is reached. The Additional Payments and the Hedging Option will terminate once the Company is no longer obligated to make CVR Payments.
The fair value at the initial recognition of the CVR was calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price ($2,974 per tonne), the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.
The Company performed a valuation exercise as at March 31, 2025 and determined a fair value of the CVR of $9,799. The loss on change in fair value was $359 for the three months ended March 31, 2025, which is recorded as a Finance Cost (Note 17).
| c) | Deferred cash consideration, royalties payable and other payables |
Prior to the Term Sheet, the Company had $164,566 in consideration payable accounted for as deferred cash consideration, royalties payable and other payables from the profits on sale of inventory and payment of certain VAT amounts. As a result of entering into the term sheet as described above, the Company determined that the contractual change was an extinguishment of the previous liabilities and recognized the base purchase price, CVR and additional payment obligations at their fair value which resulted in a gain of $133,255 in the three months ended March 31, 2024.
| 16 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 10. | CONSIDERATION PAYABLE (continued) |
The following table summarizes the details of the consideration payable to Glencore and when the previous consideration payable liabilities were considered extinguished and the new consideration was recognized at fair value at inception resulting in a gain on modification:
BPP (a) |
CVRs (b) |
Deferred cash consideration (c) |
Royalties payable (c) |
Other payables (c) |
Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | - | - | 91,619 | 15,102 | 56,267 | 162,988 |
| Accretion (Note 17) | - | - | 976 | 18 | 584 | 1,578 |
| Gain on adjustment to consideration payable | 29,925 | 1,386 | (92,595) | (15,120) | (56,851) | (133,255) |
| Loss on change in fair value of consideration payable | 4,700 | 8,772 | - | - | - | 13,472 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Less: current portion | 10,000 | - | - | - | - | 10,000 |
| Non-current portion | 24,625 | 10,158 | - | - | - | 34,783 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Loss on change in fair value of consideration payable | 2,304 | (359) | - | - | - | 1,945 |
| Payment of base purchase price obligation | (10,000) | - | - | - | - | (10,000) |
| Balance, March 31, 2025 | 26,929 | 9,799 | - | - | - | 36,728 |
| Less: current portion | - | - | - | - | - | - |
| Non-current portion | 26,929 | 9,799 | - | - | - | 36,728 |
| 17 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE |
A summary of the Company’s loans payable is as follows:
| Bank
facilities (a) |
Trafigura
loan facility (b) |
Other
loans payable (c) |
Promissory
loan payable |
Total | |
| $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 11,327 | 5,498 | 950 | - | 17,775 |
| Proceeds advanced | 58,192 | - | 1,026 | - | 59,218 |
| Accretion | - | 547 | - | - | 547 |
| Interest expense | 830 | 658 | - | - | 1,488 |
| Repayment with cash | (55,558) | (2,669) | (1,232) | - | (59,459) |
| Balance, December 31, 2024 | 14,791 | 4,034 | 744 | - | 19,569 |
| Less: Current portion | 14,791 | 1,423 | 218 | - | 16,432 |
| Non-current portion | - | 2,611 | 526 | - | 3,137 |
| Balance, December 31, 2024 | 14,791 | 4,034 | 744 | - | 19,569 |
| Proceeds advanced | 9,473 | - | 18,363 | 5,719 | 33,555 |
| Interest expense | 121 | 101 | - | 30 | 252 |
| Foreign exchange gain | (7,305) | - | (353) | (549) | (8,207) |
| Repayment with cash | (6,393) | (567) | (18,392) | - | (25,352) |
| Balance, March 31, 2025 | 10,687 | 3,568 | 362 | 5,200 | 19,817 |
| Less: Current portion | 10,687 | 1,072 | 93 | 5,200 | 17,052 |
| Non-current portion | - | 2,496 | 269 | - | 2,765 |
| a) | Bank facilities |
The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOL 55,000 ($4,059), which is comprised of 1) a revolving credit facility of BOL 48,800 ($3,601) for the financing of mining operations and working capital with a fixed interest rate of 6.0% per annum; and 2) a “loan guarantee” credit facility of BOL 6,200 ($458) for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. In Bolivia, companies have the option to receive VAT refunds in advance of the audit process being completed if a loan guarantee for the refund amount is provided. The BOL 55,000 ($4,059) total credit facility is secured by certain real estate assets in Bolivia.
The BOL 48,800 ($3,601) revolving credit facility for working capital purposes can be drawn down at BOL 3,480 ($257) increments and automatically rolls over at maturity once fully repaid. As at March 31, 2025, BOL 48,720 ($3,596) (December 31, 2024 – BOL 48,720 ($7,000), was drawn down from this credit facility.
As at March 31, 2025, 2,452 BOL ($181) of the BOL 6,200 ($458) loan guarantee credit facility was used to provide collateral to the Bolivian government on VAT refunds received (December 31, 2024 – BOL $2,416 ($347 USD)).
The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOL 48,020 ($3,544). The credit facility has a weighted average fixed interest rate of 6.0% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%.
As at March 31, 2025, BOL 48,020 ($3,544) (December 31, 2024 - BOL 52,334 ($7,519)) was drawn down on the credit facility and $nil (December 31, 2024 - $nil was used on the loan guarantee). The credit facility has varying maturity dates between April 2025 and September 2025. The loan guarantee is used for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. All credit facilities are denominated in Bolivian Bolivianos.
As at March 31, 2025, Sociedad Minera Illapa S.A. has a 180-day bank loan outstanding for 45,962 ($3,392) from Banco de Crédito de Bolivia S.A. with a fixed interest rate of 6.0% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the company holds some of its USD cash balances from sales revenues.
| 18 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE (continued) |
| b) | Trafigura loan facility |
On April 23, 2021, in connection with the acquisition of Zimapan, Trafigura Mexico, S.A. de C.V. (“Trafigura”) loaned the Company $17,616 under a new loan facility (“Trafigura Loan Facility”).
The Trafigura Loan Facility is secured by a first charge over all Zimapan Mine assets and all other material rights and properties owned by Carrizal Mining. In addition, the Company issued to Trafigura 28,000,000 warrants (“Trafigura Warrants”), each Trafigura Warrant exercisable into a Santacruz common share at C$0.395 per share, for a period of 12 months with respect to 7,280,000 of the Trafigura Warrants and 42 months with respect to the remaining 20,720,000 Trafigura Warrants. As at December 31, 2024, a total of 13,280,000 Trafigura Warrants were exercised for gross proceeds to the Company of $4,049 (C$5,246) (December 31, 2023 - 13,280,000 warrants for proceeds of $4,049 (C$5,246)). On October 24, 2024 the remaining 14,720,000 Trafigura Warrants expired unexercised.
Pursuant to the Trafigura Loan Facility, Trafigura will have the right to offset payments owing by Trafigura to Carrizal Mining and/or its affiliates under existing commodity purchase and sale agreements against payments owing by Carrizal Mining to Trafigura under the Trafigura Loan. No offsets were made as of Mach 31, 2025.
In the third quarter of 2024, the Company entered into a new amended and restated agreement to settle the outstanding principal amount of $4,156. The amended agreement is the same annual interest rate as the original agreement (1-month SOFR + 6.5%) and is for a period of 36 months, ending on October 31, 2027 repayable in monthly installments of principal plus accrued interest for the respective period. The Company is fully compliant with all financial covenants stipulated in the agreement.
| c) | Other loans payable |
In the fourth quarter of 2022, the Company entered into contracts to sell trucks and machinery for net proceeds of $1,310. The Company subsequently leased the trucks and machinery back from the counterparty for a period of five years at a financing charge of 10.0% per annum and is required to make quarterly lease payments plus accrued interest.
As the contracts provide the Company the right to repurchase the trucks and machinery at the end of the term for their residual value of 1%, the Company has an irrevocable right to repurchase the assets, and control of the assets did not transfer to the counterparty. Hence, these contracts are accounted for as financing transactions in accordance with IFRS 9 - Financial Instruments, rather than as sale and leaseback transactions under IFRS 16 - Leases.
In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. As at March 31, 2025, the financial liability was $362 (March 31, 2024 - $900). No interest expense was accrued as it was immaterial.
| d) | Promissory notes |
On February 20th, 2025 the Company completed an offering of $70,000 BOB ($5,719) in promissory notes under its San Lucas Promissory Notes Issuance program. The San Lucas Promissory Notes Issuance program allows the Company to issue up to $140,000 BOB ($10,332) in the Bolivian Stock market (Bolsa Boliviana de Valores). The notes are denominated in Bolivian Bolivianos and have a 6.25% interest rate and a maturity date of February 15th, 2026 and are unsecured. In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method.
| e) | Bonds |
On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in USD or Bolivian Bolivianos. As at March 31, 2025, no bonds have been issued under the program.
| 19 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 12. | OTHER LIABILITIES |
A summary of the Company’s other liabilities is as follows:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Post Employment Benefits (note 12(a)) | 7,206 | 12,784 |
| Lease liability | 2,927 | 650 |
| Bolivia uncertain tax position financing arrangement (note 18(c)) | 2,920 | 5,974 |
| Other taxes payable (note 12(b)) | 7,481 | 6,976 |
| Long-term portion of current income taxes payable | 694 | 1,503 |
| Participation payable to COMIBOL for interest in joint operation (note 12(c)) | 2,087 | 8,977 |
| Other liabilities | 391 | 1,714 |
| Balance, end of the period | 23,706 | 38,578 |
| Less: current portion | 13,954 | 16,070 |
| Non-current portion | 9,752 | 22,508 |
| a) | Post-employment benefits |
As at March 31, 2025, the Company recognized a provision of $1,530 ($1,473 as at December 31, 2024) for payments that must be made to employees upon termination of employment which is required by Mexican labour legislation. A provision of $5,676 ($11,311 as at December 31, 2024) has been recognized in Bolivia which entitles employees to receive a payment after five years of employment, if the employee resigns or is terminated before the 5-year period they are entitled to receive the amount accrued at the time of separation. Based on expected employee turnover, these provisions are considered non-current.
| b) | Other taxes payable |
Other taxes payable includes amounts payable to the Mexican and Bolivian tax authorities for miscellaneous taxes such as payroll taxes, withholding taxes, VAT payables and income taxes from prior periods which are being paid under an installment plan.
| c) | Participation payable to COMIBOL for interest in joint operation |
The net participation payable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement andsuch transactions are recorded as liabilities where there is a net amount payable to COMIBOL.
| 20 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 13. | DECOMMISSIONING AND RESTORATION PROVISION |
The Company has an obligation to undertake decommissioning, restoration, rehabilitation and environmental work when environmental disturbance is caused by the development and ongoing production of a mining operation. Movements in decommissioning liabilities during the three months ended March 31, 2025 and 2024 are allocated as follows:
| Bolivar | Porco | Caballo Blanco Group |
San Lucas Group |
Zimapan | Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 3,105 | 5,296 | 6,092 | 2,773 | 6,241 | 23,507 |
| Change in estimate | 479 | 522 | 1,105 | 92 | (446) | 1,752 |
| Reclamation work performed | (192) | (8) | (83) | (81) | (74) | (438) |
| Accretion | 274 | 446 | 429 | 222 | 524 | 1,895 |
| Foreign exchange gain | - | - | - | - | (1,040) | (1,040) |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Less: current portion | 73 | 20 | 476 | 70 | - | 639 |
| Non-current portion | 3,593 | 6,236 | 7,067 | 2,936 | 5,205 | 25,037 |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Change in estimate | 1,322 | 2,250 | 4,304 | 1,709 | (302) | 9,283 |
| Reclamation work performed | (26) | (1) | (23) | (6) | - | (56) |
| Accretion | 49 | 83 | 84 | 40 | 125 | 381 |
| Foreign exchange gain | (2,417) | (4,143) | (5,503) | (2,290) | (11) | (14,364) |
| Balance, March 31, 2025 | 2,594 | 4,445 | 6,405 | 2,459 | 5,018 | 20,920 |
| Less: current portion | 35 | 13 | 327 | 36 | - | 411 |
| Non-current portion | 2,559 | 4,432 | 6,078 | 2,423 | 5,017 | 20,509 |
A provision for decommissioning liabilities is estimated based on current regulatory requirements and is recognized at the present value of such costs. The expected timing of cash flows in respect of the provision is based on the estimated life of the Company’s mining operations.
| Decommissioning and restoration provisions – March 31, 2025 | |||||
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,587 | 6,119 | 7,333 | 2,917 | 8,012 |
| Discount rate | 9.3% | 9.3% | 9.6% | 9.6% | 9.3% |
| Inflation rate | 10.0% | 10.0% | 10.0% | 10.0% | 3.7% |
| Decommissioning and restoration provisions - December 31, 2024 | |||||
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group |
Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,587 | 6,119 | 7,333 | 2,917 | 8,032 |
| Discount rate | 9.3% | 9.3% | 9.6% | 9.6% | 10.1% |
| Inflation rate | 10.0% | 10.0% | 10.0% | 10.0% | 3.7% |
| 21 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL |
a) Authorized share capital
The Company is authorized to issue an unlimited number of common shares without par value.
b) Issued – share capital
During the three months ended March 31, 2025, the Company issued Nil common shares.
During the year ended December 31, 2024, the Company issued 4,864,400 shares from the exercise of options for proceeds of $642.
c) Stock options
On September 16, 2024, the Company’s shareholders approved the omnibus equity incentive plan (the “Omnibus Incentive Plan”).
Pursuant to the Omnibus Incentive Plan, the Company may grant Options, RSUs, PSUs, and DSUs to directors, officers, employees, management company employees, and consultants of the Company and its subsidiaries. The maximum number of shares available for issuance under the Omnibus Incentive Plan is limited to 10% of the issued and outstanding common shares.
Pursuant to the Omnibus Incentive Plan, Options granted have a maximum term of ten years and the vesting provisions of options granted are at the discretion of the Board of Directors. Options are non-transferrable and the exercise price of the options shall be determined by the Board of Directors at the time the Options are granted but in no event shall be lower than the discounted market price permitted by the TSX-V.
The following is a summary of the Company’s stock options for the three months ended March 31, 2025 and year ended December 31, 2024:
| Number
of stock options |
Weighted
average exercise price | |
| # | C$ | |
| Balance, December 31, 2023 | 23,714,400 | 0.40 |
| Granted | 2,350,000 | 0.40 |
| Exercised | (4,864,000) | 0.42 |
| Cancelled | (6,900,000) | 0.43 |
| Balance, December 31, 2024 and March 31, 2025 | 14,300,000 | 0.42 |
No options have been granted, exercised or cancelled in 2025.
| 22 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
As at March 31, 2025, the Company had the following stock options outstanding:
| Options outstanding | Options exercisable | |||||
Date of expiry |
Number of options | Weighted average exercise price | Weighted average remaining years | Number of options | Weighted average exercise price | Weighted average remaining years |
| # | C$ | Years | # | C$ | Years | |
| May 7, 2026 | 12,450,000 | 0.47 | 1.10 | 12,450,000 | 0.47 | 1.10 |
| January 09, 2028 | - | - | - | - | - | - |
| August 01, 2029 | 1,850,000 | 0.40 | 4.34 | - | - | - |
| 14,300,000 | 0.41 | 0.96 | 12,450,000 | 0.47 | 1.10 | |
During the three months ended March 31, 2025, the Company granted a total of Nil (2024 – 2,350,000 stock options with a fair value of $425, of which ($164) was recognized in operating expenses during the year ended December 31, 2024).
The weighted average assumptions used in the Black-Scholes option pricing model were as follows:
| Assumption | Based on | 2025 | 2024 |
| Risk-free rate (%) | Yield curves on Canadian government zero-coupon bonds with a remaining term equal to the stock options’ expected life | N/A | 3.02% |
| Expected life (years) | Expiry term of the options | N/A | 5 years |
| Expected volatility (%) | Historical volatility of the Company’s share price | N/A | 87.08% |
| Dividend yield (%) | Annualized dividend rate as of the date of grant | N/A | nil |
The weighted average closing share price on the date of the option exercises for the three months ended March 31, 2025 was C$nil per share (year ended December 31, 2024 - C$0.42).
d) Warrants
The following is a summary of the Company’s warrants for the three months ended March 31, 2025 and year ended December 31, 2024:
| Number of warrants | Weighted average exercise price | |
| # | C$ | |
| Balance, December 31, 2023 | 63,221,961 | 0.44 |
| Expired | (63,221,961) | 0.43 |
| Balance, December 31, 2024 and March 31, 2025 | - | - |
Of the 63,221,961 warrants issued, the remaining 14,720,000 outstanding warrants with a value of $3,821 as at December 31, 2023 expired unexercised on October 24, 2024. When the warrants expired, the share-based compensation reserve corresponding to the warrants was transferred to contributed surplus. No additional warrants have been issued in 2025.
| 23 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
e) Restricted Share Units (RSU)
RSUs are non-transferrable awards for service which upon vesting and settlement entitle the recipient to receive cash or common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion and the RSUs have been accounted for assuming they will be settled through equity. Vesting conditions for RSUs are set by the Board of Directors, no RSUs granted shall vest earlier than one year or later than three years after the grant date, except in the sole discretion of the Board of Directors.
During the three months ended March 31, 2025, the Company granted nil RSUs (2024 – the Company granted 825,000 RSUs).
f) Deferred Share Units (DSU)
DSUs are non-transferrable awards that become payable upon termination of service of the participant. Vesting conditions for DSUs are set by the Board of Directors. Upon settlement, DSUs entitle the recipient to receive cash or common shares of an equivalent value. Timing of settlement after vesting occurs at the discretion of the participant and communicated to the Company by the participant in writing at least fifteen days prior to the designated day, or an earlier date as the participant and the Company pay agree. If no notice is given by the participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the participant’s termination of service, or any earlier period on which the DSUs vest, at the sole discretion of the participant.
During the three months ended March 31, 2025, the Company granted nil DSUs (2024 – the Company granted 675,000 DSUs).
g) Performance Share Units (PSU)
PSUs are non-transferrable awards that will vest and become payable upon the attainment of performance criteria within a certain period, which criteria and period shall be selected, settled and determine by the Board of Directors. PSUs are settled through cash or the issuance of common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion.
During the three months ended March 31, 2025, the Company granted nil PSUs (2024 – the Company granted 1,000,000 PSUs).
| 24 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 15. | COST OF SALES |
Cost of sales excluding depletion, depreciation and amortization are costs that directly relate to production and generation of revenues at the operating segments. Significant components of cost of sales are comprised of the following:
| Three months ended March 31, | ||
| 2025 | 2024
(Restated) | |
| $ | $ | |
| Consumables and materials | 2,840 | 4,181 |
| Energy | 744 | 1,029 |
| Insurance | 825 | 703 |
| Mining and plant maintenance costs | 19,777 | 21,082 |
| Ore and concentrate purchase costs | 5,950 | 8,494 |
| Other costs | (40) | 1,251 |
| Production Costs | 30,096 | 36,740 |
| Transportation and other selling costs | 5,226 | 5,805 |
| Mining royalties expense | 1,658 | 2,413 |
| Finished goods inventory changes | 898 | 4,006 |
| Cost of sales | 37,878 | 48,964 |
(1) Mine royalty expense relates to the mining royalty due to the Bolivian government as a result of mining operations at the Sinchi Wayra and Illapa Business.
| 16. | GENERAL AND ADMINISTRATIVE EXPENSES |
A summary of the Company’s general and administrative expenses is as follows:
| Three months ended March 31, | ||
| 2025 | 2024 (Restated) | |
| $ | $ | |
| Community relationship | 228 | 250 |
| Corporate administration | 584 | 483 |
| Professional fees | 703 | 475 |
| Salaries and benefits | 1,760 | 2,434 |
| Tax penalties and inflation charges | 1,645 | 1,293 |
| 4,920 | 4,935 | |
| 25 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 17. | FINANCE COSTS |
A summary of the Company’s finance costs (income) is as follows:
| Three months ended March 31, | ||
| 2025 | 2024 (Restated) | |
| $ | $ | |
| Accretion of consideration payable (note 10) | - | 1,578 |
| Accretion of decommissioning provisions (note 13) | 381 | 481 |
| Accretion (income) of receivable from COMIBOL (note 6(a)) | (452) | (731) |
| Financing charge on leases | 134 | 25 |
| Loss on re-estimation of cash flows related to CAPEX receivable (note 6(a)) | 1,945 | - |
| Interest expense, carrying and finance charges | 251 | 441 |
| Interest (income) | (316) | (43) |
| Other finance expense (income) | (2,086) | (963) |
| (143) | 788 | |
| 18. | INCOME TAX |
| a) | Income tax expense |
A summary of the Company’s income tax expense is as follows:
| Three months ended March 31, | ||
| 2025 | 2024 (Restated) | |
| $ | $ | |
| Current tax expense | 8,042 | 2,107 |
| Deferred tax (recovery) | 11,664 | (8) |
| Income tax expense | 19,706 | 2,099 |
A summary of the Company’s reconciliation of income taxes at statutory rates for the three months ended March 31, 2025 and 2024, is as follows:
| Three months ended March 31, | ||
| 2025 | 2024 (Restated) | |
| $ | $ | |
| Income before income taxes | 29,157 | 131,124 |
| Combined federal and provincial statutory income tax rates | 27% | 27% |
| Income tax expense (recovery) at statutory rates | 7,872 | 35,403 |
| Permanent differences | (12,798) | (33,268) |
| Change due to differences in tax rates | 10,734 | 302 |
| Inflation adjustment | (17) | (128) |
| Change due to foreign translation | 12,716 | 424 |
| Deferred tax assets not recognized | (261) | (777) |
| Mexico mining royalty tax | 187 | (1,020) |
| Tax effect of investment in subsidiaries | 1,272 | 768 |
| Other | - | 395 |
| Income tax expense (recovery) | 19,706 | 2,099 |
| 26 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX EXPENSE (continued) |
| b) | Deferred taxes |
The significant components of the Company’s deferred tax assets are as follows:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Trade and other receivables | 1,346 | 1,346 |
| Other liabilities | 5,074 | 5,431 |
| Mineral properties, plant and equipment | 7,265 | 2,048 |
| Decommissioning and restoration provision | 1,965 | 2,554 |
| Non-capital losses | 3,155 | 2,813 |
| Capital losses | 5,879 | 4,607 |
| Inventories | 566 | 858 |
| Other assets | 157 | 497 |
| Mining tax | 105 | 128 |
| Other | 507 | 164 |
| Deferred tax assets | 26,017 | 20,446 |
The significant components of the Company’s deferred tax liabilities are as follows:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Mineral properties, plant and equipment | (38,251) | (17,773) |
| Investment in subsidiaries | (7,225) | (5,954) |
| Inventories | (333) | (256) |
| Trade payables and accrued liabilities | (156) | (160) |
| COMIBOL initial investment period CAPEX receivable | (3,348) | (7,934) |
| Other | (9) | - |
| Deferred tax liabilities | (49,313) | (32,077) |
The following table reconciles the deferred tax assets and liabilities to the Consolidated Statements of Financial Position:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Deferred tax assets | 8,761 | 9,602 |
| Deferred tax liabilities | (32,066) | (21,233) |
| (23,305) | (11,631) |
Deferred tax assets and liabilities that are probable to be utilized are offset if they relate to the same taxable entity and same taxation authority. Future potential tax deductions that do not offset deferred tax liabilities are considered to be deferred tax assets.
As at March 31, 2025, the Company had unrecognized capital losses of approximately $6,988 (December 31, 2024 - $16,355) that arose in Canada, the capital losses can be carried forward indefinitely.
As at March 31, 2025 the Company has unrecognized taxable temporary differences of $75,000 (December 31, 2024 - $109,706) for taxes that would be payable on the unremitted earnings of certain subsidiaries of the Company.
| 27 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX EXPENSE (continued) |
| c) | Bolivia uncertain income tax position relating to tax year 2017 |
As part of the Acquisition, the Company assumed potential pre-acquisition income tax liabilities for Bolivia’s 2017 tax year related to decommissioning and restoration provisions, depreciation of mineral properties, plant and equipment, undeclared income, and non-deductible expenses in the determination of the Bolivian current income tax. In the second quarter of 2023, the Company received notification from the Bolivian tax authorities on its decision to deny an appeal and confirmed the tax reassessment of 118,306 BOB ($8,731), which includes tax interest and penalties. The Company and the Bolivian tax authorities agreed on a financing arrangement (“financing arrangement”) by making an initial deposit of 40,479 BOB ($2,987) (which represents 35% of the total balance) in the second quarter of 2023, and monthly instalments for the remaining balance of 75,175 BOB ($5,548) over the next five years to June 2028.
The Company is challenging the Bolivian tax authorities’ decision and has filed legal proceedings with the Supreme Court of Justice and the Constitutional Court in Bolivia.
As the matter relates to income tax, and there is uncertainty over whether the relevant authorities will accept the current tax treatment under the Bolivian tax law, management believes that it meets the definition of an uncertain tax treatment and this in within the scope of IAS 12 – Income Taxes and IFRIC 23 – Uncertainty over Income Tax Treatments. In accordance with IFRIC 23, an entity shall consider whether it is probable (more likely than not) that a taxation authority will accept an uncertain tax treatment. If an entity concludes it is probable that a taxation authority will accept an uncertain tax treatment, the entity shall determine the taxable income or loss consistent with the tax treatment applied in its income tax filings.
Pursuant to the Sinchiwayra and Illapa acquisition agreements, Glencore has agreed to indemnify the Company for up to a maximum of $25,000, in aggregate, for all claims and liabilities arising from the acquisition. Such indemnification would, subject to such cap and certain conditions, extend to income tax liabilities. In the unlikely event that the Company exhausts all avenues and receives an unfavourable ruling, the Company is indemnified by the acquisition agreements and would not be liable for any income tax liability up to $25,000.
The Company obtained legal advice to assess the probability of a final favourable ruling from its legal proceedings and the acceptance of the current tax treatments of the various tax items. Based on the legal assessment, the Company believes it is probable that the current tax treatments will be accepted as it has a strong substantive defense. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at March 31, 2025.
As at March 31, 2025, the Company has already remitted tax instalments totaling $4,963 inclusive of interest and penalties to the Bolivian tax authorities based on the financing arrangement. The Company has recognized a liability of $2,925 to account for the obligation to make the remaining payments under the financing arrangement (Note 11). The Company needs to continue to make payments under the financing arrangement until there is final legal resolution to avoid adverse actions from the taxation authorities such as the seizing of bank accounts. However, as the Company believes the current tax owing related to this matter is $nil and the amounts paid will ultimately be refunded to the Company, the total payment made to date of $4,963 and the liability for the remaining outstanding payments of $2,925, under the financing arrangement have been recognized as “trade and other receivables” (Note 6).
On January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the Tax authority issue a new assessment that is legally compliant, at that point management will determine whether or not to accept the new assessment or could challenge it again. Management expects that the tax authority will exercise its right to appeal the decision within six months of the sentence. An appeal of the sentence would not affect management’s current legal assessment which believes that it is probable that the current tax treatments will be accepted. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at March 31, 2025.
| 28 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 19. | CAPITAL MANAGEMENT |
The Company’s objective when managing its capital is to maintain its ability to continue as a going concern while at the same time maximizing the growth of its business and providing returns to its shareholders. The Company’s capital structure consists of shareholders’ equity (comprising issued capital plus equity reserves plus deficit) with a shareholders’ equity of $162,016 as at March 31, 2025 (December 31, 2024 - $131,347).
The Company manages its capital structure and makes adjustments based on changes to its economic environment and the risk characteristics of the Company’s assets. The Company’s capital requirements are effectively managed based on the Company having a thorough reporting, planning and forecasting process to help identify the funds required to ensure the Company is able to meet its operating and growth objectives.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility, see note 11(c) for details.
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT |
The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:
| March 31, 2025 | Amortized cost | FVTPL | Total |
| $ | $ | $ | |
| Financial assets | |||
| Cash and cash equivalents | 32,527 | - | 32,527 |
| Trade and other receivables | 13,490 | 17,796 | 31,286 |
| 46,017 | 17,796 | 63,813 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 35,312 | - | 35,312 |
| Consideration payable | 26,929 | 9,799 | 36,728 |
| Loans payable | 19,817 | - | 19,817 |
| Other liabilities | 23,706 | - | 23,706 |
| 105,764 | 9,799 | 115,563 | |
| December 31, 2024 | |||
| Financial assets | |||
| Cash and cash equivalents | 35,721 | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | 41,864 |
| 60,183 | 17,402 | 77,585 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 47,389 | - | 47,389 |
| Consideration payable | 34,625 | 10,158 | 44,783 |
| Loans payable | 19,569 | - | 19,569 |
| Other liabilities | 38,578 | - | 38,578 |
| 140,161 | 10,158 | 150,319 |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs for the asset or liability based on unobservable market data.
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
| 29 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| March 31, 2025 | December 31, 2024 | |||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |
| $ | $ | $ | $ | $ | $ | |
| Assets | ||||||
| Trade and other receivables | - | 17,796 | - | - | 17,402 | - |
| - | 17,796 | - | - | 17,402 | - | |
| Liabilities | ||||||
| Consideration payable | - | - | 9,799 | - | - | 10,158 |
| - | - | 9,799 | - | - | 10,158 | |
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that at December 31, 2023.
| 30 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc, lead and copper concentrates produced by all of the Company’s mines. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At March 31, 2025, the Company had receivable balances associated with buyers of its concentrates of $17,796 (December 31, 2024 - $17,402). The vast majority of the Company’s concentrate is sold to well-known concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
March 31, 2025 |
December
31, 2024 | |
| $ | $ | |
| Cash and cash equivalents | 32,527 | 35,721 |
| Trade and other receivables | 31,286 | 41,864 |
| Prepaid expenses and deposits | 4,634 | 5,656 |
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
| 31 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis at March 31, 2025:
| <1
year |
1
– 2 years |
2
– 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 30,890 | 4,422 | - | - | 35,312 |
| Consideration payable – base purchase price (1) | - | 10,000 | 40,000 | 20,000 | 70,000 |
| Consideration payable – CVR & additional payments | 522 | 2,058 | 6,599 | 4,154 | 13,333 |
| Loans payable | 17,051 | 2,767 | - | - | 19,818 |
| Lease payments | 2,852 | 159 | - | - | 3,011 |
| 51,315 | 19,406 | 46,599 | 24,154 | 141,474 |
| (1) | The Base Purchase Price has an acceleration option that enables the Company to repay less than the contractually committed amounts as presented in the table above, for further details see Note 9(a)(i). |
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net loss to changes in the exchange rate between the US dollar and the Bolivian boliviano, the Mexican peso and the Canadian dollar, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $113, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net loss by approximately $24, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net loss by approximately ($13).
| 32 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The Company’s financial assets and liabilities as at March 31, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 104 | 10,069 | 21,948 | 406 | 32,527 |
| Trade and other receivables | 30 | 13,528 | 17,605 | 123 | 31,286 |
| 134 | 23,597 | 39,553 | 529 | 63,813 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 670 | 28,043 | 3,561 | 3,038 | 35,312 |
| Consideration payable | - | - | 36,728 | - | 36,728 |
| Loans payable | - | 16,250 | 3,567 | - | 19,817 |
| Other liabilities | - | 7,516 | 2,477 | 13,713 | 23,706 |
| 670 | 51,809 | 46,333 | 16,751 | 115,563 | |
| Net financial assets (liabilities) | (536) | (28,212) | (6,780) | (16,222) | (51,750) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at March 31, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at March 31, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $227.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
| 33 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 21. | RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION |
The Company’s related parties include its subsidiaries, joint arrangements and key management personnel. During its normal course of operation, the Company enters into transactions with its related parties for goods and services. All related party transactions for the three months ended March 31, 2025 and 2024, have been disclosed in these consolidated financial statements.
These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.
Remuneration of key management personnel
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Compensation to key management personnel was as follows:
| Three months ended March 31, | ||
| 2025 | 2024 | |
| $ | $ | |
| Management and consulting fees | 682 | 542 |
| Share-based compensation | 149 | 11 |
| 831 | 553 | |
Of the $682 in management and consulting fees incurred with related parties during the three months ended March 31, 2025, $56 (2024 - $27) was related to directors’ fees and $626 (2024 - $515), was related to management fees.
| 22. | SEGMENT INFORMATION |
The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management team, collectively the chief operating decision maker (“CODM”), in assessing performance and in determining the allocation of resources. The Company primarily manages its business by looking at individual producing and developing resource projects as well as the aggregate of the exploration and evaluation properties and typically segregate these projects between production, development, and exploration.
| a) | Operating segments |
The following reportable operating segments have been identified: the Bolivar mine and processing plant, the Porco mine and processing plant, the Caballo Blanco Group which includes the Tres Amigos, Colquechaquita mines and the Don Diego processing plant, the San Lucas Group which includes the Reserva mine and San Lucas feed sourcing business, Zimapan mine and processing plant, and Corporate and Other activities. The corporate division earns income that is considered incidental to the Company’s activities and therefore does not meet the definition of an operating segment.
(1) In the following tables it should be noted that the CODM reviews Bolivar and Porco revenues, cost of sales information, capital expenditures, total assets and total liabilities on a 100% basis whereas this financial information is recorded at 45% in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).
| 34 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
In the third quarter of 2024, the Company changed its business process and began feeding all of Reserva’s ore to the San Lucas feed sourcing business instead of combining it with the other mines in the Caballo Blanco Group. The change in business process has changed the manner in which information is reviewed by the CODM and the operating segments have been updated to present the Reserva mine as part of the San Lucas Group.
Management has prepared the segmented information showing the assets, liabilities and capital expenditures of Reserva under the old basis within the Caballo Blanco Group and under the new basis within the San Lucas Group. Management was unable to present the operating results of Revenues, Mine Operating Costs and Gross profit because the necessary information is not available and the cost to develop it would be excessive. Refer to the tables below to see the information of assets, liabilities and capital expenditures prepared using the old basis and the new basis.
Significant information relating to the Company’s reportable operating segments is summarized in the tables below:
| Three months ended March 31, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 21,426 | 10,427 | 15,723 | 17,823 | 23,206 | - | (17,327) | (964) | 70,314 |
| Mine operating costs | |||||||||
| Cost of sales | (8,247) | (5,401) | (5,660) | (10,048) | (16,807) | - | 7,321 | 964 | (37,878) |
| Depletion and amortization | (2,323) | (1,341) | (1,957) | (472) | (1,117) | - | 2,633 | - | (4,577) |
| (10,570) | (6,742) | (7,617) | (10,520) | (17,924) | - | 9,954 | 964 | (42,455) | |
| Gross profit | 10,856 | 3,685 | 8,106 | 7,303 | 5,282 | - | (7,373) | - | 27,859 |
| Three months ended March 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 19,779 | 8,248 | 10,729 | 15,320 | 14,518 | - | (15,078) | (927) | 52,589 |
| Mine operating costs | |||||||||
| Cost of sales | (14,177) | (7,993) | (13,514) | (14,564) | (11,837) | - | 12,194 | 927 | (48,964) |
| Depletion and amortization | (2,624) | (1,339) | (54) | (5) | (1,634) | - | 2,430 | - | (3,226) |
| (16,801) | (9,332) | (13,568) | (14,569) | (13,471) | - | 14,624 | 927 | (52,190) | |
| Gross profit | 2,978 | (1,084) | (2,839) | 751 | 1,047 | - | (454) | - | 399 |
| As at March 31, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 1,695 | 484 | 294 | 82 | 5,506 | - | (786) | - | 7,275 |
| Total assets | 102,148 | 67,263 | 51,839 | 51,820 | 67,166 | 64,806 | (73,550) | - | 331,492 |
| Total liabilities | (34,198) | (24,378) | (72,982) | (1,707) | (44,910) | (36,677) | 24,639 | - | (190,213) |
| As at December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | 7$ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 7,309 | 3,756 | 6,588 | 2,683 | 9,642 | - | (7,359) | - | 22,619 |
| Total assets | 119,275 | 72,971 | 92,386 | 89,962 | 59,878 | 16,582 | (77,029) | - | 374,025 |
| Total liabilities | (47,244) | (31,169) | (7,985) | (96,666) | (40,292) | (45,039) | 25,717 | - | (242,678) |
| 35 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
| b) | Segment revenue by operating segment, product and major customers |
| Three months ended March 31, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 12,076 | 4,696 | 6,585 | 6,612 | 11,520 | - | - | - | 41,489 |
| Zinc | 10,516 | 5,891 | 9,313 | 11,015 | 10,281 | - | - | - | 47,016 |
| Lead | 490 | 518 | 693 | 865 | 2,355 | - | - | - | 4,921 |
| Copper | - | - | - | - | 2,228 | - | - | - | 2,228 |
| Illapa joint operation 55% int. | - | - | - | - | - | - | (17,327) | - | (17,327) |
| Intercompany transactions | 107 | 241 | 616 | - | - | - | - | (964) | - |
| Provisional pricing adjustments | 169 | 87 | 10 | (100) | 1,615 | - | - | - | 1,781 |
| Smelting and refining costs | (1,932) | (1,006) | (1,494) | (569) | (4,793) | - | - | - | (9,794) |
| Sales to external customers | 21,426 | 10,427 | 15,723 | 17,823 | 23,206 | - | (17,327) | (964) | 70,314 |
| Three months ended March 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 11,083 | 2,714 | 3,305 | 5,236 | 8,267 | - | - | - | 30,605 |
| Zinc | 11,816 | 6,760 | 9,392 | 11,471 | 5,981 | - | - | - | 45,420 |
| Lead | 904 | 277 | 606 | 758 | 3,881 | - | - | - | 6,426 |
| Copper | - | - | - | - | 1,970 | - | - | - | 1,970 |
| Illapa joint operation 55% int. | - | - | - | - | - | - | (15,078) | - | (15,078) |
| Intercompany transactions | 206 | 406 | 315 | - | - | - | - | (927) | - |
| Provisional pricing adjustments | (263) | 53 | (154) | (79) | 245 | - | - | - | (198) |
| Smelting and refining costs | (3,967) | (1,962) | (2,735) | (2,066) | (5,826) | - | - | - | (16,556) |
| Sales to external customers | 19,779 | 8,248 | 10,729 | 15,320 | 14,518 | - | (15,078) | (927) | 52,589 |
During the three months ended March 31, 2025, the Company had two customers (2024 – two customers). One customer accounted for 67% of the total sales revenue for the three months ended March 31, 2025 (2024 – 72%). The other customer accounted for the remaining 33% of the total sales revenue for the three months ended March 31, 2025 (2024 – 28%).
| 36 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three Months ended March 31, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 23. | EARNINGS PER SHARE |
Earnings (loss) per share for the Company was calculated based on the following:
| Three months ended March 31, | ||
| 2025 | 2024 | |
| $ | $ | |
| Net income for the period | 9,451 | 132,659 |
| Weighted average number of shares outstanding | 355,855,538 | 350,991,138 |
| Earnings per share – basic | 0.03 | 0.38 |
| Three months ended March 31, | ||
| 2024 | 2024) | |
| $ | $ | |
| Net income for the period | 9,451 | 132,659 |
| Weighted average number of shares outstanding | 355,855,538 | 350,991,138 |
| Incremental shares from options | - | 972,880 |
| Earnings per share – diluted | 0.03 | 0.38 |
Earnings per share is based on the weighted average number of common shares of the Company outstanding during the period. The diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding share options and warrants, RSUs, DSUs and PSUs in the weighted average number of common shares outstanding during the period, if dilutive.
The following securities could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because they were anti-dilutive:
| 2025 | 2024 | |
| Stock options | 14,300,000 | 14,300,000 |
| Warrants | - | - |
| 14,300,000 | 14,300,000 |
| 24. | SUPPLEMENTAL CASH FLOW INFORMATION |
A summary of the Company’s non-cash finance costs is as follows:
| Three months ended March 31, | ||
| 2025 | 2024 | |
| $ | $ | |
| Accretion of consideration payable (note 10) | - | 1,578 |
| Accretion of decommissioning provision (note 13) | 381 | 481 |
| Accretion of COMIBOL initial investment CAPEX receivable (note 6(a)) | (452) | (731) |
| Change in decommissioning and restoration provisions | - | (173) |
| Finance charges on leases | 134 | 25 |
| Loss on re-estimation of cash flows related to CAPEX receivable (note 10) | 1,945 | - |
| Interest expense, carrying and finance charges (note 11) | 252 | 331 |
| Other expense income | - | (12) |
| 2,260 | 1,499 | |
| 37 |
Exhibit 99.6

MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE QUARTER ENDED MARCH 31, 2025
480 - 1140 West Pender Street, Vancouver, BC, V6E 4G1
www.santacruzsilver.com
| Table of Contents | |
| Company Overview | 4 |
| 2025 First Quarter Highlights | 5 |
| Management Business Overview and Outlook | 6 |
| Selected Quarterly Production Results | 7 |
| Bolivar Mine Operating Results | 10 |
| Porco Mine Operating Results | 11 |
| Caballo Blanco Group Operating Results | 12 |
| San Lucas Group Operating Results | 14 |
| Zimapan Mine | 15 |
| Other Properties | 16 |
| Qualified Person and Technical Disclosures | 16 |
| Overview of Financial Results | 17 |
| Quarters ended March 31, 2025 and 2024 | 17 |
| Summary of Quarterly Results | 18 |
| Liquidity, Capital Resources and Contractual Obligations | 19 |
| Liquidity | 19 |
| Off-balance Sheet Arrangements | 20 |
| Transactions with Related Parties | 20 |
| Subsequent Events | 21 |
| Material Accounting Estimates and Judgments | 21 |
| Accounting Policies Including Changes in Accounting Policies and Initial Adoption | 22 |
| Financial Instruments and Other Instruments | 22 |
| Outstanding Share Data | 25 |
| Internal Controls over Financial Reporting and Disclosure Controls and Procedures | 25 |
| Non-GAAP Measures | 26 |
| Cautionary Note Regarding Forward-looking Information | 32 |
| Additional Information | 33 |
| - 2 - |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
This Management’s Discussion and Analysis of results of operations and financial condition (“MD&A”) should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three months ended March 31, 2025 and the notes thereto of Santacruz Silver Mining Ltd. (“the Company” or “Santacruz”) which have been prepared in accordance with IFRS Accounting Standards (“IFRS®”), as issued by the International Accounting Standards Board (“IASB”).
All dollar amounts are expressed in thousands of US dollars unless otherwise indicated. Unless otherwise noted, references to “C$” are to thousands of Canadian dollars, references to “MXN” are to thousands of Mexican pesos and references to “BOB” are to thousands of Bolivian bolivianos.
During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company determined that a correction was required and as such, restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023, refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three months ended March 31, 2024 have also been restated, refer to note 5 in the interim consolidated financial statements for details of the adjustments. Where applicable, previously reported figures in this MD&A have been updated to reflect the adjustments made as part of the restatement.
Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences. Throughout this MD&A, the terms first quarter, second quarter, third quarter, fourth quarter and year to date are respectively used interchangeably with the terms Q1, Q2, Q3, Q4 and YTD.
This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities regulation and should be read in conjunction with the “Risk Factors” and “Cautionary Note Regarding Forward-looking Information” section in this MD&A
All information contained in this MD&A is current and has been approved by the Board of Directors of the Company as of June 11, 2025.
| - 3 - |
Company Overview
Santacruz was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (‘‘TSXV’’) under the symbol ‘‘SCZ’’.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at March 31, 2025, the Company had acquired ownership including mining concession rights to the following mineral properties:
Bolivia:
| ● | Sinchi Wayra (“Sinchi Wayra”), which consists of the following mineral properties and businesses located in Bolivia: |
| ○ | the Caballo Blanco Group which includes the Tres Amigos and Colquechaquita mines (the “Caballo Blanco Group” or “Caballo Blanco”) and the Don Diego processing plant (the “Don Diego Processing Plant” or “Don Diego”), which processes production from the Caballo Blanco Group as well as toll milling from the San Lucas feed sourcing business; | |
| ○ | the Soracaya exploration project (the “Soracaya Project” or “Soracaya”); and | |
| ○ | the San Lucas Group which includes the San Lucas feed sourcing and trading business and the Reserva mine (the “San Lucas Group” or “San Lucas”). |
| ● | Illapa (“Illapa”), with its operations held under an association agreement with Corporación Minera de Bolivia (“COMIBOL”) a Bolivian state-owned entity comprising: |
| ○ | the Bolivar mine (the “Bolivar Mine” or “Bolivar”) and process plant complex; and | |
| ○ | the Porco mine (the “Porco Mine” or “Porco”) and process plant complex. |
Mexico:
| ○ | The Zimapan mine (the “Zimapan Mine” or “Zimapan”) and processing plant located in Hidalgo, Mexico; | |
| ○ | The La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
Management has assessed the nature of its interest in the Illapa Business and determined it to be a joint operation. The Company records its 45% interest in the assets, liabilities, revenues and expenses of the Illapa Business in its consolidated financial statements. The Company is solely responsible for certain transactions made by the Illapa business, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL for its share of the joint operation. The Company is the operator of the Illapa Business and as such the chief executive officer and executive management team review the Bolivar and Porco operating and financial information on a 100% basis. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to Note 22 of the unaudited interim consolidated financial statements).
In this MD&A, operational information for Bolivar and Porco is presented at 100%. Readers of this MD&A are cautioned that although in the operating section of this MD&A the Company reports 100% of the production and sales information, the Company records 45% of the assets, liabilities, revenues and expenses in its consolidated financial statements. In contrast to the operational information, all financial information presented in this MD&A is reported showing 45% of the assets, liabilities, revenues and expenses which coincides with the information presented in the audited consolidated financial statements.
From the acquisition of the Bolivian operations through to December 24, 2024 the Company has used the official fixed rate of 6.96 BOB/USD to record transactions denominated in BOB. Commencing January 1, 2025 the Company has been recording transactions denominated in Bolivian Bolivianos (BOB) using a spot rate determined by an estimation technique instead of the official rate. The Company believes this methodology for calculating the foreign exchange from BOB to USD is a more accurate representation of the current economic conditions in Bolivia. The average rate determined by using the new valuation technique was 12.20 BOB/USD. All monetary assets and liabilities outstanding as at March 31, 2025 have been revalued using a spot rate of 13.55 BOB/USD.
In the third quarter of 2024, the Company changed its business process and began feeding all of the Reserva mine’s ore to the San Lucas feed sourcing business instead of combining it with the ore from other mines in the Caballo Blanco Group. To reflect the change in business process, the operating segments were updated in Q3 2024 to present the results of the Reserva mine as part of the San Lucas Group, comparative information from previous periods has not been updated and the results of the Reserva mine are still presented as part of the Caballo Blanco Group.
| - 4 - |
2025 First Quarter Highlights
| 2025-Q1 | 2024-Q4 | Change Q1 vs Q4 |
2025-Q1 | 2024-Q1 Restated(6) |
Change ‘25-Q1 vs ‘24-Q1 | |
Operational |
||||||
| Material Processed (tonnes milled) | 471,773 | 493,141 | (4%) | 471,773 | 470,749 | (0%) |
| Silver Equivalent Produced (ounces) (1) | 3,688,129 | 4,097,327 | (10%) | 3,688,129 | 3,876,388 | (5%) |
| Silver Ounces Produced | 1,590,063 | 1,761,686 | (10%) | 1,590,063 | 1,581,949 | 1% |
| Zinc Tonnes Produced | 20,719 | 23,357 | (11%) | 20,719 | 22,847 | (9%) |
| Lead Tonnes Produced | 2,718 | 2,932 | (7%) | 2,718 | 2,953 | (8%) |
| Copper Tonnes Produced | 279 | 248 | 13% | 279 | 256 | 9% |
| Silver Equivalent Sold (payable ounces) (2) | 3,059,556 | 3,452,891 | (11%) | 3,059,556 | 3,632,938 | (16%) |
| Cash Cost of Production per Tonne (3) | 73.22 | 106.35 | (31%) | 73.22 | 93.19 | (21%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 17.84 | 22.38 | (20%) | 17.84 | 21.19 | (16%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 22.34 | 27.83 | (20%) | 22.34 | 24.27 | (8%) |
| Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (2) (3) (4) | 31.85 | 31.77 | 0% | 31.85 | 23.18 | 37% |
Financial |
||||||
| Revenues | 70,314 | 81,669 | (14%) | 70,314 | 52,589 | 34% |
| Gross Profit | 27,859 | 25,250 | 10% | 27,859 | 399 | 6882% |
| Net Income | 9,451 | 21,067 | (55%) | 9,451 | 132,659 | (93%) |
| Net Earnings) Per Share - Basic ($/share) | 0.03 | 0.06 | (50%) | 0.03 | 0.38 | (92%) |
| Adjusted EBITDA (3) | 27,516 | 23,017 | 20% | 27,516 | (1,309) | 2202% |
| Cash and Cash Equivalent | 32,527 | 35,721 | (9%) | 32,527 | 4,035 | 706% |
| Working Capital | 51,733 | 46,296 | 12% | 51,733 | 678 | 7530% |
Production Summary - By Mine
| Bolivar (5) | Porco (5) | Caballo Blanco Group | San Lucas Group | Zimapan | Total | |
| Material Processed (tonnes milled) | 62,356 | 47,501 | 51,648 | 86,695 | 223,573 | 471,773 |
| Silver Equivalent Produced (ounces) (1) | 786,299 | 367,523 | 659,208 | 858,514 | 1,016,585 | 3,688,129 |
| Silver Ounces Produced | 421,040 | 120,537 | 313,266 | 295,021 | 440,199 | 1,590,063 |
| Zinc Tonnes Produced | 3,983 | 2,674 | 3,549 | 6,015 | 4,498 | 20,719 |
| Lead Tonnes Produced | 201 | 161 | 486 | 481 | 1,389 | 2,718 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 279 | 279 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 237 | 98 | 202 | 123 | 80 | 124 |
| Zinc (%) | 7.00 | 5.99 | 7.28 | 7.65 | 2.56 | 4.94 |
| Lead (%) | 0.47 | 0.46 | 1.15 | 0.84 | 0.72 | 0.73 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.26 | 0.26 |
| Metal recovery per mine: | ||||||
| Silver (%) | 89 | 81 | 93 | 86 | 77 | 82 |
| Zinc (%) | 91 | 94 | 94 | 91 | 79 | 86 |
| Lead (%) | 68 | 73 | 82 | 66 | 86 | 78 |
| Copper (%) | N/A | N/A | N/A | N/A | 48 | 48 |
| Silver Equivalent Sold (payable ounces) (2) | 736,696 | 353,708 | 516,624 | 612,185 | 840,343 | 3,059,556 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas Group and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (6) | The revenues, gross profit, net loss, net loss per share, Adjusted EBITDA, and working capital were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
| - 5 - |
Management Business Overview and Outlook
Debt Reduction and Restructuring:
On March 20th 2025, the Company made a $10,000 payment to Glencore as part of a plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. An additional payment of $7,500 was made in May 2025 and the Company expects to make bi-monthly payments until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished.
Bolivian Operations:
Our Bolivian operations will continue to follow the 2025 mine plan which prioritizes accessing areas with higher silver grades. Operational efficiency will remain a core focus for our mining and milling activities. The strategy is anchored on two key pillars: optimizing mining costs and improving metal recovery rates in our processing plants. This dual approach is designed to enhance the quality of our concentrates while maintaining a sustainable balance between cost optimization and productivity.
Mexican Operations:
In 2025, the Zimapan operations will continue to leverage the 2024 capex investments increasing production and improving overall productivity. A key objective is to begin mining at Level 960, which has mineralized material which will generate higher silver head grades. Cost optimization initiatives will remain in place, with a continued focus on maintaining a balanced approach between production growth and operational efficiency. Process improvements have already yielded positive results over recent quarters, and management is committed to building on these gains. In addition to local operational improvements, the Company is focusing on generating synergies across its portfolio to enhance integration, streamline processes, and drive sustainable improvements in both output and financial performance.
| - 6 - |
Selected Quarterly Production Results
2025-Q1 |
2024-Q4 |
2024-Q3 | 2024-Q2 |
2024-Q1 |
Change Q1 vs Q4 |
Change ‘25-Q1 vs ‘24-Q1 | |
| Material Processed (tonnes milled) | |||||||
| Bolivar (4) | 62,356 | 69,411 | 70,271 | 72,151 | 72,802 | (10%) | (14%) |
| Porco (4) | 47,501 | 53,702 | 48,714 | 51,307 | 50,862 | (12%) | (7%) |
| Caballo Blanco Group | 51,648 | 60,776 | 58,374 | 83,661 | 72,462 | (15%) | (29%) |
| San Lucas Group | 86,695 | 92,369 | 96,160 | 83,900 | 69,221 | (6%) | 25% |
| Zimapan | 223,573 | 216,883 | 217,741 | 209,736 | 205,402 | 3% | 9% |
| Total | 471,773 | 493,141 | 491,260 | 500,755 | 470,749 | (4%) | 0% |
Silver Equivalent Produced (ounces) (1) |
|||||||
| Bolivar (4) | 786,299 | 920,614 | 905,862 | 904,204 | 899,355 | (15%) | (13%) |
| Porco (4) | 367,523 | 423,387 | 417,690 | 454,364 | 466,900 | (13%) | (21%) |
| Caballo Blanco Group | 659,208 | 798,976 | 646,605 | 832,229 | 740,895 | (17%) | (11%) |
| San Lucas Group | 858,514 | 992,949 | 1,052,528 | 1,026,334 | 878,182 | (14%) | (2%) |
| Zimapan | 1,016,585 | 961,401 | 1,010,529 | 949,233 | 891,056 | 6% | 14% |
| Total | 3,688,129 | 4,097,327 | 4,033,214 | 4,166,364 | 3,876,388 | (10%) | (5%) |
Silver Ounces Produced |
|||||||
| Bolivar (4) | 421,040 | 491,378 | 483,300 | 427,665 | 425,756 | (14%) | (1%) |
| Porco (4) | 120,537 | 145,585 | 171,972 | 151,258 | 176,436 | (17%) | (32%) |
| Caballo Blanco Group | 313,266 | 368,822 | 248,605 | 318,520 | 284,810 | (15%) | 10% |
| San Lucas Group | 295,021 | 329,760 | 354,877 | 364,607 | 294,998 | (11%) | 0% |
| Zimapan | 440,199 | 426,141 | 444,634 | 409,309 | 399,949 | 3% | 10% |
| Total | 1,590,063 | 1,761,686 | 1,703,388 | 1,671,359 | 1,581,949 | (10%) | 1% |
Zinc Tonnes Produced |
|||||||
| Bolivar (4) | 3,983 | 4,611 | 4,553 | 5,168 | 5,063 | (14%) | (21%) |
| Porco (4) | 2,674 | 2,983 | 2,626 | 3,276 | 3,160 | (10%) | (15%) |
| Caballo Blanco Group | 3,549 | 4,455 | 4,117 | 5,331 | 4,703 | (20%) | (25%) |
| San Lucas Group | 6,015 | 7,089 | 7,525 | 7,150 | 6,279 | (15%) | (4%) |
| Zimapan | 4,498 | 4,219 | 4,322 | 4,127 | 3,642 | 7% | 23% |
| Total | 20,719 | 23,357 | 23,143 | 25,052 | 22,847 | (11%) | (9%) |
Lead Tonnes Produced |
|||||||
| Bolivar (4) | 201 | 327 | 305 | 300 | 395 | (39%) | (49%) |
| Porco (4) | 161 | 215 | 206 | 205 | 169 | (25%) | (5%) |
| Caballo Blanco Group | 486 | 549 | 515 | 641 | 611 | (11%) | (20%) |
| San Lucas Group | 481 | 554 | 493 | 450 | 427 | (13%) | 13% |
| Zimapan | 1,389 | 1,287 | 1,508 | 1,312 | 1,351 | 8% | 3% |
| Total | 2,718 | 2,932 | 3,027 | 2,908 | 2,953 | (7%) | (8%) |
Copper Tonnes Produced |
|||||||
| Zimapan | 279 | 248 | 270 | 284 | 256 | 13% | 9% |
| Total | 279 | 248 | 270 | 284 | 256 | 13% | 9% |
Silver Equivalent Sold (payable ounces) (2) |
|||||||
| Bolivar (4) | 736,696 | 777,765 | 730,460 | 775,682 | 1,014,743 | (5%) | (27%) |
| Porco (4) | 353,708 | 345,675 | 410,617 | 365,176 | 419,231 | 2% | (16%) |
| Caballo Blanco Group | 516,624 | 629,937 | 708,726 | 688,391 | 573,346 | (18%) | (10%) |
| San Lucas Group | 612,185 | 847,411 | 846,455 | 715,135 | 754,910 | (28%) | (19%) |
| Zimapan | 840,343 | 852,103 | 905,497 | 857,755 | 870,708 | (1%) | (3%) |
| Total | 3,059,556 | 3,452,891 | 3,601,755 | 3,402,139 | 3,632,938 | (11%) | (16%) |
| - 7 - |
Selected Quarterly Production Results (continued)
2025-Q1 |
2024-Q4 |
2024-Q3(5) | 2024-Q2(5) |
2024-Q1(5) |
Change ‘25-Q1 vs ‘24-Q4 |
Change ‘25-Q1 vs ‘24-Q1 | |
| Cash Cost of Production per Tonne (3) | |||||||
| Bolivar (4) | 81.19 | 121.19 | 135.61 | 120.01 | 112.94 | (33%) | (28%) |
| Porco (4) | 69.14 | 97.39 | 119.35 | 114.53 | 92.96 | (29%) | (26%) |
| Caballo Blanco Group (4) | 56.27 | 76.15 | 107.55 | 96.27 | 113.94 | (26%) | (51%) |
| San Lucas Group | 101.64 | 234.29 | 200.18 | 134.50 | 156.51 | (57%) | (35%) |
| Zimapan | 64.75 | 57.80 | 61.59 | 65.57 | 57.60 | 12% | 12% |
| Total | 73.22 | 106.35 | 110.50 | 95.11 | 93.19 | (31%) | (21%) |
Cash Cost per Silver Equivalent Ounce Sold (3) |
|||||||
| Bolivar (4) | 13.50 | 18.65 | 20.41 | 18.90 | 17.43 | (28%) | (23%) |
| Porco (4) | 16.60 | 24.84 | 24.54 | 24.41 | 21.59 | (33%) | (23%) |
| Caballo Blanco Group (4) | 12.66 | 16.40 | 19.77 | 21.15 | 27.79 | (23%) | (54%) |
| San Lucas Group | 17.34 | 28.30 | 25.55 | 22.73 | 22.04 | (39%) | (21%) |
| Zimapan | 25.70 | 23.34 | 22.08 | 22.50 | 20.29 | 10% | 27% |
| Total | 17.84 | 22.38 | 22.38 | 21.66 | 21.19 | (20%) | (16%) |
All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (3) |
|||||||
| Bolivar (4) | 16.79 | 22.17 | 26.75 | 18.64 | 19.51 | (24%) | (14%) |
| Porco (4) | 19.63 | 31.61 | 29.65 | 25.22 | 24.16 | (38%) | (19%) |
| Caballo Blanco Group (4) | 14.78 | 19.60 | 21.75 | 26.21 | 31.60 | (25%) | (53%) |
| San Lucas Group | 19.16 | 34.22 | 26.43 | 22.86 | 22.28 | (44%) | (14%) |
| Zimapan | 34.32 | 27.13 | 27.07 | 27.62 | 22.59 | 27% | 52% |
| Total | 22.34 | 27.83 | 27.40 | 24.91 | 24.27 | (20%) | (8%) |
| Underground development (m) | 10,135 | 11,167 | 10,933 | 10,434 | 9,436 | (9%) | 7% |
| Core Drilling (m) | 3,179 | 3,204 | 4,166 | 5,949 | 4,311 | (1%) | (26%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold in the Non-GAAP Measures section, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold and Average Realized Price per Ounce of Silver Equivalent Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (5) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or were related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the annual consolidated financial statements and note 5 of the interim consolidated financial statements for further details regarding the restatement. |
Production
In Q1 2024, the Company processed 471,773 tonnes of ore, producing 3,688,129 silver equivalent ounces. This total includes 1,590,063 ounces of silver and 20,719 tonnes of zinc. Full Q1 2025 production results were released in a news release dated June 9, 2025.
Q1 2025 vs Q4 2024
In Q1 2025 ore processed was slightly lower than in Q4 2024, reflecting the typical seasonal slowdown, particularly across Bolivian operations, as well as scheduled mine sequencing and temporary constraints that modestly impacted throughput. Notably, Zimapan had a 3% increase in processed mineralized material, supported by sustained operational efficiency and continuous optimization efforts. Silver equivalent production was 10% lower, primarily due to reduced head grades and throughput. Silver output declined by 10%, while zinc production was 11% lower, consistent with the expected mine plan for the quarter. Despite these lower volumes, the Company remained focused on maximizing margins by prioritizing higher-silver-content zones. With temporary constraints now resolved and silver prices trending favorably, operations are well-positioned to deliver strong cash flow generation throughout the year.
| - 8 - |
Q1 2025 vs Q1 2024
In Q1 2025, consolidated operational performance remained stable year-over-year, with total tonnes processed virtually unchanged compared to Q1 2024. Silver equivalent production was 5% lower, reflecting the impact of temporary operational constraints and expected ore body variability at certain Bolivian operations. Despite these factors, silver output remained flat, supported by higher silver head grades at key operations and improved metallurgical recoveries, particularly at the Caballo Blanco Group. Zinc production decreased by 9%, primarily due to lower throughput and head grades at Porco and Caballo Blanco, partially offset by strong results at Zimapan, where zinc output rose 23% year-over-year. Zimapan also led overall growth, increasing material processed by 9% and silver equivalent production by 14%, highlighting its operational improvements, as we develop and prepare level 960 now with all required underground equipment at site. The strategic reorganization of the Caballo Blanco and San Lucas, particularly the reallocation of Reserva mine’s output, also contributed to improved metallurgical efficiency and stable margins. These results highlight the flexibility provided by the Company’s diversified asset base and its focus on maximizing recoveries.
Cash Cost and All-in Sustaining Cost per Silver Equivalent Ounce Sold
Starting January 1, 2025, Bolivian operations adopted a new exchange rate methodology supported by IAS 21, replacing the fixed official rate (6.96 BOB/USD) with a market-based spot rate (average 12.20 BOB/USD) obtained from banks. Under IAS 21, entities should estimate a spot rate at which an orderly exchange transaction would take place between market participants under prevailing economic conditions. Recording BOB denominated transactions in USD using the market-based rate, provides a more accurate representation of the economic reality of the underlying transactions.
Q1 2025 vs Q4 2024
Costs improved notably in Q1 2025 when compared to Q4 2024, with consolidated cash cost and AISC per silver equivalent ounce sold decreasing to $17.84 and $22.34, respectively, from $22.38 and $27.83. This improvement was mainly driven by the Bolivian operations (Bolívar, Porco, Caballo Blanco, and San Lucas) which reported significant reductions across all cost metrics. Caballo Blanco Group saw the most considerable improvements. In contrast, Zimapan’s AISC increased from $27.13 to $34.32/oz, as a significant portion of its annual capital budget was deployed during Q1 to accelerate key investments aimed at increasing future production at Carrizal mine level 960.
Q1 2025 vs Q1 2024
Compared to Q1 2024, there were substantial cost improvements during Q1 2025. Consolidated cash cost decreased from $21.19 to $17.84/oz, and AISC from $24.27 to $22.34/oz. The most notable improvements came from Caballo Blanco, where AISC dropped significantly due to better metallurgical performance as a consequence of achieving improvements and efficiencies at underground and milling operations. Zimapan, however, recorded an increase in AISC to $34.32/oz (from $22.59), as a substantial portion of its budgeted CAPEX was executed in Q1 to bring forward investments that support higher production in upcoming quarters at Carrizal mine at level 960.
| - 9 - |
Bolivar Mine Operating Results
| Bolivar Production Table (3) | 2025-Q1 | 2024-Q4 | Change Q1 vs Q4 |
2025-Q1 | 2024-Q1 | Change ‘25-Q1 vs ‘24-Q1 |
| Material Processed (tonnes milled) | 62,356 | 69,411 | (10%) | 62,356 | 72,802 | (14%) |
| Silver Equivalent Produced (ounces) (1) | 786,299 | 920,614 | (15%) | 786,299 | 899,355 | (13%) |
| Silver Equivalent Sold (payable ounces) (2) | 736,696 | 777,765 | (5%) | 736,696 | 1,014,743 | (27%) |
| Production | ||||||
| Silver (ounces) | 421,040 | 491,378 | (14%) | 421,040 | 425,756 | (1%) |
| Zinc (tonnes) | 3,983 | 4,611 | (14%) | 3,983 | 5,063 | (21%) |
| Lead (tonnes) | 201 | 327 | (39%) | 201 | 395 | (49%) |
| Average Grade | ||||||
| Silver (g/t) | 237 | 236 | 0% | 237 | 199 | 19% |
| Zinc (%) | 7.00 | 7.19 | (3%) | 7.00 | 7.68 | (9%) |
| Lead (%) | 0.47 | 0.64 | (27%) | 0.47 | 0.74 | (36%) |
| Metal Recovery | ||||||
| Silver (%) | 89 | 93 | (4%) | 89 | 91 | (2%) |
| Zinc (%) | 91 | 92 | (1%) | 91 | 91 | 0% |
| Lead (%) | 68 | 74 | (8%) | 68 | 74 | (8%) |
| Cash Cost of Production per Tonne ($/t) (4) | 81.19 | 121.19 | (33%) | 81.19 | 112.94 | (28%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 13.50 | 18.65 | (28%) | 13.50 | 17.43 | (23%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 16.79 | 22.17 | (24%) | 16.79 | 19.51 | (14%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (4) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Bolivar Mine has been active for more than 200 years. The current mine complex consists of an underground mine, 1,100 t/d milling facility, tailings storage facility, maintenance workshop, shaft-winder, water treatment plants, supplies warehouse, main office, hospital, and camp.
The Bolivar mine operates in two main areas: the Central Zone, an extension of the original ore deposit that runs deeper, and the Rosario Zone, a parallel area with its own separate entrance.
Currently the mine is producing about 21,000 tonnes of ore per month, and 840 meters of combined primary and secondary development each month. At the same time, ore from the San Lucas feed sourcing business is providing production flexibility and allowing the mill to operate efficiently.
The Bolívar mill has operated continuously since 1993, receiving feed from two main sources: the Bolívar Mine, which supplies approximately 70%, and toll feed sourced through the San Lucas feed sourcing business, contributing the remaining 30%. The mill processes each feed type separately, enabling precise analysis and reporting for each. Different reagent strategies are applied to each source due to the presence of pyrrhotite in the San Lucas feed, which is generally absent in the Bolívar mine feed.
Q1 2025 vs Q4 2024
Compared to Q4 2024, Bolívar processed 10% less ore in Q1 2025, reflecting the typical seasonality of first-quarter operations and temporary operational constraints that have been resolved. Silver equivalent production decreased by 15%, slightly more than the reduction in ore processed. Silver output declined 14%, primarily due to an 8% drop in recoveries, while head grades remained stable. Zinc production was down 14%, consistent with marginal decreases in head grades (-3%) and recoveries (-1%).
| - 10 - |
Q1 2025 vs Q1 2024
In Q1 2025, Bolívar processed 14% less ore compared to Q1 2024, primarily due to temporary operational constraints that reduced the number of available shifts. Silver equivalent production declined by 13%, in line with the lower throughput tonnage. Silver production remained stable (-1%), supported by a 19% increase in silver head grades, which offset a slight decline in recoveries (-3%). The head grades processed during the quarter are consistent with the mineralization profile anticipated in the mine plan. Zinc production decreased 21%, resulting from a 9% decline in head grades, while recoveries held steady (+1%).
Porco Mine Operating Results
| Porco Production Table (3) |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-Q1 | 2024-Q1 | Change ‘25-Q1 vs ‘24-Q1 |
| Material Processed (tonnes milled) | 47,501 | 53,702 | (12%) | 47,501 | 50,862 | (7%) |
| Silver Equivalent Produced (ounces) (1) | 367,523 | 423,387 | (13%) | 367,523 | 466,900 | (21%) |
| Silver Equivalent Sold (payable ounces) (2) | 353,708 | 345,675 | 2% | 353,708 | 419,231 | (16%) |
| Production | ||||||
| Silver (ounces) | 120,537 | 145,585 | (17%) | 120,537 | 176,436 | (32%) |
| Zinc (tonnes) | 2,674 | 2,983 | (10%) | 2,674 | 3,160 | (15%) |
| Lead (tonnes) | 161 | 215 | (25%) | 161 | 169 | (5%) |
| Average Grade | ||||||
| Silver (g/t) | 98 | 102 | (4%) | 98 | 130 | (25%) |
| Zinc (%) | 5.99 | 5.89 | 2% | 5.99 | 6.72 | (11%) |
| Lead (%) | 0.46 | 0.51 | (10%) | 0.46 | 0.46 | 0% |
| Metal Recovery | ||||||
| Silver (%) | 81 | 82 | (1%) | 81 | 83 | (2%) |
| Zinc (%) | 94 | 94 | 0% | 94 | 92 | 2% |
| Lead (%) | 73 | 78 | (6%) | 73 | 72 | 1% |
| Cash Cost of Production per Tonne ($/t) (4) | 69.14 | 97.39 | (29%) | 69.14 | 92.96 | (26%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 16.60 | 24.84 | (33%) | 16.60 | 21.59 | (23%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 19.63 | 31.61 | (38%) | 19.63 | 24.16 | (19%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (4) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions |
The Porco Mine has been in operation for nearly 500 years. The complex consists of an underground mine, milling facility, maintenance workshop, tailing storage facility, water treatment plant, supplies warehouse, main office, two hospitals and Yancaviri Camp.
The mine produces approximately 17,000 tonnes of ore, and on average realizes 600 meters of total development per month. The mine is comprised of two production areas. Hundimiento uses long hole mechanized mining methods to exploit the deeper extension of the primary vein complex, and the Central zone which is conventionally mined using more selective shrinkage stoping.
The milling facility is sourced by the mine feed (approximately 60%), and the toll feed from the San Lucas feed sourcing business (40%).
| - 11 - |
Q1 2025 vs Q4 2024
Porco processed 12% less ore in Q1 2025 compared to Q4 2024, consistent with the seasonal production pattern typical of first quarters. Silver equivalent production decreased by 13%, in line with the reduction in tonnes processed. Silver output was down 17%, resulting from a 5% decrease in silver head grade and a 2% drop in recovery. Zinc production fell 10%, with a 2% increase in head grade offset by stable recovery. These results reflect the scheduled mining sequence and expected ore characteristics for the quarter.
Q1 2025 vs Q1 2024
Ore processed at Porco declined by 7% versus Q1 2024 due to temporary equipment availability issues, which have been fully resolved. Silver equivalent production fell 21%, driven by lower head grades from the zones mined during the period. Silver output dropped 32%, caused by a 25% decrease in silver head grades and a 3% reduction in recoveries. Zinc production declined 15%, due to an 11% drop in head grades, while recoveries improved by 2%. The temporary decrease in head grades are within expectations because of the ore body characteristics and are in line with the mine plan.
Caballo Blanco Group Operating Results
| Caballo Blanco Group Production Table |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-Q1 | 2024-Q1 | Change ‘25-Q1 vs ‘24-Q1 |
| Material Processed (tonnes milled) | 51,648 | 60,776 | (15%) | 51,648 | 72,462 | (29%) |
| Silver Equivalent Produced (ounces) (1) | 659,208 | 798,976 | (17%) | 659,208 | 740,895 | (11%) |
| Silver Equivalent Sold (payable ounces) (2) | 516,624 | 629,937 | (18%) | 516,624 | 573,347 | (10%) |
| Production | ||||||
| Silver (ounces) | 313,266 | 368,822 | (15%) | 313,266 | 284,810 | 10% |
| Zinc (tonnes) | 3,549 | 4,455 | (20%) | 3,549 | 4,702 | (25%) |
| Lead (tonnes) | 486 | 549 | (11%) | 486 | 611 | (20%) |
| Average Grade | ||||||
| Silver (g/t) | 202 | 205 | (1%) | 202 | 136 | 49% |
| Zinc (%) | 7.28 | 7.84 | (7%) | 7.28 | 7.04 | 3% |
| Lead (%) | 1.15 | 1.17 | (2%) | 1.15 | 1.10 | 5% |
| Metal Recovery | ||||||
| Silver (%) | 93 | 92 | 1% | 93 | 90 | 3% |
| Zinc (%) | 94 | 93 | 1% | 94 | 92 | 2% |
| Lead (%) | 82 | 77 | 6% | 82 | 76 | 8% |
| Cash Cost of Production per Tonne ($/t) (3) | 56.27 | 76.15 | (26%) | 56.27 | 113.94 | (51%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 12.66 | 16.40 | (23%) | 12.66 | 27.79 | (54%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 14.78 | 19.60 | (25%) | 14.78 | 31.60 | (53%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions |
Following a thorough examination of the Don Diego milling facility processing performance, Caballo Blanco Group made a strategic adjustment in Q3 to improve metal recovery and concentrate value. Previously, the milling facility handled ore from three mines: Colquechaquita, Tres Amigos, and Reserva. A recent evaluation revealed that processing a blend of ores exclusively from Colquechaquita and Tres Amigos at Don Diego significantly improved silver recovery in the lead concentrate. This enhancement adds greater value to the lead concentrate and generates additional revenue for the Company. The process modification is consistent with our goal of enhancing efficiencies by improving metal recoveries and concentrate value.
| - 12 - |
Ore from the Reserva mine will now be processed and blended with ore from the San Lucas ore sourcing business to improve overall operating efficiency. The initial results of this adjustment reveal significant gains in silver in lead concentrate recovery, prompting management to adopt this new processing approach as the standard going forward. This revised operational framework will help both Caballo Blanco and San Lucas achieve more consistent recovery performance and maximize the value of its mineral resources.
Q1 2025 vs Q4 2024
Compared to Q4 2024, Caballo Blanco processed 15% less ore in Q1 2025, in line with the seasonal production plan of the first quarter. Silver equivalent production declined by 17%, aligned with the decrease in throughput. Silver output decreased 15%, driven by a 2% drop in head grades, while recoveries improved slightly (+1%). Zinc production decreased by 20%, driven by a 7% reduction in head grades with stable recoveries. The results are consistent with the mine plan and reflect a continued focus to reach zones with higher silver content.
Q1 2025 vs Q1 2024
In 2024 Caballo Blanco’s operations underwent a strategic reorganization to optimize metallurgical performance, in particular silver recoveries. As part of the reorganization, the Reserva mine’s ore is now mixed with ore sourced from the San Lucas trading business. Because all of Reserva’s output is fed to the San Lucas ore trading business, the Reserva mine’s production results are now reported as part of the San Lucas Group instead of the Caballo Blanco Group. Starting Q3 2024, Caballo Blanco results no longer include Reserva’s output and include only the output from its two core mines (Colquechaquita and Tres Amigos). As a result of the reorganization, ore processed in Q1 2025 decreased by 29% compared to Q1 2024. However, silver equivalent production declined by only 11%, reflecting a significant improvement in metal output per tonne. Silver production decreased by 15%, which was offset by a 49% increase in silver head grades and a 4% improvement in recoveries, both of which underscore the effectiveness of the new mine plan. Zinc production declined by 25%, primarily due to less ore throughput and a 3% decrease in head grades, while recoveries improved by 3%. The results demonstrate the positive impact of the Company’s strategic shift in enhancing operations and metallurgical outcomes.
| - 13 - |
San Lucas Group Operating Results
| San Lucas Group Production Table |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-Q1 | 2024-Q1 | Change ‘25-Q1 vs ‘24-Q1 |
| Material Processed (tonnes milled) | 86,695 | 92,369 | (6%) | 86,695 | 69,221 | 25% |
| Silver Equivalent Produced (ounces) (1) | 858,514 | 992,949 | (14%) | 858,514 | 878,182 | (2%) |
| Silver Equivalent Sold (payable ounces) (2) | 612,185 | 847,411 | (28%) | 612,185 | 754,910 | (19%) |
| Production | ||||||
| Silver (ounces) | 295,021 | 329,760 | (11%) | 295,021 | 294,998 | 0% |
| Zinc (tonnes) | 6,015 | 7,089 | (15%) | 6,015 | 6,279 | (4%) |
| Lead (tonnes) | 481 | 554 | (13%) | 481 | 427 | 13% |
| Average Grade | ||||||
| Silver (g/t) | 123 | 133 | (8%) | 123 | 159 | (23%) |
| Zinc (%) | 7.65 | 8.47 | (10%) | 7.65 | 9.90 | (23%) |
| Lead (%) | 0.84 | 0.93 | (10%) | 0.84 | 0.96 | (13%) |
| Metal Recovery | ||||||
| Silver (%) | 86 | 83 | 4% | 86 | 83 | 4% |
| Zinc (%) | 91 | 91 | 0% | 91 | 92 | (1%) |
| Lead (%) | 66 | 64 | 3% | 66 | 64 | 3% |
| Cash Cost of Production per Tonne ($/t) (3) | 101.64 | 234.29 | (57%) | 101.64 | 156.51 | (35%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 17.34 | 28.30 | (39%) | 17.34 | 22.04 | (21%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 19.16 | 34.22 | (44%) | 19.16 | 22.28 | (14%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The San Lucas feed sourcing business utilizes the excess production capacity of each of the milling facilities in Bolivia to produce concentrate. Feed is sourced from independent organized mining groups with whom San Lucas has negotiated agreements outlining methodology for valuation and purchase as well as validating the source of the feed and methods used in extraction. Once the ore material is sampled and the purchase is finalized, it is blended and processed. Starting from Q3 2024, the operating results of the Reserva mine are included in the San Lucas results because all ore produced by the Reserva mine is sold to the San Lucas feed sourcing business to achieve optimal recoveries.
Generally, the ore from the San Lucas feed sourcing business is campaigned through each milling facility and kept separate from mine feeds. Across the three milling facilities, the approximate distribution used by San Lucas to process third-party ore is 44% at Porco, 22% at Don Diego, and 34% at Bolívar. The feed volume and grade are variable and challenging to forecast; however, the consistent and fair business structure offered by our San Lucas feed sourcing business appeals to local miners. By working with a medium- to long-term perspective, we enhance the consistency of the ore, and additional agreements are currently being negotiated to increase feed sourced.
Q1 2025 vs Q4 2024
The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content. In Q1 2025, the operation processed 6% less material than in Q4 2024, reflecting the typical seasonal pattern and normal variations in third-party ore supply. Silver equivalent production decreased by 14%, mainly due to an 8% decline in head grades. Silver output was down 11%, with a 3% improvement in recoveries helping to offset part of the impact. Zinc production fell 15%, driven by a 10% reduction in head grades, while recoveries remained steady. San Lucas continues to play a strategic role in maintaining high mill utilization and stable margins through its flexible and responsive sourcing strategy.
| - 14 - |
Q1 2025 YTD vs Q1 2024 YTD
San Lucas operates under a margin-based business model, whereby lower ore grades are balanced by lower ore purchase costs, ensuring stable contribution margins. In Q1 2025, tonnes processed increased by 25% compared to Q1 2024, driven by the integration of ore from the Reserva mine. Despite a 23% decline in silver head grades, silver output remained stable (-0%), supported by a 3% improvement in recoveries and optimized blending. Silver equivalent production declined marginally by 2%. Zinc output was down 4%, mainly due to a 23% reduction in head grades, while recoveries were unchanged (-1%).
Zimapan Mine
|
Zimapan Production Table |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-Q1 | 2024-Q1 | Change ‘25-Q1 vs ‘24-Q1 |
| Material Processed (tonnes milled) | 223,573 | 216,883 | 3% | 223,573 | 205,402 | 9% |
| Silver Equivalent Produced (ounces) (1) | 1,016,585 | 961,401 | 6% | 1,016,585 | 891,056 | 14% |
| Silver Equivalent Sold (payable ounces) (2) | 840,343 | 852,103 | (1%) | 840,343 | 870,708 | (3%) |
| Production | ||||||
| Silver (ounces) | 440,199 | 426,141 | 3% | 440,199 | 399,949 | 10% |
| Zinc (tonnes) | 4,498 | 4,219 | 7% | 4,498 | 3,642 | 23% |
| Lead (tonnes) | 1,389 | 1,287 | 8% | 1,389 | 1,351 | 3% |
| Copper (tonnes) | 279 | 248 | 13% | 279 | 256 | 9% |
| Average Grade | ||||||
| Silver (g/t) | 80 | 82 | (2%) | 80 | 82 | (2%) |
| Zinc (%) | 2.56 | 2.50 | 2% | 2.56 | 2.29 | 12% |
| Lead (%) | 0.72 | 0.69 | 4% | 0.72 | 0.83 | (13%) |
| Copper (%) | 0.26 | 0.28 | (7%) | 0.26 | 0.29 | (10%) |
| Metal Recovery | ||||||
| Silver (%) | 77 | 74 | 4% | 77 | 74 | 4% |
| Zinc (%) | 79 | 78 | 1% | 79 | 77 | 3% |
| Lead (%) | 86 | 86 | 0% | 86 | 79 | 9% |
| Copper (%) | 48 | 41 | 17% | 48 | 43 | 12% |
| Cash Cost of Production per Tonne ($/t) (3) | 64.75 | 57.80 | 12% | 64.75 | 57.60 | 12% |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 25.70 | 23.34 | 10% | 25.70 | 20.29 | 27% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 34.32 | 27.13 | 27% | 34.32 | 22.59 | 52% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from Zimapan in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Zimapan operation produces feed from the Carrizal and Monte mines, which are connected by a 7.4-kilometre underground access and haulage tunnel which terminates at the San Francisco process plant. Mining methods used include long hole and cut and fill stoping. The plant processes about 72,000 tonnes per month and produces three concentrates using differential flotation. Tailings Storage Facility and other support facilities are located adjacent and downstream of the plant location.
| - 15 - |
Q1 2025 vs Q4 2024
Compared to Q4 2024, Zimapan processed 3% more mineralized material and increased silver equivalent production by 6%, reflecting sustained processing efficiency. Silver production rose by 3%, supported by a 3% increase in recoveries, while silver head grades declined slightly (-3%). Zinc output grew by 7%, driven by a 2% increase in head grades and a 1% improvement in recoveries. These quarter-over-quarter improvements demonstrate the operation’s consistency and capacity to deliver incremental growth through continuous optimization.
Q1 2025 YTD vs Q1 2024 YTD
Zimapan delivered a strong first quarter, with mineralized material processed increasing by 9% year-over-year, which resulted in a 14% increase in silver equivalent production. Silver output rose by 10%, despite a 3% decline in head grades, supported by a 4% improvement in recoveries. Zinc production increased by 23%, driven by a 12% rise in head grades and a 2% gain in recoveries. These results reflect the successful execution of mine planning and a consistent processing environment, with head grades aligned with scheduled stopes.
Other Properties
Soracaya is an approximately eight-hectare exploration asset located approximately 200 km south south-west of Potosi and 4.4 km from the San Vincente mine (owned by Pan American Silver). Verification of the resource to NI 43-101 standards is currently in progress as well as some claim maintenance work underground.
Qualified Person and Technical Disclosures
All scientific and technical disclosure contained in this MD&A was reviewed and approved by Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
Production at the Zimapan Mine is not supported by a feasibility study on mineral reserves demonstrating economic or technical viability or any other independent economic study under NI 43-101. Accordingly, there is increased uncertainty and higher economic and technical risks of failure associated with production operations at the Zimapan Mine. Production and economic variables may vary considerably due to the absence of a complete and detailed site analysis according to and in accordance with NI 43- 101. Project failure may adversely impact the Company’s future profitability.
| - 16 - |
Overview of Financial Results
Quarters ended March 31, 2025 and 2024
| 2025 Q1 | 2024 Q1 Restated (1) |
Change ‘25 Q1 vs ‘24 Q1 | |
| Revenues | 70,314 | 52,589 | 34% |
| Mine operating costs | |||
| Cost of sales | (37,878) | (48,964) | (23%) |
| Depletion, depreciation and amortization | (4,577) | (3,226) | 42% |
| Gross profit | 27,859 | 399 | 6882% |
| General and administrative expenses | (4,920) | (4,935) | 0% |
| Share-based compensation expense | (159) | (11) | 1345% |
| Operating income | 22,780 | (4,547) | (601%) |
| Gain on adjustment to consideration payable | - | 133,255 | (100%) |
| Finance costs | 143 | (788) | 118% |
| Foreign exchange gain | 6,234 | 6,838 | (9%) |
| Income before tax | 29,157 | 134,758 | (78%) |
| Income tax expense | (19,706) | (2,099) | 839% |
| Net income for the period | 9,451 | 132,659 | (93%) |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||
| Currency translation differences | 322 | 504 | (36%) |
| Comprehensive income for the period | 9,773 | 133,163 | (93%) |
| Net income per share: | |||
| Basic | 0.03 | 0.38 | |
| Diluted | 0.03 | 0.38 | |
| Weighted average number of common shares: | |||
| Basic | 355,855,538 | 350,991,138 | |
| Diluted | 355,855,538 | 351,964,018 |
| (1) | The financial results were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
Revenues for the quarter ended March 31, 2025, were $70,314, an increase of $17,725 as compared to Q1 2024. The increase is primarily due to an increase in the average realized price of silver from $23.35 in Q1 2024 to $31.88 in Q1 2025.
Cost of sales for the quarter ended Mach 31, 2025, was $37,878, a decrease of $11,086 compared to Q1 2024. The large decrease is due the change in using the bank rate instead of the official exchange rate to record transactions which commenced in Q1 2025. The gain from the change in exchange rate was offset by increases of ore purchase costs in the San Lucas Group, as a result of higher commodity prices during the current quarter. The San Lucas Group’s ore purchase costs are subject to variability to maintain its profitability contribution to the Company. Increased labour costs, mine and plant maintenance costs, mine contractor fee and ore and concentrate purchase costs at other sites, were offset by decrease in costs caused by the reduction in exchange rate.
Depreciation, depletion and amortization for the quarter ended March 31, 2025, was $4,577, an increase of $1,351 compared with Q1 2024, the increase is due to higher depreciation expense as determined by the units of production depreciation method. Depreciation expense increased by the significant capital expenditures made in 2024 which are now being depreciated in 2025.
Gross profit for the quarter ended March 31, 2025, was $27,859, an increase of $27,460 compared with Q1 2024, due to the variances described above.
| - 17 - |
General and administrative expenses for the quarter ended March 31, 2025, were $4,920, which have remained stable decreasing by only $15 compared to Q1 2024. The decrease is due to change in exchange rate which decreased Salaries and benefits costs considerably. The reduction caused by the change in the FX rate was partially offset by increases in corporate administration and salaries and benefits as a result of continuing cost improvement initiatives.
Finance income for the quarter ended March 31, 2025, was $143 compared to an expense of $800. The shift in finance costs to income was due to the elimination of accretion on consideration payable which was no longer applicable after the term sheet eliminated most of the consideration payable balance in Q1 2024. Other income increased due to the Company earning more interest income on its significant cash holdings.
Foreign exchange gain for the quarter ended March 31, 2025, was $6,234 having decreased by $604 from $6,838 in Q1 2024. The decrease is due to changing the exchange rate that is being used to record transactions denominated in Bolivian Bolivianos by using the bank rate instead of the official rate. The decrease was partially offset by the revaluation of monetary items on the balance sheet that was higher than usual due to the change in the exchange rate.
Income tax expense for the quarter ended March 31, 2025, was $19,706 having increased by $17,607 from $2,099 in Q1 2024. The significant increase is due to a large deferred income tax expense caused by changing the exchange rate that is being used to record transactions denominated in Bolivian Bolivianos by using the bank rate instead of the official rate. When the bank rate was used it resulted in a decrease in the tax values of mineral properties, plant and equipment while the book values remained unchanged because they are translated at the historical exchange rate. The difference in the book and tax values generated a significant one-time deferred income tax expense and a deferred tax liability that will be unwound over the useful lives of the assets.
Summary of Quarterly Results
The following table presents selected financial information for each of the most recent eight quarters:
| 2025 | 2024 | 2023 Restated (2) | ||||||
| Q1 | Q4 | Q3 (2) | Q2 (2) | Q1 (2) | Q4 | Q3 | Q2 | |
| Revenues | 70,314 | 81,669 | 78,244 | 70,485 | 52,589 | 57,616 | 64,408 | 63,854 |
| Mine operating costs | 42,455 | 56,419 | 62,523 | 54,629 | 52,190 | 50,369 | 58,837 | 60,363 |
| Gross profit | 27,859 |
25,250 |
15,721 |
15,856 |
399 | (15,385) | 5,571 | 3,491 |
| Operating expenses | (5,079) | (6,068) | (6,592) | (6,806) | (4,946) | (4,698) | (7,757) | (7,218) |
| Net income | 9,451 | 21,067 | 9,310 | 1,449 | 132,659 | 490 | (5,102) | (2,115) |
| Net income per share – basic and diluted (1) | 0.03 |
0.06 |
0.03 |
0.00 |
0.38 | 0.00 | (0.01) | (0.01) |
| (1) | The basic and fully diluted calculations result in the same value due to the anti-dilutive effect of outstanding stock options and warrants for all quarters. |
| (2) | The financial results were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
The
Company’s quarterly results vary based on the silver equivalent ounces sold per period together with the average realized silver
price for the period. In Q1 2024 the Company recorded a one-time gain on adjustment to consideration payable of $133,255 after entering
into the Term Sheet with Glencore.
| - 18 - |
Liquidity, Capital Resources and Contractual Obligations
Liquidity
As at March 31, 2025, the Company had cash and cash equivalents of $32,527 (December 31, 2024 - $35,721). The Company’s cash and cash equivalents are not exposed to liquidity risk and there is no restriction on the ability of the Company to use these funds to meet its obligations.
For the three months ended March 31, 2025, the Company reported net income of $9,451 (three months ended March 31, 2024 - net income of $132,659). As at March 31, 2025, the Company had working capital of $51,733 (December 31, 2024 - working capital of $46,296).
The Company has a consideration payable balance outstanding for the acquisition of the Sinchi Wayra and Illapa operations which occurred in 2022. The consideration payable consists of a base purchase price obligation and contingent value rights (“CVR”) obligation.
The base purchase price obligation consists of the Company paying up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time. Such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
On March 20th 2025, the Company made a $10,000 payment to Glencore as part of a plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. An additional payment of $7,500 was made in May 2025 and the Company expects to make bi-monthly payments of $7,500 commencing in May 2025 until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished.
The CVR has not resulted in any payments to date because the price of zinc has not reached the levels that would trigger a payment (greater than $3,850 per tonne).
At March 31, 2025, the Company has non-current loans payable of $2,765 (December 31, 2024 - $3,137), and non-current consideration payable to Glencore of $36,728 (December 31, 2024 - $34,783). In addition, the Company has an accumulated deficit of $6,556 (December 31, 2024 – $16,007) and shareholders’ equity of $141,279 (December 31, 2024 - $131,347).
| - 19 - |
| Quarter ended March 31, | ||
| 2025 | 2024 (1) | |
| Cash flow | ||
| Cash generated by operating activities | 6,289 | 2,628 |
| Cash (used by) provided by investing activities | (16,845) | (1,872) |
| Cash (used by) provided by financing activities | 7,366 | (1,106) |
| Decrease in cash and cash equivalents | (3,190) | (350) |
| Effect of exchange rate on cash and cash equivalents held in foreign currencies | (4) | (562) |
| Cash and cash equivalents, beginning of the year | 35,721 | 4,947 |
| Cash and cash equivalents, end of the year | 32,527 | 4,35 |
| (1) | The cash generated by operating activities and used by investing and financing activities were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
The Company’s cash flows from operating, investing, and financing activities during the three months ended March 31, 2025, are summarized as follows:
Cash generated by operating activities of $6,289, primarily due to:
| ● | $13,908 in cash flows from operating activities before movements in working capital items; and, | |
| ● | $7,619 net decrease in non-cash working capital items during the period. |
Cash used by investing activities of $16,845, primarily related to:
| ● | $7,275 spent on expenditures on mineral properties, plant and equipment; | |
| ● | $430 proceeds from disposition of mineral properties, plant and equipment; and, | |
| ● | $10,000 payment on the consideration payable balance for the acquisition of Sinchi Wayra. |
Cash used by financing activities of $7,366, consists of:
| ● | $7,366 net repayment on loans payable and lease liability payments. |
Capital Resources
The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments from shareholders.
The Company monitors its capital structure and based on changes in operations and economic conditions, may from time to time adjust the structure by repurchasing shares, issuing new shares, issuing new debt or retiring existing debt. The Company prepares an annual budget and quarterly forecasts to facilitate the management of its capital requirements. The annual budget is approved by the Company’s Board of Directors.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility. The Company is fully compliant with all financial covenants stipulated in the agreement.
Off-balance Sheet Arrangements
The Company has not entered into any material off-balance sheet arrangement such as guarantee contracts, contingent interests in assets transferred to unconsolidated entities or derivative financial obligations.
Transactions with Related Parties
During the three months ended March 31, 2025 and 2024, the Company incurred the following charges for directors, officers, and other members of key management of the Company, as well as for companies controlled by directors and officers of the Company:
| Three months ended March 31, | ||||
| 2025 | 2024 | |||
| Management and consulting fees | 682 | 542 | ||
| Share-based compensation | 149 | 11 | ||
| 831 | 553 | |||
| - 20 - |
Of the $682 in management and consulting fees incurred with related parties during the three months ended March 31, 2025, $56 (2024 - $27) was related to directors’ fees and $626 (2024 - $515) was related to management fees.
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Other than the amounts disclosed above, there was no other compensation paid or payable to key management for employee services for the reported periods.
Subsequent Events
On May 6, 2025 the Company made a second payment of $7,500 to Glencore as part of its plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. The first payment of $10,000 was made on March 20, 2025. The Company will continue to make bi-monthly payments of $7,500 commencing in May 2025 until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished. Refer to note 10 of the interim consolidated financial statements for further information.
Material Accounting Estimates and Judgments
The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:
Determination of Exchange rate for Bolivian operations
The Sinchi Wayra and Illapa operations are located in Bolivia, sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.
Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate and the actual bank rates used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the official exchange rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rates.
As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.
Commencing January 1, 2025 transactions denominated in BOB have been recorded using a spot rate determined by an estimation technique instead of the official rate which provides a more accurate representation of the current economic conditions. The official fixed rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations, starting Q1 2025 the average rate determined by using the valuation technique was 12.20 BOB/USD. All monetary assets and liabilities outstanding as at March 31, 2025 have been revalued using the spot rate of 13.55 BOB/USD.
| - 21 - |
Accounting Policies Including Changes in Accounting Policies and Initial Adoption
The Company’s material accounting policies have been consistently applied with those presented in Note 4 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023.
Financial Instruments and Other Instruments
| March 31, 2025 | Amortized cost | FVTPL | Total |
| $ | $ | $ | |
| Financial assets | |||
| Cash and cash equivalents | 32,527 | - | 32,527 |
| Trade and other receivables | 13,490 | 17,796 | 31,286 |
| 46,017 | 17,796 | 63,813 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 35,312 | - | 35,312 |
| Consideration payable | 26,929 | 9,799 | 36,728 |
| Loans payable | 19,817 | - | 19,817 |
| Other liabilities | 23,706 | - | 23,706 |
| 105,764 | 9,799 | 115,563 |
| December 31, 2024 | Amortized cost | FVTPL | Total |
| Financial assets | |||
| Cash and cash equivalents | 35,721 | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | 41,864 |
| 60,183 | 17,402 | 77,585 | |
| Financial liabilities | |||
| Trade payables and accrued liabilities | 47,389 | - | 47,389 |
| Consideration payable | 34,625 | 10,158 | 44,783 |
| Loans payable | 19,569 | - | 19,569 |
| Other liabilities | 38,578 | - | 38,578 |
| 140,161 | 10,158 | 150,319 |
| (1) | The Trade and other receivables, trade payables and accrued liabilities and other liabilities amounts were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
| ● | Level 1: Quoted prices in active markets for identical assets or liabilities; | |
| ● | Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and | |
| ● | Level 3: Inputs for the asset or liability based on unobservable market data. |
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
| - 22 - |
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| March 31, 2025 | December 31, 2024 | ||||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | ||
| $ | $ | $ | $ | $ | $ | ||
| Assets | |||||||
| Trade and other receivables | - | 17,796 | - | - | 17,402 | - | |
| - | 17,796 | - | - | 17,402 | - | ||
| Liabilities | |||||||
| Consideration payable | - | - | 9,799 | - | - | 10,158 | |
| - | - | 9,799 | - | - | 10,158 | ||
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that as at December 31, 2023.
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc and lead concentrates produced by all of the Company’s mines and the San Lucas trading business. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At March 31, 2025, the Company had receivable balances associated with buyers of its concentrates of $17,796 (December 31, 2024 - $17,402). The Company’s concentrate is sold to well-known concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
March
31, |
December 31, 2024 | |
| $ | $ | |
| Cash and cash equivalents | 32,527 | 35,721 |
| Trade and other receivables | 31,286 | 41,864 |
| Prepaid expenses and deposits | 4,634 | 5,656 |
| - 23 - |
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis:
| <1
year |
1
- 2 years |
2
- 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 30,390 | 4,422 | - | - | 35,312 |
| Consideration payable - base purchase price(1) | - | 10,000 | 40,000 | 20,000 | 70,000 |
| Consideration payable - CVR & additional payments | 522 | 2,058 | 6,599 | 4,154 | 13,333 |
| Loans payable | 17,051 | 2,767 | - | - | 19,818 |
| Lease payments | 2,852 | 159 | - | - | 3,011 |
| 51,315 | 19,406 | 46,599 | 24,154 | 141,474 |
(1) The Base Purchase Price, as disclosed in Note 10(a), includes an acceleration option that enables the Company to repay less than the contractually committed amounts as presented in the table above. The Company continues to monitor its liquidity position and will determine prior to November 1, 2025 whether it will exercise the first acceleration option available to the Company.
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net income to changes in the exchange rate between the US dollar and the Bolivian boliviano, the US dollar and the Mexican peso and the US dollar and the Canadian dollar, respectively, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $113, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net income by approximately $24, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net income by approximately $(13).
| - 24 - |
The Company’s financial assets and liabilities as at March 31, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 104 | 10,069 | 21,948 | 406 | 32,527 |
| Trade and other receivables | 30 | 15,528 | 17,605 | 123 | 31,286 |
| 134 | 23,597 | 39,553 | 529 | 63,813 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 670 | 28,043 | 3,561 | 3,038 | 35,312 |
| Consideration payable | - | - | 36,728 | - | 36,728 |
| Loans payable | - | 16,250 | 3,567 | - | 19,817 |
| Other liabilities | - | 7,516 | 2,477 | 13,713 | 23,706 |
| 670 | 51,809 | 46,333 | 16,751 | 115,563 | |
| Net financial assets (liabilities) | (536) | (28,212) | (6,780) | (16,222) | (51,750) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at March 31, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at March 31, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $227.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
Outstanding Share Data
As at the date of this report, the Company has 355,855,538 common shares issued and outstanding, 14,300,000 common shares issuable under stock options, 825,000 common shares issuable under restricted share units, 1,000,000 common shares issuable under performance share units, 675,000 common shares issuable under deferred share units.
Internal Controls over Financial Reporting and Disclosure Controls and Procedures
The Company has disclosure controls and procedures in place to provide reasonable assurance that any information required to be disclosed by the Company under securities legislation is recorded, processed, summarized and reported within the applicable time periods and that required information is gathered and communicated to the Company’s management so that decisions can be made about the timely disclosure of that information.
The Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting. Any system of internal controls over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
The restatements of prior period financial statements reflect the company’s efforts to ensure the accuracy of its financial reporting. These restatements resulted from identified deficiencies in internal controls over financial reporting. In response, the company has undertaken measures to strengthen its internal control environment, including the hiring of additional staff at its corporate location, improvements to the process of the preparation of the consolidated financial statements and haven taken actions to improve the coordination between the Corporate accounting function and the site accounting teams and continues to monitor and improve its controls to prevent similar issues in the future. The company remains committed to maintaining effective internal controls and transparency in its financial disclosures.
| - 25 - |
The Company’s management, including the Chief Executive Officer and the Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design 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, the Company’s management cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgements in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any control system is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.
Non-GAAP Measures
The Company has included certain non-GAAP performance measures throughout this MD&A, including Cash Cost per Silver Equivalent Ounce Sold, Cash Cost of Production per Tonne, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA each as defined in this section.
These performance measures are employed by the Company to measure its operating and financial performance internally, to assist in business decision-making, and provide key performance information to senior management. The Company believes that, in addition to conventional measures prepared in accordance with International Financial Reporting Standards (“IFRS® Accounting Standards”), as issued by the International Accounting Standards Board (“IASB”), certain investors and other stakeholders also use these non-GAAP measures as information to evaluate the Company’s operating and financial performance. As there are no standardized methods of calculating these non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The non-GAAP measures of cash cost per silver equivalent ounce sold and cash cost of production per tonne are used by the Company to manage and evaluate operating performance at respective mining operations and are widely reported in the silver mining industry as benchmarks for performance, but do not have a standardized meaning. Cash costs are calculated based on the cash operating costs at the respective mining operations and, in the case of cash cost per silver equivalent ounce sold, also include the third party concentrate treatment, smelting and refining cost.
Management of the Company believes that the Company’s ability to control the cash cost per silver equivalent ounce produced and cash cost of production per tonne are two of its key performance drivers impacting both the Company’s financial condition and results of operations. Having a low cash cost of production per tonne, when taken in connection with effective management of mining dilution, will improve the cash cost per silver equivalent ounce produced. Having a low-cost base per silver equivalent ounce of production allows the Company to continue operating during times of declining commodity prices and provides more flexibility in responding to changing market conditions. In addition, low-cost operations offer a better opportunity to generate positive cash-flows, which improves the Company’s financial condition.
The Company believes these measures provide investors and analysts with useful information about the Company’s underlying cash costs of operations and are relevant metrics used to understand the Company’s operating profitability and ability to generate cash-flow.
| - 26 - |
To facilitate a better understanding of these measures as calculated by the Company, the following table provides a detailed reconciliation between the cash cost of production per tonne, cash cost per silver equivalent ounce sold, and the Company’s operating expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss) contained in the respective financial statements for the referenced periods.
AISC is a non-GAAP measure and was calculated based on guidance provided by the World Gold Council (“WGC”) in September 2013. WGC is not a regulatory industry organization and does not have the authority to develop accounting standards for disclosure requirements. Other mining companies may calculate AISC differently as a result of differences in underlying accounting principles and policies applied, as well as differences in definitions of sustaining versus development capital expenditures.
AISC is a more comprehensive measure than cash cost per ounce for the Company’s operating performance by providing greater visibility, comparability and representation of the total costs associated with producing silver from its mining operations.
The Company defines sustaining capital expenditures as, “costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of productive output without resulting in an increase in the life of assets, future earnings, or improvements in recovery or grade. Sustaining capital includes costs required to improve/enhance assets to minimum standards for reliability, environmental or safety requirements.”
Consolidated AISC includes total production cash costs incurred at the Company’s mining operations, which forms the basis of the Company’s total cash costs. Additionally, the Company includes sustaining capital expenditures, corporate general and administrative expense, sustaining share-based payments (if any), and reclamation cost accretion. AISC for Bolivia Consolidated and Zimapan do not include certain corporate and non-cash items such as corporate general and administrative expense and sustaining share-based payments.
The Company believes that this measure represents the total sustainable costs of producing silver from current operations and provides the Company and other stakeholders of the Company with additional information of the Company’s operational performance and ability to generate cash flows. As the measure seeks to reflect the full cost of silver production from current operations, new project capital and expansionary capital at current operations are not included. Certain other cash expenditures, including tax payments, dividends and financing costs are also not included.
| - 27 - |
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The following tables provide a detailed reconciliation of these measures to our operating expenses, as reported in our interim consolidated financial statements.
| Three Months Ended March 31, 2025 | |||||||
| Bolivar (1) | Porco (1) | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 8,010 | 4,865 | 5,046 | 10,048 | 16,807 | - | 44,776 |
| Transportation and other selling cost | (1,712) | (1,066) | (1,582) | (1,290) | (1,104) | - | (6,754) |
| Royalty | (772) | (359) | (729) | (310) | (109) | - | (2,279) |
| Inventory change | (463) | (156) | 171 | 364 | (1,117) | - | (1,201) |
| Cash Cost of Production (A) | 5,063 | 3,284 | 2,906 | 8,812 | 14,476 | - | 34,541 |
| Cost of sales | 8,010 | 4,865 | 5,046 | 10,048 | 16,807 | - | 44,776 |
| Concentrate treatment, smelting and refining cost | 1,932 | 1,006 | 1,494 | 569 | 4,793 | - | 9,794 |
| Cash Cost of Silver Equivalent Sold (B) | 9,942 | 5,871 | 6,540 | 10,617 | 21,600 | - | 54,570 |
| Sustaining capital expenditures | 1,695 | 484 | 294 | 82 | 5,505 | - | 8,060 |
| General and administrative expenses | 627 | 405 | 719 | 989 | 1,611 | 824 | 5,175 |
| Accretion of decommissioning and restoration provision | 108 | 184 | 84 | 40 | 126 | - | 541 |
| All-in Sustaining Cash Cost (C) | 12,372 | 6,944 | 7,637 | 11,728 | 28,842 | 824 | 68,346 |
| Material processed (tonnes milled) (D) | 62,356 | 47,501 | 51,648 | 86,695 | 223,573 | - | 471,773 |
| Silver Equivalent Sold (payable ounces) (E) | 736,696 | 353,708 | 516,624 | 612,185 | 840,343 | - | 3,059,556 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 13.50 | 16.60 | 12.66 | 17.34 | 25.70 | - | 17.84 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 16.79 | 19.63 | 14.78 | 19.16 | 34.32 | - | 22.34 |
| Cash Cost of Production per tonne (A/D) | 81.19 | 69.14 | 56.27 | 101.64 | 64.75 | - | 73.22 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Three Months Ended March 31, 2024 (2) | |||||||
Bolivar (1) |
Porco (1) |
Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 13,719 | 7,090 | 13,200 | 14,572 | 11,837 | - | 60,418 |
| Transportation and other selling cost | (2,099) | (1,364) | (1,905) | (1,241) | (1,101) | - | (7,710) |
| Royalty | (1,103) | (690) | (1,054) | (522) | - | - | (3,399) |
| Inventory change | (2,295) | (308) | (1,985) | (1,945) | 1,095 | - | (5,438) |
| Cash Cost of Production (A) | 8,222 | 4,728 | 8,256 | 10,834 | 11,831 | - | 43,871 |
| Cost of sales | 13,719 | 7,090 | 13,200 | 14,572 | 11,837 | - | 60,418 |
| Concentrate treatment, smelting and refining cost | 3,967 | 1,961 | 2,736 | 2,066 | 5,826 | - | 16,556 |
| Cash Cost of Silver Equivalent Sold (B) | 17,686 | 9,051 | 15,936 | 16,638 | 17,663 | - | 76,974 |
| Sustaining capital expenditures | 1,803 | 603 | 1,578 | - | 760 | - | 4,744 |
| General and administrative expenses | 169 | 234 | 434 | 185 | 1,107 | 3,618 | 5,747 |
| Accretion of decommissioning and restoration provision | 140 | 240 | 172 | - | 138 | - | 690 |
| All-in Sustaining Cash Cost (C) | 19,798 | 10,128 | 18,120 | 16,823 | 19,668 | 3,618 | 88,155 |
| Material processed (tonnes milled) (D) | 72,801 | 50,862 | 72,462 | 69,220 | 205,404 | - | 470,749 |
| Silver Equivalent Sold (payable ounces) (E) | 1,014,743 | 419,230 | 573,347 | 754,910 | 870,708 | - | 3,632,938 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 17.43 | 21.59 | 27.79 | 22.04 | 20.29 | - | 21.19 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 19.51 | 24.16 | 31.60 | 22.28 | 22.59 | - | 24.27 |
| Cash Cost of Production per tonne (A/D) | 112.94 | 92.96 | 113.94 | 156.51 | 57.60 | - | 93.19 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
| - 28 - |
Average Realized Price per Ounce of Silver Equivalent Sold
Revenues are presented as the sum of invoiced revenues related to delivered shipments of zinc, lead and copper concentrates, after having deducted treatment, smelting and refining charges.
The following is an analysis of the gross revenues prior to treatment, smelting and refining charges, and shows deducted treatment, smelting and refining charges to arrive at the net reportable revenue for the period per IFRS. Gross revenues are divided by silver equivalent ounces sold to calculate the average realized price per ounce of silver equivalents sold.
Consolidated(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended March 31, | ||
| 2025 | 2024 | |
| Revenues | 87,641 | 67,666 |
| Add back: Treatment, smelting and refining charges | 9,794 | 16,556 |
| Gross Revenues | 97,435 | 84,222 |
| Silver Equivalent Sold (ounces) | 3,059,556 | 3,632,938 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 31.85 | 23.18 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.88 | 23.35 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Bolivar(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended March 31, | ||
| 2025 | 2024 | |
| Revenues | 21,319 | 19,573 |
| Add back: Treatment, smelting and refining charges | 1,932 | 3,967 |
| Gross Revenues | 23,251 | 23,540 |
| Silver Equivalent Sold (ounces) | 736,696 | 1,014,743 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 31.56 | 23.20 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.88 | 23.35 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Porco(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended March 31, | ||
| 2025 | 2024 | |
| Revenues | 10,186 | 7,842 |
| Add back: Treatment, smelting and refining charges | 1,006 | 1,961 |
| Gross Revenues | 11,192 | 9,803 |
| Silver Equivalent Sold (ounces) | 353,708 | 419,230 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 31.64 | 23.38 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.88 | 23.35 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
| - 29 - |
Caballo Blanco Group Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended March 31, | ||
| 2025 | 2024 | |
| Revenues | 15,107 | 10,414 |
| Add back: Treatment, smelting and refining charges | 1,494 | 2,736 |
| Gross Revenues | 16,601 | 13,150 |
| Silver Equivalent Sold (ounces) | 516,624 | 573,347 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 32.13 | 22.94 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.88 | 23.35 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
San Lucas Group Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended March 31, | ||
| 2025 | 2024 | |
| Revenues | 17,823 | 15,320 |
| Add back: Treatment, smelting and refining charges | 569 | 2,066 |
| Gross Revenues | 18,392 | 17,386 |
| Silver Equivalent Sold (ounces) | 612,185 | 754,910 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 30.04 | 23.03 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.88 | 23.35 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Zimapan Mine Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended March 31, | ||
| 2025 | 2024 | |
| Revenues | 23,206 | 14,518 |
| Add back: Treatment, smelting and refining charges | 4,793 | 5,826 |
| Gross Revenues | 27,999 | 20,344 |
| Silver Equivalent Sold (ounces) | 840,343 | 870,708 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 33.32 | 23.36 |
| Average Market Price per Ounce of Silver per London Silver Fix | 31.88 | 23.35 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
| - 30 - |
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP measure in which net income is adjusted for income tax expense, interest income, interest expense, amortization and depletion, and impairment charges, foreign exchange gains or losses, unrealized losses or gains on marketable securities, share-based payments expense, accretion expense, changes in fair value of consideration payable and other non-recurring items. Foreign exchange gains or losses may consist of both realized and unrealized losses.
Under IFRS, entities must reflect in compensation expense the cost of share-based payments. In the Company’s circumstances, share-based payments can involve a significant accrual of amounts that will not be settled in cash but are settled by the issuance of shares in exchange.
The Company discloses Adjusted EBITDA to aid in understanding of the results of the Company and is meant to provide further information about the Company’s financial results to investors.
The following table provides a reconciliation of Adjusted EBITDA for the three months ended March 31, 2025 and 2024.
| Three months ended March 31, | ||
| 2025 | 2024 Restated (1) | |
| Net income for the period | 9,451 | 132,659 |
| Income tax expense | 19,706 | 2,099 |
| Interest (income) | (316) | (43) |
| Interest expense, carrying and finance charges | 251 | 441 |
| Depreciation, depletion and amortization | 4,577 | 3,226 |
| Foreign exchange (gain) | (6,234) | (6,838) |
| Share-based compensation expense | 159 | 11 |
| Accretion (income) | (71) | 1,329 |
| (Gain) on adjustment to consideration payable | - | (133,255) |
| Loss on re-estimation of cash flows related to CAPEX receivable | 1,945 | - |
| Other finance expense (income) | (1,952) | (938) |
| Adjusted EBITDA | 27,516 | (1,309) |
| (1) | The comparative figures were restated as a result of corrections made to the 2023 financial statements. Refer to Note 3 of the consolidated interim financial statements for further details and impacts of the restatement. |
| - 31 - |
Cautionary Note Regarding Forward-looking Information
Certain of the statements and information in this MD&A constitute “forward-looking information” within the meaning of applicable Canadian provincial securities laws relating to the Company and its operations. All statements, other than statements of historical fact, are forward-looking statements. When used in this MD&A, the words, “will”, “believes”, “expects”, “intents”, “plans”, “forecast”, “objective”, “guidance”, “outlook”, “potential”, “anticipated”, “budget”, and other similar words and expressions, identify forward-looking statements or information. These forward-looking statements or information relate to, among other things: future financial or operational performance; the expected timing for release of forecasts for 2025, including our estimated production of silver, zinc, lead and copper, and for our estimated Cash Costs, AISC, capital and exploration, mine operation, general and administrative, care and maintenance expenditures; future anticipated prices for silver, zinc, lead and copper and other metals and assumed foreign exchange rates; the impacts of inflation on the Company and its operations; whether the Company is able to maintain a strong financial condition and have sufficient capital, or have access to capital, to sustain our business and operations; the timing and outcome with respect to the Company’s environmental, social and governance activities, and the Company’s corporate social responsibility activities and our reporting in respect thereof; the ability of the Company to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on the Company; the potential maximum consideration payable to Glencore pursuant to the Term Sheet; the future results of our exploration activities, anticipated mineral reserves and mineral resources; the costs associated with the Company’s decommissioning obligations; the Company’s plans and expectations for its properties and operations; and expectations with respect to the future anticipated impact of pandemics on our operations.
These forward-looking statements and information reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic, competitive, political, regulatory, and social uncertainties and contingencies. These assumptions, include: our ability to implement environmental, social and governance activities; tonnage of ore to be mined and processed; ore grades and recoveries; that the Company will receive all required regulatory approvals to operate; that the market price of zinc may be above certain minimum thresholds for the payment of the CVR Payments and Additional Payments; prices for silver, zinc, lead, copper remaining as estimated; currency exchange rates remaining as estimated; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; protection of our interests against claims and legal proceedings; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner and can be maintained. The foregoing list of assumptions is not exhaustive.
The
Company cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other
factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements
or information contained in this MD&A and the Company has made assumptions and estimates based on or related to many of these factors.
Such factors include, some of which are described in the “Risks Factors” section of this MD&A without limitation: fluctuations
in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN,
BOL and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory
approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic
developments in Canada, the United States, Mexico, Bolivia or other countries where the Company may carry on business, some of which
might prevent or cause the suspension or discontinuation of mining activities, including the risk of expropriation related to certain
of our operations, particularly in Bolivia; risks and hazards associated with the business of mineral exploration, development and mining
(including environmental hazards, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins
and flooding); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the
Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards; employee relations;
relationships with and claims by the local communities and indigenous populations; availability and increasing costs associated with
mining inputs and labour;
| - 32 - |
Cautionary note regarding forward-looking information (continued)
the Company’s ability to secure our mine sites or maintain access to our mine sites due to criminal activity, violence, or civil and labour unrest; that changes to the market price of zinc may affect the total consideration payable to Glencore pursuant to the omnibus agreement; the speculative nature of mineral exploration and development, including the risk of obtaining or retaining necessary licenses and permits; challenges to, or difficulty in maintaining, the Company’s title to properties and continued ownership thereof; diminishing quantities or grades of mineral reserves as properties are mined; global financial conditions; the Company’s ability to complete and successfully integrate acquisitions, and to mitigate other business combination risks; the actual results of current exploration activities, conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors; increased competition in the mining industry for properties, equipment, qualified personnel, and their costs; having sufficient cash to pay obligations as they come due; the duration and effects of the coronavirus and COVID-19 variants, and any other epidemics or pandemics on our operations and workforce, and their effects on global economies and society. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described, or intended. Investors are cautioned against attributing undue certainty or reliance on forward-looking statements or information. Forward-looking statements and information are designed to help readers understand Management’s current views of our near- and longer-term prospects and may not be appropriate for other purposes. The Company does not intend, and does not assume any obligation, to update or revise forward-looking statements or information to reflect changes in assumptions or in circumstances or any other events affecting such statements or information, other than as required by applicable law.
Additional Information
Additional information relating to the Company is on SEDAR+ at www.sedarplus.ca.
| - 33 - |
Exhibit 99.7
Form 52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Arturo Préstamo Elizondo, Chief Executive Officer of Santacruz Silver Mining Ltd. certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended March 31, 2025. |
| 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. |
| Date: June 12, 2025 | |
| “Arturo Prestamo Elizondo” | |
Arturo Préstamo Elizondo Chief Executive Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issurs under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52- 109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 99.8
Form 52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Andres Bedregal, Interim Chief Financial Officer of Santacruz Silver Mining Ltd. certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended March 31, 2025. |
| 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. |
| Date: June 12, 2025 | |
| “Andres Bedregal” | |
| Andres Bedregal | |
| Interim Chief Financial Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52- 109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 99.9

Condensed Interim Consolidated Financial Statements
For the Three and Six Months ended June 30, 2025 and 2024
(Expressed in thousands of US dollars)
(Unaudited)
TABLE OF CONTENTS
| 2 |
Notice of no auditor review of condensed interim consolidated financial statements
Pursuant to National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.
The accompanying unaudited condensed interim consolidated financial statements of Santacruz Silver Mining Ltd. for the three months ended March 31, 2025, have been prepared by and are the responsibility of the Company’s management.
The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.
August 18, 2025
| 3 |
SANTACRUZ SILVER MINING LTD.
Condensed Interim Consolidated Statements of Financial Position
As at June 30, 2025 and December 31, 2024
(Unaudited)
(Expressed in thousands of US dollars)
| Note | June 30, 2025 |
December 31, 2024 | |
| $ | $ | ||
| ASSETS | |||
| Current | |||
| Cash and cash equivalents | 39,997 | 35,721 | |
| Marketable securities | 20 | 12,042 | - |
| Trade and other receivables | 6 | 61,825 | 99,854 |
| Inventories | 7 | 37,727 | 32,437 |
| Prepaid expenses and deposits | 8,352 | 5,656 | |
| 159,943 | 173,668 | ||
| Marketable securities | 20 | 5,830 | - |
| Trade and other receivables | 6 | 19,533 | 30,556 |
| Mineral properties, plant and equipment | 8 | 157,210 | 144,733 |
| Goodwill | 8 | 15,466 | 15,466 |
| Deferred income tax asset | 18 | 12,002 | 9,602 |
| Total assets | 369,984 | 374,025 | |
| LIABILITIES | |||
| Current | |||
| Trade payables and accrued liabilities | 9 | 34,565 | 38,781 |
| Consideration payable | 10 | - | 10,000 |
| Loans payable | 11 | 22,518 | 16,432 |
| Current income taxes payable | 18 | 26,283 | 45,450 |
| Other liabilities | 12 | 15,913 | 16,070 |
| Decommissioning and restoration provision | 13 | 369 | 639 |
| 99,648 | 127,372 | ||
| Trade payables and accrued liabilities | 9 | 4,190 | 8,608 |
| Consideration payable | 10 | 30,262 | 34,783 |
| Loans payable | 11 | 2,174 | 3,137 |
| Other liabilities | 12 | 12,968 | 22,508 |
| Decommissioning and restoration provision | 13 | 26,277 | 25,037 |
| Deferred income tax liability | 18 | 31,488 | 21,233 |
| Total liabilities | 207,007 | 242,678 | |
| SHAREHOLDERS’ EQUITY | |||
| Share capital | 14 | 139,309 | 139,080 |
| Equity reserves | 9,247 | 8,274 | |
| Retained earnings (deficit) | 14,421 | (16,007) | |
| Total shareholders’ equity | 162,977 | 131,347 | |
| Total liabilities and shareholders’ equity | 369,984 | 374,025 |
Subsequent event (note 10(a), 11(d), 14(g))
Approved and authorized for issue on behalf of the Board of Directors on August 18, 2025:
| “Arturo Préstamo Elizondo” | “Larry Okada” | ||
| Director | Director |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 4 |
SANTACRUZ SILVER MINING LTD.
Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
For the Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
| Three months ended June 30, | Six months ended June 30, | ||||
| Note | 2025 | 2024 Restated (note 5) |
2025 | 2024 Restated (note 5) | |
| $ | $ | $ | $ | ||
| Revenues | 22 | 73,295 | 70,485 | 143,609 | 123,074 |
| Mine operating costs | |||||
| Cost of sales | 15 | (42,568) | (47,717) | (80,446) | (96,681) |
| Depreciation, depletion and amortization | 8 | (5,439) | (6.912) | (10,016) | (10,138) |
| Gross profit | 25,288 | 15,856 | 53,147 | 16,255 | |
| General and administrative expenses | 16 | (3,957) | (6,798) | (8,877) | (11,733) |
| Share-based compensation expense | 21 | (1,349) | (8) | (1,508) | (19) |
| Operating income | 19,982 | 9,050 | 42,762 | 4,503 | |
Gain on adjustment to consideration payable |
10 |
- |
- | - | 133,255 |
| Finance costs | 17 | (1,085) | (7,095) | (942) | (7,883) |
| Foreign exchange gain | 3,144 | 6,341 | 9,378 | 13,179 | |
| Income before tax | 22,041 | 8,297 | 51,198 | 143,055 | |
| Income tax expense | 18 | (1,064) | (6,848) | (20,770) | (8,947) |
| Net income for the period | 20,977 | 1,449 | 30,428 | 134,108 | |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||||
| Unrealized gain on marketable securities | 177 | - | 177 | - | |
| Currency translation differences | (805) | 6,695 | (483) | 7,199 | |
| Comprehensive income for the period | 20,349 | 8,144 | 30,122 | 141,307 | |
| Net income per share: | |||||
| Basic | 23 | 0.06 | 0.00 | 0.09 | 0.38 |
| Diluted | 23 | 0.06 | 0.00 | 0.08 | 0.38 |
| Weighted average number of common shares: | |||||
| Basic | 355,869,531 | 352,429,081 | 355,862,573 | 351,710,109 | |
| Diluted | 373,806,193 | 353,072,115 | 373,799,235 | 352,353,143 | |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 5 |
SANTACRUZ SILVER MINING LTD.
Condensed Interim Consolidated Statements of Cash Flows
For the Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
The accompanying notes are an integral part of the audited consolidated financial statements.
| 6 |
SANTACRUZ SILVER MINING LTD.
Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
For the Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, except number of shares)
| Share Capital | Equity reserves | ||||||||||
| Shares | Amount | Share-based compensation reserve | Contributed surplus | Accumulated other comprehensive (loss) | Total equity reserves | Deficit | Total shareholders’ equity | ||||
| # | $ | $ | $ | $ | $ | $ | $ | ||||
| Balance, December 31, 2023 | 350,991,138 | 138,014 | 13,410 | (1,872) | (2,839) | 8,699 | (180,491) | (33,778) | |||
| Shares issued from exercise of options | 3,574,400 | 784 | (312) | - | - | (312) | - | 472 | |||
| Share-based compensation expense | - | - | 19 | - | - | 19 | - | 19 | |||
| Comprehensive income | - | - | - | - | 7,199 | 7,199 | 134,108 | 141,307 | |||
| Balance, June 30, 2024 (Restated) | 354,565,538 | 138,798 | 13,117 | (1,872) | 4,360 | 15,605 | (46,383) | 108,020 | |||
| Balance, December 31, 2024 | 355,855,538 | 139,080 | 9,269 | 1,949 | (2,944) | 8,274 | (16,007) | 131,347 | |||
| Shares issued from vesting of RSUs | 318,338 | 229 | (229) | - | - | (229) | - | - | |||
| Share-based compensation expense | - | - | 1,508 | - | - | 1,508 | - | 1,508 | |||
| Comprehensive income | - | - | - | - | (306) | (306) | 30,428 | 30,122 | |||
| Balance, June 30, 2025 | 356,173,876 | 139,309 | 10,548 | 1,949 | (3,250) | 9,247 | 14,421 | 162,977 | |||
The accompanying notes are an integral part of the consolidated financial statements.
| 7 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 1. | NATURE OF OPERATIONS |
Santacruz Silver Mining Ltd. (the “Company” or “Santacruz”) was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (“TSXV”) under the symbol “SCZ”.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at March 31, 2025, the Company had interests in, including mining concession rights, to the following:
| ● | Sinchi Wayra S.A. (“Sinchi Wayra”), Sociedad Minero Metalurgico Reserva Ltda. and Sociedad Minera Illapa S.A. (“Illapa”) which consist of the following mineral properties and businesses located in Bolivia: the producing Tres Amigos and Colquechaquita mines, collectively the “Caballo Blanco Group”; the producing Bolivar and Porco mines held under an net operating cash flow interest agreement with Corporación Minera de Bolivia (“COMIBOL”), a Bolivian state-owned entity; the Soracaya exploration project (“Soracaya Project”); the Reserva mine and the San Lucas ore sourcing and trading business collectively (“San Lucas Group”); | |
| ● | The producing Zimapan mine located in Mexico held by Carrizal Mining S.A. de C.V. (“Carrizal Mining”); and, the La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
| 2. | BASIS OF PRESENTATION |
These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, “Interim Financial Reporting” which is part of IFRS Accounting Standards (“IFRS® Accounting Standards”) as issued by the International Accounting Standards Board (“IASB”). Because these statements have been prepared in accordance with IAS 34, certain disclosures included in the annual financial statements have been condensed or omitted. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2024.
These unaudited condensed interim consolidated financial statements were approved by the Board of Directors of the Company on August 18, 2025.
References made throughout the consolidated financial statements to “US dollar” or “USD” are to United States dollars, “C$” or “CAD” are to Canadian dollars, “MXN” are to Mexican pesos, “BOB” are to Bolivian bolivianos. All references are in thousands, unless otherwise noted.
| 3. | MATERIAL ACCOUNTING POLICIES |
The company acquired Treasury Bills and Treasury notes during the 3 months ended June 30, 2025, these instruments are financial assets and will be carried at fair value through other comprehensive income (FVTOCI). The instruments are classified as Marketable Securities and Long-term investments in the statement of financial position. The instruments at FVTOCI are initially recognized at fair value plus transaction costs. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTOCI are recognized in other comprehensive income (loss). When the securities mature or are sold the cumulative realized gains and losses are recognized through profit and loss as Finance Costs.
The remainder of the accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2024 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.
| 8 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 3. | MATERIAL ACCOUNTING POLICIES (continued) |
New IFRS accounting standards and pronouncements - adopted
The following amendments to standards were effective for annual periods beginning on or after January 1, 2025:
Lack of exchangeability – Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. There was no material impact on the Company’s consolidated financial statements from the adoption of these amendments however the guidance contained was considered when determining the appropriate exchange rate to record transactions denominated in Bolivian Bolivianos, see section below for further information.
New IFRS accounting standards and pronouncements – not yet adopted
Below are the amendments to standards applicable for future periods that the Company has not yet adopted:
Amendments to IFRS 9: Financial Instruments and IFRS 7: Financial Instruments: Disclosures
In May 2024, the IASB issued amendments to update classification and measurement requirements in IFRS 9: Financial Instruments, and related disclosure requirements in IFRS 7: Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income.
The amendments are effective for annual periods beginning on or after January 1, 2026 with early application permitted. The Company is currently assessing the effect of these amendments on our financial statements.
IFRS 18: Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18: Presentation and Disclosure of Financial Statements (“IFRS 18”), which replaces IAS 1: Presentation of Financial Statements. IFRS 18 introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals. Where company-specific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management-defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes. IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified.
Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard.
The standard is effective for reporting periods beginning on or after January 1, 2027, including for interim financial statements. Retrospective application is required, and early application is permitted. The Company is currently assessing the effect of this new standard to its financial statements.
| 9 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 4. | MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS |
The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a material impact on the financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates. The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:
Determination of Exchange rate for Bolivian operations
The Sinchi Wayra and Illapa operations are located in Bolivia and sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.
Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate (the “Official rate”) and the Bank rate used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the Official rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rate.
As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate to determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate (the “Bank rate”) is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.
The official rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations until December 31, 2024. Starting January 1, 2025 the Bank rate has been used to record transactions denominated in BOB. The average Bank rate for the six months ended June 30, 2025 was 13.44 BOB/USD. All monetary assets and liabilities outstanding as at June 30, 2025 have been revalued using the Bank spot rate of 14.30 BOB/USD. The exchange rate is management’s estimate of the $USD value of transactions denominated in BOB, accordingly comparative figures which were translated using the official rate have not been restated as the change in estimate is applied prospectively.
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES |
During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. Refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three months and six months ended June 30, 2024 have also been restated; refer to note 5 for details of the adjustments. The nature and impact of the corrections made to the interim consolidated statement of income are described below:
| 10 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
| (i) | Joint Operation Adjustments: |
The Illapa entity is 100% owned by the Company however its operations are part of a net operating cash flow interest agreement in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”). The net operating cash flow interest agreement meets the definition of a Joint Operation in accordance with IFRS 11 – Joint Arrangements, and the Company recognizes its 45% share of the operation’s assets, liabilities, revenues and expenses arising from the Joint Operation. The Company is solely responsible for certain transactions made by the Illapa entity, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL. The net amount due to/from COMIBOL from differences in the participation share of certain transactions has been recognized as a non-current other asset or liability.
The errors identified affect multiple lines in the consolidated financial statements due to incorrectly accounting for the proportion of the Company’s interest in certain assets, liabilities, income and expenses of the Joint Operation. The Company previously recorded 100% of the Illapa entity’s foreign exchange gain/loss, additions to mineral properties, plant and equipment and certain intercompany expenses which form part of the Joint Operation and should have been recognized at 45%, the Company’s proportional interest.
The adjustments have resulted in an increase to comprehensive income of $1,405 for the three months ended June 30, 2024, and increase to comprehensive income of $4,215 for the six months ended June 30, 2024. See column (i) in the table below for details of the lines affected.
| (ii) | CAPEX Receivable & PPA Adjustment: |
The Illapa Joint Operation’s net operating cash flow interest agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement. COMIBOL will compensate the Company for the asset transfer at different points in time throughout the agreement by either making payments to the Company or reducing the amount payable to COMIBOL for its 55% interest in the joint operation.
The amounts receivable from COMIBOL have been separated into two different categories, the initial investment period and the continuing investment period, as classified in the net operating cash flow interest agreement. There was no adjustment to the initial investment period receivable.
The continuing investment period’s CAPEX receivable is a payment of 45% of the capital expenditures incurred between 2020 to 2027. The receivable amount of this period’s expenditures becomes available to the Company to offset against amounts due to COMIBOL for its 55% interest at different points in time from 2024 to 2028 if the operation generates positive cash flows. If the joint operation does not generate enough positive cash flows to offset the amount receivable from the continuing investment period, the remaining amounts will be paid at the end of the agreement.
Since the continuing investment period receivable is compensation for the transfer of the Company’s 45% interest in mineral properties, plant & equipment to COMIBOL at the end of the contract, this amount should not have been recognized as a receivable but rather as part of the residual value of the assets. The residual value has been recognized as a non-depletable mineral properties, plant and equipment balance. Since the amount that will ultimately be received at the end of the agreement will vary depending on the actual CAPEX investment made and the actual payable amount according to an appraisal process, each period the difference between the initial carrying value and the revised carrying value will be recorded as a prospective adjustment to depreciation expense of MPPE so that at the end of the agreement, the ending value of mineral properties, plant and equipment (“MPPE”) will be equal to the amount receivable from COMIBOL.
As a result of the restated CAPEX receivable balances, comprehensive income increased by $944 for the three months ended June 30, 2024, and by $1,888 for the six months ended June 30, 2024. See column (ii) in the table below for details.
| 11 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
| (iii) | Amortization of Purchase Price Allocation (PPA) & Impairment: |
In the fourth quarter of 2024, the Company identified errors in the depreciation, depletion and amortization expense that were generated from the Sinchi Wayra and Illapa acquisition. The amortization expense was recorded incorrectly due to differences between the local accounting records and the consolidated accounting records. After synchronizing and reconciling the PPA amounts, a reduction to depletion, depreciation and amortization expense of $504 was recognized for the three months ended June 30, 2024, and a reduction of $603 was recognized for the six months ended June 30, 2024. See column (iii) in the table below for details.
| (iv) | Other Adjustments: |
The Company identified various errors relating to prior periods caused by differences in the accounting records between the Corporate consolidation records and the local accounting records. For the three months ended June 30, 2024, these adjustments resulted in a decrease of $2,942 to foreign exchange gain, and a corresponding $2,942 increase to other comprehensive income. For the six months ended June 30, 2024, these adjustments resulted in a decrease of $3,161 to foreign exchange gain, and a corresponding $3,161 increase to other comprehensive income The net impact to comprehensive income for the period was -nil. See column (iv) in the table below for details.
The consolidated statement of cash flows for the three and six months ended June 30, 2024 has been restated to reflect the corrections described above. For the three months ended June 30, 2024, operating cash flows before non-cash working capital increased by $1,402. For the six months ended June 30, 2024, operating cash flows before non-cash working capital increased by $4,213. Net cash generated or used by operating, investing, and financing activities were not impacted for both comparative periods.
The consolidated statement of changes in shareholders’ equity for the six months ended June 30, 2024 has been restated for the balances as at December 31, 2023 and June 30, 2024 for corrections to accumulated other comprehensive loss and retained deficit. The cumulative impact of the corrections resulted in a decrease of $998 to the opening accumulated other comprehensive loss as at December 31, 2023. Other comprehensive income for the comparative period increased by $3,161, resulting in an increase of $4,159 to the ending accumulated other comprehensive income as at June 30, 2024. The cumulative impact to the opening retained deficit as at December 31, 2023 increased the balance by $40,191. Net income for the comparative period increased by $3,544, resulting in an increase of $36,647 to the ending deficit as at June 30, 2024.
| 12 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
The following adjustments were made to the Consolidated Statement of Comprehensive (Loss) for the six months ended June 30, 2024:
| For the three months ended June 30, 2024 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| Cost of sales | (46,794) | (923) | - | - | - | (47,717) |
| Depreciation, depletion and amortization | (8,001) | - | 585 | 504 | - | (6,912) |
| Gross profit | 15,690 | (923) | 585 | 504 | - | 15,856 |
| Finance costs | (7,749) | 295 | 359 | - | - | (7,095) |
| Foreign exchange gain | 7,251 | 2,033 | - | - | (2,942) | 6,342 |
| Income before tax | 8,386 | 1,405 | 944 | 504 | (2,942) | 8,297 |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | 3,752 | - | - | - | 2,943 | 6,695 |
| Comprehensive income for the period | 5,290 | 1,405 | 944 | 504 | 1 | 8,144 |
| Net income per share, basic and diluted | 0.00 | 0.00 | ||||
| For the six months ended June 30, 2024 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| Cost of sales | (95,010) | (1,671) | - | - | - | (96,681) |
| Depreciation, depletion and amortization | (11,911) | - | 1,170 | 603 | - | (10,138) |
| Gross profit | 16,153 | (1,671) | 1,170 | 603 | - | 16,255 |
| Finance costs | (10,867) | 2,266 | 718 | - | - | (7,883) |
| Foreign exchange gain | 12,721 | 3,620 | - | - | (3,161) | 13,180 |
| Income before tax | 139,510 | 4,215 | 1,888 | 603 | (3,161) | 143,055 |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | 4,037 | - | - | - | 3,162 | 7,199 |
| Comprehensive income for the period | 134,600 | 4,215 | 1,888 | 603 | 1 | 141,307 |
| Net income per share, basic and diluted | 0.37 | 0.38 | ||||
| 13 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 6. | TRADE AND OTHER RECEIVABLES |
A summary of the Company’s trade and other receivables is as follows:
June 30, 2025 |
December 31, 2024 | |
| $ | $ | |
| Trade receivables | 17,164 | 17,402 |
| COMIBOL contract prepayment | 1,166 | 2,395 |
| COMIBOL initial investment period CAPEX receivable (note 6(a)) | 10,738 | 21,158 |
| Uncertain income tax position receivable (note 18(c)) | 8,981 | 15,226 |
| VAT receivable | 42,394 | 73,320 |
| Other receivables | 915 | 909 |
| Balance, end of period | 81,358 | 130,410 |
| Less: current portion | 61,825 | 99,854 |
| Non-current portion | 19,533 | 30,556 |
| a) | COMIBOL initial investment period CAPEX receivable |
The COMIBOL initial investment period CAPEX receivable is a reimbursement of 22.5% of a pre-defined amount of capital investments made by the Company from 2012 to 2019 in the Illapa Joint Operation. The refundable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMBIOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement. The classification between current and non-current has been made based upon management’s best estimate of when the receivable will be used to offset future payments to COMIBOL for its 55% interest.
The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective rate at acquisition resulting in recognizing a gain or loss on the re-estimation of cash flows related the CAPEX receivable.
| 7. | INVENTORIES |
A summary of the Company’s inventories is as follows:
June 30, 2025 |
December 31, 2024 | |
| $ | $ | |
| Mineralized material stockpiles | 5,319 | 7,062 |
| Concentrate inventory | 17,820 | 11,256 |
| Supplies inventory | 14,588 | 14,119 |
| Total | 37,727 | 32,437 |
During the three and six months ended June 30, 2025, the inventory recognized as cost of sales was $42,568 and $80,446, respectively (2024 – $47,717 and $96,681 respectively), which includes production costs directly attributable to the inventory production process.
During the three and six months ended June 30, 2025, the Company recognized through cost of sales a net realizable value write-off of inventory for $646 (2024 – $nil and $nil, respectively).
| 14 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 8. | MINERAL PROPERTIES, PLANT AND EQUIPMENT |
A summary of the Company’s Mineral Properties, Plant and Equipment is as follows:
| Depletable mineral properties | Exploration and evaluation |
Plant and equipment |
Total | ||
| $ | $ | $ | $ | ||
| Cost | |||||
| Balance, December 31, 2023 | 69,555 | 12,189 | 111,103 | 192,847 | |
| Additions | 15,194 | - | 7,425 | 22,619 | |
| Change in decommissioning and restoration costs (note 13) | 1,752 | - | - | 1,752 | |
| Disposals | - | - | (2,721) | (2,721) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Additions | 1,852 | - | 10,232 | 12,084 | |
| Change in decommissioning and restoration costs (note 13) | 10,721 | - | - | 10,721 | |
| Disposals | - | - | (3,231) | (3,231) | |
| Balance, June 30, 2025 | 128,294 | 12,189 | 122,808 | 263,291 | |
| Accumulated depreciation and impairment | |||||
| Balance, December 31, 2023 | 16,860 | - | 34,222 | 51,082 | |
| Depletion, depreciation and amortization | 3,933 | - | 15,773 | 19,706 | |
| Disposals | - | - | (1,024) | (1,024) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 50,013 | - | 48,971 | 98,984 | |
| Depletion, depreciation and amortization | 2,300 | - | 7,716 | 10,016 | |
| Disposals | - | - | (2,919) | (2,919) | |
| Adjustments | (601) | - | 601 | - | |
| Balance, June 30, 2025 | 51,712 | - | 54,369 | 106,081 | |
| Cost as at December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Accumulated depreciation and impairment | 50,013 | - | 48,971 | 98,984 | |
| Carrying value - December 31, 2024 | 65,708 | 12,189 | 66,836 | 144,733 | |
| Cost as at June 30, 2025 | 128,294 | 12,189 | 122,808 | 263,291 | |
| Accumulated depreciation and impairment | 51,712 | - | 54,369 | 106,081 | |
| Carrying value – June 30, 2025 | 76,582 | 12,189 | 68,439 | 157,210 |
As at June 30, 2025, the Company’s plant and equipment included right-of-use assets with a carrying amount of $4,369 for leased mining equipment (December 31, 2024 - $2,395). Depreciation on the right of use assets for the three and six months ended June 30, 2025 was $145 and $265, respectively (2024 - $165 and $323, respectively).
A summary of the Company’s Goodwill and allocation to each CGU is as follows:
June 30, 2025 |
December 31, 2024 | |
| $ | $ | |
| Caballo Blanco Group (Tres Amigos mine) | 2,963 | 2,963 |
| San Lucas Group | 12,503 | 12,503 |
| Goodwill | 15,466 | 15,466 |
| 15 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 9. | TRADE PAYABLES AND ACCRUED LIABILITIES |
A summary of the Company’s trade payables and accrued liabilities is as follows:
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Trade payables | 21,014 | 29,784 |
| COMIBOL contract obligations (note 9 (a)) | 4,190 | 8,608 |
| Accrued liabilities | 13,551 | 8,997 |
| Balance, end of period | 38,755 | 47,389 |
| Less: current portion | 34,565 | 38,781 |
| Non-current portion | 4,190 | 8,608 |
| a) | COMIBOL contract obligations |
COMIBOL contract obligations represent the Company’s obligation to pay its portion of committed funding related to the investment of inventories and fixed assets made prior to 2013 under the previous contract of $2,741, and COMIBOL’s share of the VAT receivable of $1,448 (all of which are classified as non-current)
| 10. | CONSIDERATION PAYABLE |
On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”).
On May 10, 2023, the Company signed amendments to the SPA (“Amended SPA”) that impacted the timing of the repayments of the deferred cash consideration and timing of payment of certain VAT amounts collected by the Company which generated a gain on adjustment to consideration payable of $933 in the year-ended December 31, 2023.
On March 28, 2024, the Company entered into a binding term sheet (the “Term Sheet”) with Glencore to amend the SPA, Amended SPA and certain transaction documents in connection with the Acquisition. On October 3, 2024, the Company entered into a definitive omnibus agreement under the terms established in the Term Sheet.
The following table summarizes the consideration payable to Glencore.
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Base purchase price (note 10(a)) | 21,186 | 34,625 |
| Contingent value rights (note 10(b)) | 9,076 | 10,158 |
| Balance, end of period | 30,262 | 44,783 |
| Less: current portion | - | 10,000 |
| Non-current portion | 30,262 | 34,783 |
| a) | Base purchase price |
Subject to the Acceleration Option (as defined below), the Company will pay up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time, such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
As at the date of the Term Sheet the fair value of the BPP was estimated using a discounted cash flow method to calculate the net present value of the expected cash flows. The initial recognition of the liability used a discount rate of 20% based on various qualitative and quantitative considerations.
| 16 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 10. | CONSIDERATION PAYABLE (continued) |
The Company performed a valuation exercise as at June 30, 2025, and determined a fair value of the BPP of $28,241, net of a fair value of approximately $7,055 related to the fair value of the Acceleration Option.
As at June 30, 2025, the Company has paid Glencore $17,500 as part of a series of payments to repay $40,000 prior to November 1, 2025, in order to exercise the accelerated payment option in full. On July 7, 2025 an additional payment of $7,500 was made.
| b) | Contingent value rights & additional payments |
The Company granted to Glencore a contingent value right (the “CVR”) whereby the Company will pay Glencore a monthly payment of $1,333 (the “CVR Payment”), subject to a total cap of $77,700 (the “Valuation Cap”), in the event that in any calendar month after the date the parties enter into the Term Sheet, the average London Metal Exchange (“LME”) spot price of zinc (or the highest open hedge price if the Hedging Option (as defined below) has been exercised) in the calendar month is at least $3,850 per tonne (the “Base Price”). The CVR Payment will increase by $83 for each increase of $100 per tonne above the Base Price and up to a price of $5,049.99 per tonne.
In addition to the CVR Payment, in the event the average LME spot price of zinc (or the highest open hedge price if the Hedging Option has been exercised) in a calendar month is at least $5,050 per tonne (the “Additional Payment Price”), the CVR Payment will increase by $83 for each increase of $100 per tonne above the Additional Payment Price and the Company will pay Glencore a monthly payment of $83 as a Bonus Payment that will increase by $83 for each increase of $100 per tonne above the Additional Payments Price. The Bonus Payment is not considered as part of the CVR Payment.
Upon the occurrence of the monthly average zinc LME spot price exceeding the Base Price, Glencore can require the Company to hedge a limited amount of zinc production from its Bolivian mining operations (so long as the hedging price would exceed the Base Price) subject to certain conditions (the “Hedging Option”).
The CVR and Additional Payments will be effective from the date of the Term Sheet until the earlier of December 31, 2032 and the date the Valuation Cap is reached. The Additional Payments and the Hedging Option will terminate once the Company is no longer obligated to make CVR Payments.
The fair value at the initial recognition of the CVR was calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price ($2,974 per tonne), the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.
The Company performed a valuation exercise as at June 30, 2025, and determined a fair value of the CVR of $9,076. The gain on change in fair value was $1,082 for the six months ended June 30, 2025, which is recorded as a Finance Cost (Note 17).
| c) | Deferred cash consideration, royalties payable and other payables |
Prior to the Term Sheet, the Company had $164,566 in consideration payable accounted for as deferred cash consideration, royalties payable and other payables from the profits on sale of inventory and payment of certain VAT amounts. As a result of entering into the term sheet as described above, the Company determined that the contractual change was an extinguishment of the previous liabilities and recognized the base purchase price, CVR and additional payment obligations at their fair value which resulted in a gain of $133,255 in the three months ended March 31, 2024.
| 17 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 10. | CONSIDERATION PAYABLE (continued) |
The following table summarizes the details of the consideration payable to Glencore and when the previous consideration payable liabilities were considered extinguished and the new consideration was recognized at fair value at inception resulting in a gain on modification:
BPP (a) |
CVRs (b) |
Deferred cash consideration (c) |
Royalties payable (c) |
Other payables (c) |
Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | - | - | 91,619 | 15,102 | 56,267 | 162,988 |
| Accretion (Note 17) | - | - | 976 | 18 | 584 | 1,578 |
| Gain on adjustment to consideration payable | 29,925 | 1,386 | (92,595) | (15,120) | (56,851) | (133,255) |
| Loss on change in fair value of consideration payable | 4,700 | 8,772 | - | - | - | 13,472 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Less: current portion | 10,000 | - | - | - | - | 10,000 |
| Non-current portion | 24,625 | 10,158 | - | - | - | 34,783 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Loss on change in fair value of consideration payable | 4,061 | (1,082) | - | - | - | 2,979 |
| Payment of base purchase price obligation | (17,500) | - | - | - | - | (17,500) |
| Balance, June 30, 2025 | 21,186 | 9,076 | - | - | - | 30,262 |
| Less: current portion | - | - | - | - | - | - |
| Non-current portion | 21,186 | 9,076 | - | - | - | 30,262 |
| 18 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE |
A summary of the Company’s loans payable is as follows:
| Bank
facilities (a) |
Trafigura loan facility (b) |
Other loans payable (c) |
Promissory loan payable (d) |
Total | |
| $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 11,327 | 5,498 | 950 | - | 17,775 |
| Proceeds advanced | 58,192 | - | 1,026 | - | 59,218 |
| Accretion | - | 547 | - | - | 547 |
| Interest expense | 830 | 658 | - | - | 1,488 |
| Repayment with cash | (55,558) | (2,669) | (1,232) | - | (59,459) |
| Balance, December 31, 2024 | 14,791 | 4,034 | 744 | - | 19,569 |
| Less: Current portion | 14,791 | 1,423 | 218 | - | 16,432 |
| Non-current portion | - | 2,611 | 526 | - | 3,137 |
| Balance, December 31, 2024 | 14,791 | 4,034 | 744 | - | 19,569 |
| Proceeds advanced | 21,575 | - | 16,763 | 5,719 | 44,057 |
| Interest expense | 326 | 164 | - | 110 | 600 |
| Foreign exchange gain | (7,837) | - | (373) | (824) | (9,034) |
| Repayment with cash | (12,788) | (895) | (16,817) | - | (30,500) |
| Balance, June 30, 2025 | 16,067 | 3,303 | 317 | 5,005 | 24,692 |
| Less: Current portion | 16,067 | 1,385 | 61 | 5,005 | 22,518 |
| Non-current portion | - | 1,918 | 256 | - | 2,174 |
| a) | Bank facilities |
The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOL 55,000 ($3,846), which is comprised of 1) a revolving credit facility of BOL 48,800 ($3,413) for the financing of mining operations and working capital with a fixed interest rate of 6.0% per annum; and 2) a “loan guarantee” credit facility of BOL 6,200 ($4,434) for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. In Bolivia, companies have the option to receive VAT refunds in advance of the audit process being completed if a loan guarantee for the refund amount is provided. The BOL 55,000 ($3,846) total credit facility is secured by certain real estate assets in Bolivia.
The BOL 48,800 ($3,413) revolving credit facility for working capital purposes can be drawn down at BOL 3,480 ($243) increments and automatically rolls over at maturity once fully repaid. As at June 30, 2025, BOL 41,760 ($2,920) (December 31, 2024 – BOL 48,720 ($7,000), was drawn down from this credit facility.
As at June 30, 2025, 2,374 BOL ($166) of the BOL 6,200 ($434) loan guarantee credit facility was used to provide collateral to the Bolivian government on VAT refunds received (December 31, 2024 – BOL $2,416 ($347)).
On April 24, 2025, Sociedad Minera Illapa S.A. obtained a 360-day bank loan from Banco BISA S.A. with a fixed interest rate of 6.0% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the marketable securities are held as collateral (refer to note 20). As at June 30, 2025, the loan amount outstanding was BOL 90,500 ($6,329).
The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOL 48,020 ($3,358). The credit facility has a weighted average fixed interest rate of 6.0% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%.
| 19 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE (continued) |
As at June 30, 2025, BOL 48,020 ($3,358) (December 31, 2024 - BOL 52,334 ($7,519)) was drawn down on the credit facility and $nil (December 31, 2024 - $nil) was used on the loan guarantee. The credit facility has varying maturity dates between July 2025 and December 2025. The loan guarantee is used for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. All credit facilities are denominated in Bolivian Bolivianos.
On March 31, 2025 Sociedad Minera Illapa S.A. obtained 180-day bank loan outstanding for BOL 45,962 ($3,214) from Banco de Crédito de Bolivia S.A. with a fixed interest rate of 6.0% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the company holds some of its USD cash balances from sales revenues (refer to note 20).
| b) | Trafigura loan facility |
On April 23, 2021, in connection with the acquisition of Zimapan, Trafigura Mexico, S.A. de C.V. (“Trafigura”) loaned the Company $17,616 under a new loan facility (“Trafigura Loan Facility”).
The Trafigura Loan Facility is secured by a first charge over all Zimapan Mine assets and all other material rights and properties owned by Carrizal Mining. In addition, the Company issued to Trafigura 28,000,000 warrants (“Trafigura Warrants”), each Trafigura Warrant exercisable into a Santacruz common share at C$0.395 per share, for a period of 12 months with respect to 7,280,000 of the Trafigura Warrants and 42 months with respect to the remaining 20,720,000 Trafigura Warrants. As at December 31, 2024, a total of 13,280,000 Trafigura Warrants were exercised for gross proceeds to the Company of $4,049 (C$5,246) (December 31, 2023 - 13,280,000 warrants for proceeds of $4,049 (C$5,246)). On October 24, 2024 the remaining 14,720,000 Trafigura Warrants expired unexercised.
Pursuant to the Trafigura Loan Facility, Trafigura will have the right to offset payments owing by Trafigura to Carrizal Mining and/or its affiliates under existing commodity purchase and sale agreements against payments owing by Carrizal Mining to Trafigura under the Trafigura Loan. No offsets were made as of June 30, 2025.
In the third quarter of 2024, the Company entered into a new amended and restated agreement to settle the outstanding principal amount of $4,156. The amended agreement is the same annual interest rate as the original agreement (1-month SOFR + 6.5%) and is for a period of 36 months, ending on October 31, 2027 repayable in monthly installments of principal plus accrued interest for the respective period. The Company is fully compliant with all financial covenants stipulated in the agreement.
| c) | Other loans payable |
In the fourth quarter of 2022, the Company entered into contracts to sell trucks and machinery for net proceeds of $1,310. The Company subsequently leased the trucks and machinery back from the counterparty for a period of five years at a financing charge of 10.0% per annum and is required to make quarterly lease payments plus accrued interest.
As the contracts provide the Company the right to repurchase the trucks and machinery at the end of the term for their residual value of 1%, the Company has an irrevocable right to repurchase the assets, and control of the assets did not transfer to the counterparty. Hence, these contracts are accounted for as financing transactions in accordance with IFRS 9 - Financial Instruments, rather than as sale and leaseback transactions under IFRS 16 - Leases.
In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. As at June 30, 2025, the financial liability was $317 (December 31, 2024 - $744). No interest expense was accrued as it was immaterial.
| 20 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE (continued) |
| d) | Promissory notes |
On February 20, 2025 the Company completed an offering of $70,000 BOB ($4,895) in promissory notes under its San Lucas Promissory Notes Issuance program. The San Lucas Promissory Notes Issuance program allows the Company to issue up to $140,000 BOB ($9,790) in the Bolivian Stock market (Bolsa Boliviana de Valores). The notes are denominated in Bolivian Bolivianos and have a 6.25% interest rate and a maturity date of February 15th, 2026 and are unsecured. In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method.
On August 8, 2025, the Company completed a second offering of $70,000 BOB ($4,895) in promissory notes under its San Lucas Promissory Notes Issuance program.
| e) | Bonds |
On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in USD or Bolivian Bolivianos. As at June 30, 2025, no bonds have been issued under the program.
| 12. | OTHER LIABILITIES |
A summary of the Company’s other liabilities is as follows:
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Post Employment Benefits (note 12(a)) | 7,673 | 12,784 |
| Lease liability | 2,367 | 650 |
| Bolivia uncertain tax position financing arrangement (note 18(c)) | 3,958 | 5,974 |
| Other taxes payable (note 12(b)) | 8,213 | 6,976 |
| Long-term portion of current income taxes payable | 582 | 1,503 |
| Participation payable to COMIBOL for interest in joint operation (note 12(c)) | 5,726 | 8,977 |
| Other liabilities | 362 | 1,714 |
| Balance, end of the period | 28,881 | 38,578 |
| Less: current portion | 15,913 | 16,070 |
| Non-current portion | 12,968 | 22,508 |
| a) | Post-employment benefits |
As at June 30, 2025, the Company recognized a provision of $1,708 ($1,473 as at December 31, 2024) for payments that must be made to employees upon termination of employment which is required by Mexican labour legislation. A provision of $5,964 ($11,311 as at December 31, 2024) has been recognized in Bolivia which entitles employees to receive a payment after five years of employment, if the employee resigns or is terminated before the 5-year period they are entitled to receive the amount accrued at the time of separation. Based on expected employee turnover, these provisions are considered non-current.
| b) | Other taxes payable |
Other taxes payable includes amounts payable to the Mexican and Bolivian tax authorities for miscellaneous taxes such as payroll taxes, withholding taxes, VAT payables and income taxes from prior periods which are being paid under an installment plan.
| c) | Participation payable to COMIBOL for interest in joint operation |
The net participation payable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement and such transactions are recorded as liabilities where there is a net amount payable to COMIBOL.
| 21 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 13. | DECOMMISSIONING AND RESTORATION PROVISION |
The Company has an obligation to undertake decommissioning, restoration, rehabilitation and environmental work when environmental disturbance is caused by the development and ongoing production of a mining operation. Movements in decommissioning liabilities during the six months ended June 30, 2025 and 2024 are allocated as follows:
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group |
Zimapan | Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 3,105 | 5,296 | 6,092 | 2,773 | 6,241 | 23,507 |
| Change in estimate | 479 | 522 | 1,105 | 92 | (446) | 1,752 |
| Reclamation work performed | (192) | (8) | (83) | (81) | (74) | (438) |
| Accretion | 274 | 446 | 429 | 222 | 524 | 1,895 |
| Foreign exchange gain | - | - | - | - | (1,040) | (1,040) |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Less: current portion | 73 | 20 | 476 | 70 | - | 639 |
| Non-current portion | 3,593 | 6,236 | 7,067 | 2,936 | 5,205 | 25,037 |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Change in estimate | 1,121 | 1,910 | 5,804 | 2,205 | (333) | 10,707 |
| Reclamation work performed | (32) | (3) | (31) | (10) | - | (76) |
| Accretion | 92 | 157 | 191 | 91 | 244 | 775 |
| Foreign exchange gain | (1.909) | (3,280) | (4,030) | (1,588) | 371 | (10,436) |
| Balance, June 30, 2025 | 2,938 | 5,040 | 9,477 | 3,704 | 5,487 | 26,646 |
| Less: current portion | 36 | 18 | 282 | 33 | - | 369 |
| Non-current portion | 2,902 | 5,022 | 9,195 | 3,671 | 5,487 | 26,277 |
A provision for decommissioning liabilities is estimated based on current regulatory requirements and is recognized at the present value of such costs. The expected timing of cash flows in respect of the provision is based on the estimated life of the Company’s mining operations.
| Decommissioning and restoration provisions – June 30, 2025 | |||||
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,562 | 6,115 | 7,277 | 2,901 | 8,617 |
| Discount rate | 7.9% | 7.9% | 8.4% | 8.3% | 9.1% |
| Inflation rate | 24.0% | 24.0% | 24.0% | 24.0% | 3.6% |
| Decommissioning and restoration provisions - December 31, 2024 | |||||
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group |
Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,587 | 6,119 | 7,333 | 2,917 | 8,032 |
| Discount rate | 9.3% | 9.3% | 9.6% | 9.6% | 10.1% |
| Inflation rate | 10.0% | 10.0% | 10.0% | 10.0% | 3.7% |
| 22 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL |
a) Authorized share capital
The Company is authorized to issue an unlimited number of common shares without par value.
b) Issued – share capital
During the six months ended June 30, 2025, the Company issued 318,338 common shares from the vesting of RSUs.
During the year ended December 31, 2024, the Company issued 4,864,400 shares from the exercise of options for proceeds of $642.
c) Stock options
On November 17, 2023, the Company’s shareholders approved the omnibus equity incentive plan (the “Omnibus Incentive Plan”).
Pursuant to the Omnibus Incentive Plan, the Company may grant Options, RSUs, PSUs, and DSUs to directors, officers, employees, management company employees, and consultants of the Company and its subsidiaries. The maximum number of shares available for issuance under the Omnibus Incentive Plan is limited to 10% of the issued and outstanding common shares.
Pursuant to the Omnibus Incentive Plan, Options granted have a maximum term of ten years and the vesting provisions of options granted are at the discretion of the Board of Directors. Options are non-transferrable and the exercise price of the options shall be determined by the Board of Directors at the time the Options are granted but in no event shall be lower than the discounted market price permitted by the TSX-V.
The following is a summary of the Company’s stock options for the six months ended June 30, 2025 and year ended December 31, 2024:
| Number of stock options | Weighted average exercise price | |
| # | C$ | |
| Balance, December 31, 2023 | 23,714,400 | 0.40 |
| Granted | 2,350,000 | 0.40 |
| Exercised | (4,864,400) | 0.42 |
| Cancelled | (6,900,000) | 0.43 |
| Balance, December 31, 2024 | 14,300,000 | 0.41 |
| Granted | 3,450,000 | 1.10 |
| Balance, June 30, 2025 | 17,750,000 | 0.54 |
As at June 30, 2025, the Company had the following stock options outstanding:
| Options outstanding | Options exercisable | ||||||
|
Grant Date |
Date of expiry |
Number of options | Weighted average exercise price | Weighted average years until expiry | Number of options | Weighted average exercise price | Weighted average years until expiry |
| # | C$ | Years | # | C$ | Years | ||
| May 7, 2021 | May 7, 2026 | 12,450,000 | 0.47 | 0.85 | 12,450,000 | 0.47 | 0.85 |
| August 1, 2024 | August 1, 2029 | 1,850,000 | 0.40 | 4.09 | - | - | - |
| June 26, 2025 | June 26, 2030 | 3,450,000 | 1.10 | 4.99 | 1,150,000 | 1.10 | 4.99 |
| Balance, June 30, 2025 | 17,750,000 | 0.59 | 1.99 | 13,600,000 | 0.52 | 1.20 | |
During the three and six months ended June 30, 2025, the Company granted a total of 3,450,000 (2024 – 2,350,000) with a fair value of $2,282 (2024 - $553), of which $761 (2024 – ($131)) was recognized in operating expenses during the year.
| 23 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
The weighted average assumptions used in the Black-Scholes option pricing model were as follows:
| Assumption | Based on | 2025 | 2024 |
| Risk-free rate (%) | Yield curves on Canadian government zero-coupon bonds with a remaining term equal to the stock options’ expected life | 2.83% | 3.02% |
| Expected life (years) | Expiry term of the options | 5 years | 5 years |
| Expected volatility (%) | Historical volatility of the Company’s share price | 87.25% | 87.08% |
| Dividend yield (%) | Annualized dividend rate as of the date of grant | nil | nil |
The weighted average closing share price on the date of the option exercises for the six months ended June 30, 2025 was C$-nil per share (year ended December 31, 2024 - C$0.42).
d) Warrants
The following is a summary of the Company’s warrants for the six months ended June 30, 2025 and year ended December 31, 2024:
| Number of warrants | Weighted average exercise price | |
| # | C$ | |
| Balance, December 31, 2023 | 63,221,961 | 0.43 |
| Expired | (63,221,961) | 0.43 |
| Balance, December 31, 2024 and June 30, 2025 | - | - |
Of the 63,221,961 warrants issued, the remaining 14,720,000 outstanding warrants with a value of $3,821 as at December 31, 2023 expired unexercised on October 24, 2024. When the warrants expired, the share-based compensation reserve corresponding to the warrants was transferred to contributed surplus. No additional warrants have been issued in the six months ended June 30, 2025.
e) Restricted Share Units (RSU)
RSUs are non-transferrable awards for service which upon vesting and settlement entitle the recipient to receive cash or common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion and the RSUs have been accounted for assuming they will be settled through equity. Vesting conditions for RSUs are set by the Board of Directors.
The following is a summary of the Company’s RSUs for the six months ended June 30, 2025 and year ended December 31, 2024:
| Number of RSUs outstanding | Weighted average grant price | |
| # | C$ | |
| Balance, December 31, 2023 | - | - |
| Granted | 825,000 | 0.3450 |
| Balance, December 31, 2024 | 825,000 | 0.3450 |
| Granted | 955,000 | 0.9800 |
| Vested | (318,338) | 0.9800 |
| Balance, June 30, 2025 | 1,461,662 | 0.7303 |
| 24 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
As at June 30, 2025, the Company had the following RSUs outstanding:
Grant Date |
Vesting Date | Number of RSUs outstanding | Weighted average grant price | Weighted average years until vesting |
| # | C$ | years | ||
| August 1, 2024 | August 1, 2025 | 275,000 | 0.3450 | 0.09 |
| August 1, 2024 | April 1, 2026 | 275,000 | 0.3450 | 0.75 |
| August 1, 2024 | April 1, 2027 | 275,000 | 0.3450 | 1.75 |
| June 26, 2025 | June 26, 2026 | 318,332 | 0.9800 | 0.99 |
| June 26, 2025 | June 26, 2027 | 318,330 | 0.9800 | 1.99 |
| Balance, June 30, 2025 | 1,461,662 | 0.6216 | 1.14 | |
f) Deferred Share Units (DSU)
DSUs are non-transferrable awards that become payable upon termination of service of the participant. Vesting conditions for DSUs are set by the Board of Directors. Upon settlement, DSUs entitle the recipient to receive cash or common shares of an equivalent value. Timing of settlement after vesting occurs at the discretion of the participant and communicated to the Company by the participant in writing at least fifteen days prior to the designated day, or an earlier date as the participant and the Company pay agree. If no notice is given by the participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the participant’s termination of service, or any earlier period on which the DSUs vest, at the sole discretion of the participant.
The following is a summary of the Company’s DSUs for the six months ended June 30, 2025 and year ended December 31, 2024:
| Number of DSUs outstanding | Weighted average grant price | |
| # | C$ | |
| Balance, December 31, 2023 | - | - |
| Granted | 675,000 | 0.3450 |
| Balance, December 31, 2024 | 675,000 | 0.3450 |
| Balance, June 30, 2025 | 675,000 | 0.3450 |
As at June 30, 2025, the Company had the following DSUs outstanding:
| Grant Date | Vesting Date | Number of DSUs outstanding | Weighted average grant price | Weighted average years until vesting |
| # | C$ | years | ||
| August 1, 2024 | August 1, 2025 | 675,000 | 0.3450 | 0.09 |
| Balance, June 30, 2025 | 675,000 | 0.3450 | 0.09 | |
| 25 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
g) Performance Share Units (PSU)
PSUs are non-transferrable awards that will vest and become payable upon the attainment of performance criteria within a certain period, the criteria and the evaluation of performance in relation to the criteria is determined by the Board of Directors. PSUs are settled through cash or the issuance of common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion. Each quarter, the expected number of PSUs that will vest is updated based upon the actual performance versus the criteria established and the instrument is revalued.
The following is a summary of the Company’s PSUs for the six months ended June 30, 2025 and year ended December 31, 2024:
| Number of PSUs outstanding | Weighted average grant price | |
| # | C$ | |
| Balance, December 31, 2023 | - | - |
| Granted | 1,250,000 | 0.3450 |
| Cancelled | (250,000) | 0.3450 |
| Balance, December 31, 2024 | 1,000,000 | 0.3450 |
| Granted | 500,000 | 0.9800 |
| Balance, June 30, 2025 | 1,500,000 | 0.5567 |
As at June 30, 2025, the Company had the following PSUs outstanding:
Grant Date |
Vesting Date | Number of PSUs outstanding | Weighted average fair value | Weighted average years until vesting |
| # | C$ | years | ||
| August 1, 2024 | August 1, 2025 | 1,000,000 | 0.8240 | 0.09 |
| June 26, 2025 | June 26, 2026 | 500,000 | 1.030 | 0.99 |
| Balance, June 30, 2025 | 1,500,000 | 0.8927 | 0.39 | |
On August 1, 2025 800,000 of the PSUs vested and 200,000 expired based upon actual performance versus the performance criteria established by the Board of Directors.
| 26 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 15. | COST OF SALES |
Cost of sales excluding depletion, depreciation and amortization are costs that directly relate to production and generation of revenues at the operating segments. Significant components of cost of sales are comprised of the following:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) (1) |
2025 | 2024 (Restated) (1) | |
| $ | $ | $ | $ | |
| Consumables and materials | 2,940 | 4,471 | 5,780 | 8,652 |
| Energy | 590 | 1,135 | 1,334 | 2,164 |
| Insurance | 707 | 1,003 | 1,532 | 1,706 |
| Mining and plant maintenance costs | 20,615 | 23,897 | 40,392 | 44,979 |
| Ore and concentrate purchase costs | 9,704 | 8,409 | 15,654 | 16,903 |
| Other costs | 173 | 1,179 | 133 | 2,430 |
| Production Costs | 34,729 | 40,094 | 64,825 | 76,834 |
| Transportation and other selling costs | 5,494 | 6,057 | 10,720 | 11,862 |
| Mining royalties expense | 1,525 | 3,046 | 3,183 | 5,459 |
| Finished goods inventory changes | 820 | (1,480) | 1,718 | 2,526 |
| Cost of sales | 42,568 | 47,717 | 80,446 | 96,681 |
(1) Mine royalty expense relates to the mining royalty due to the Bolivian government as a result of mining operations at the Sinchi Wayra and Illapa businesses.
| 16. | GENERAL AND ADMINISTRATIVE EXPENSES |
A summary of the Company’s general and administrative expenses is as follows:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| $ | $ | $ | $ | |
| Community relationship | 210 | 404 | 438 | 654 |
| Corporate administration | 646 | 919 | 1,230 | 1,402 |
| Professional fees | 518 | 783 | 1,221 | 1,258 |
| Salaries and benefits | 1,749 | 3,073 | 3,509 | 5,507 |
| Tax penalties and inflation charges | 834 | 1,619 | 2,479 | 2,912 |
| 3,957 | 6,798 | 8,877 | 11,733 | |
| 17. | FINANCE COSTS |
A summary of the Company’s finance costs (income) is as follows:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | ||
| Accretion of consideration payable (note 10) | - | - | - | 1,578 |
| Accretion of decommissioning provisions (note 13) | 394 | 480 | 775 | 961 |
| Accretion of Trafigura facility loan | - | 465 | - | 465 |
| Accretion (income) of receivable from COMIBOL (note 6(a)) | 12 | (730) | (440) | (1,461) |
| Financing charge on leases | 162 | 58 | 296 | 83 |
| Loss on change in fair value of consideration payable | 1,034 | 8,032 | 2,979 | 8,032 |
| Interest expense, carrying and finance charges | 349 | 416 | 600 | 857 |
| Interest (income) | (291) | (281) | (607) | (324) |
| Other finance expense (income) | (575) | (1,345) | (2,661) | (2,308) |
| 1,085 | 7,095 | 942 | 7,883 | |
| 18. | INCOME TAX |
| a) | Income tax expense |
A summary of the Company’s income tax expense is as follows:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Current tax expense | 4,692 | 6,220 | 12,734 | 8,327 |
| Deferred tax (recovery) | (3,628) | 628 | 8,036 | 620 |
| Income tax expense | 1,064 | 6,848 | 20,770 | 8,947 |
A summary of the Company’s reconciliation of income taxes at statutory rates for the three and six months ended June 30, 2025 and 2024, is as follows:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Income before income taxes | 22,041 | 8,387 | 51,198 | 139,511 |
| Combined federal and provincial statutory income tax rates | 27% | 27% | 27% | 27% |
| Income tax expense at statutory rates | 5,951 | 2,264 | 13,823 | 37,668 |
| Permanent differences | 5,943 | (516) | (6,855) | (33,784) |
| Change due to differences in tax rates | 4,435 | 2,183 | 15,169 | 2,485 |
| Inflation adjustment | (33) | (229) | (50) | (357) |
| Change due to foreign translation | (15,779) | 1,305 | (3,063) | 1,729 |
| Deferred tax assets not recognized | 1,585 | 51 | 1,324 | (726) |
| Mexico mining royalty tax | 48 | 1,768 | 235 | 748 |
| Tax effect of investment in subsidiaries | (1,508) | 22 | (236) | 790 |
| Impact of change in accounting estimate | 325 | - | 325 | - |
| Others | 97 | - | 98 | 394 |
| Income tax expense | 1,064 | 6,848 | 20,770 | 8,947 |
| 27 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX EXPENSE (continued) |
| b) | Deferred taxes |
The significant components of the Company’s deferred tax assets are as follows:
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Trade and other receivables | 1,264 | 1,346 |
| Other liabilities | 7,017 | 5,431 |
| Mineral properties, plant and equipment | 939 | 2,048 |
| Decommissioning and restoration provision | 2,146 | 2,554 |
| Non-capital losses | 3,230 | 2,813 |
| Capital losses | 4,329 | 4,607 |
| Inventories | 556 | 858 |
| Other assets | 916 | 497 |
| Mining tax | 121 | 128 |
| Other | 73 | 164 |
| Deferred tax assets | 20,591 | 20,446 |
The significant components of the Company’s deferred tax liabilities are as follows:
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Mineral properties, plant and equipment | (30,532) | (17,773) |
| Investment in subsidiaries | (5,593) | (5,954) |
| Inventories | - | (256) |
| Trade payables and accrued liabilities | (86) | (160) |
| COMIBOL initial investment period CAPEX receivable | (2,806) | (7,934) |
| Other | (1,060) | - |
| Deferred tax liabilities | (40,077) | (32,077) |
The following table reconciles the deferred tax assets and liabilities to the Consolidated Statements of Financial Position:
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Deferred tax assets | 12,002 | 9,602 |
| Deferred tax liabilities | (31,488) | (21,233) |
| (19,486) | (11,631) |
Deferred tax assets and liabilities that are probable to be utilized are offset if they relate to the same taxable entity and same taxation authority. Future potential tax deductions that do not offset deferred tax liabilities are considered to be deferred tax assets.
As at June 30, 2025, the Company had unrecognized capital losses of approximately $21,477 (December 31, 2024 - $16,355) that arose in Canada, the capital losses can be carried forward indefinitely.
As at June 30, 2025 the Company has unrecognized taxable temporary differences of $78,000 (December 31, 2024 - $109,706) for taxes that would be payable on the unremitted earnings of certain subsidiaries of the Company.
| 28 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX EXPENSE (continued) |
| c) | Bolivia uncertain income tax position relating to tax year 2017 |
As part of the Acquisition, the Company assumed potential pre-acquisition income tax liabilities for Bolivia’s 2017 tax year related to decommissioning and restoration provisions, depreciation of mineral properties, plant and equipment, undeclared income, and non-deductible expenses in the determination of the Bolivian current income tax. In the second quarter of 2023, the Company received notification from the Bolivian tax authorities on its decision to deny an appeal and confirmed the tax reassessment of 118,306 BOB ($8,273), which includes tax interest and penalties. The Company and the Bolivian tax authorities agreed on a financing arrangement (“financing arrangement”) by making an initial deposit of 40,479 BOB ($2,831) (which represents 35% of the total balance) in the second quarter of 2023, and monthly instalments for the remaining balance of 75,175 BOB ($5,257) over the next five years to June 2028.
The Company is challenging the Bolivian tax authorities’ decision and has filed legal proceedings with the Supreme Court of Justice and the Constitutional Court in Bolivia.
As the matter relates to income tax, and there is uncertainty over whether the relevant authorities will accept the current tax treatment under the Bolivian tax law, management believes that it meets the definition of an uncertain tax treatment and this in within the scope of IAS 12 – Income Taxes and IFRIC 23 – Uncertainty over Income Tax Treatments. In accordance with IFRIC 23, an entity shall consider whether it is probable (more likely than not) that a taxation authority will accept an uncertain tax treatment. If an entity concludes it is probable that a taxation authority will accept an uncertain tax treatment, the entity shall determine the taxable income or loss consistent with the tax treatment applied in its income tax filings.
Pursuant to the Sinchiwayra and Illapa acquisition agreements, Glencore has agreed to indemnify the Company for up to a maximum of $25,000, in aggregate, for all claims and liabilities arising from the acquisition. Such indemnification would, subject to such cap and certain conditions, extend to income tax liabilities. In the unlikely event that the Company exhausts all avenues and receives an unfavourable ruling, the Company is indemnified by the acquisition agreements and would not be liable for any income tax liability up to $25,000.
The Company obtained legal advice to assess the probability of a final favourable ruling from its legal proceedings and the acceptance of the current tax treatments of the various tax items. Based on the legal assessment, the Company believes it is probable that the current tax treatments will be accepted as it has a strong substantive defense. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at June 30, 2025.
As at June 30, 2025, the Company has remitted tax instalments totaling $5,018 inclusive of interest and penalties to the Bolivian tax authorities based on the financing arrangement. The Company has recognized a liability of $3,963 to account for the obligation to make the remaining payments under the financing arrangement (Note 11). The Company needs to continue to make payments under the financing arrangement until there is final legal resolution to avoid adverse actions from the taxation authorities such as the seizing of bank accounts. However, as the Company believes the current tax owing related to this matter is $nil and the amounts paid will ultimately be refunded to the Company, the total payment made to date of $5,018 and the liability for the remaining outstanding payments of $3,963 under the financing arrangement have been recognized as “trade and other receivables” (Note 6).
On January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the Tax authority issue a new assessment that is legally compliant, at that point management will determine whether or not to accept the new assessment or could challenge it again. Management has exercised its right to appeal the decision and the appeal is in the process of being evaluated by the court system. The appeal does not affect management’s current legal assessment which believes that it is probable that the current tax treatments will be accepted. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at June 30, 2026.
| 29 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 19. | CAPITAL MANAGEMENT |
The Company’s objective when managing its capital is to maintain its ability to continue as a going concern while at the same time maximizing the growth of its business and providing returns to its shareholders. The Company’s capital structure consists of shareholders’ equity (comprising issued capital plus equity reserves plus deficit) with a shareholders’ equity of $162,977 as at June 30, 2025 (December 31, 2024 - $131,347).
The Company manages its capital structure and makes adjustments based on changes to its economic environment and the risk characteristics of the Company’s assets. The Company’s capital requirements are effectively managed based on the Company having a thorough reporting, planning and forecasting process to help identify the funds required to ensure the Company is able to meet its operating and growth objectives.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility, see note 11(c) for details.
There are outstanding Standby letters of credit
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT |
The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:
| June 30, 2025 | Amortized cost | FVTPL | FVTOCI | Total |
| $ | $ | $ | ||
| Financial assets | ||||
| Cash and cash equivalents | 39,997 | - | - | 39,997 |
| Marketable securities | - | - | 17,872 | 17,872 |
| Trade and other receivables | 12,819 | 17,164 | - | 29,983 |
| 52,816 | 17,164 | 17,872 | 87,852 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 38,755 | - | - | 38,755 |
| Consideration payable | 21,185 | 9,077 | - | 30,262 |
| Loans payable | 24,692 | - | - | 24,692 |
| Other liabilities | 28,881 | - | - | 28,881 |
| 113,513 | 9,077 | - | 122,590 | |
| December 31, 2024 | ||||
| Financial assets | ||||
| Cash and cash equivalents | 35,721 | - | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | - | 41,864 |
| 60,183 | 17,402 | - | 77,585 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 47,389 | - | - | 47,389 |
| Consideration payable | 34,625 | 10,158 | - | 44,783 |
| Loans payable | 19,569 | - | - | 19,569 |
| Other liabilities | 38,578 | - | - | 38,578 |
| 140,161 | 10,158 | - | 150,319 |
| 30 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs for the asset or liability based on unobservable market data.
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
Marketable securities consists of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The Marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as finance income/cost.
The securities are held with Steifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 11a)). Although the securities held can be readily converted to cash they are restricted to the extent that the amounts serve as collateral. The Standy Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,830 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| June 30, 2025 | December 31, 2024 | |||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |
| $ | $ | $ | $ | $ | $ | |
| Assets | ||||||
| Marketable securities | 17,872 | - | - | - | - | - |
| Trade and other receivables | - | 17,164 | - | - | 17,402 | - |
| 17,872 | 17,164 | - | - | 17,402 | - | |
| Liabilities | ||||||
| Consideration payable | - | - | 9,077 | - | - | 10,158 |
| - | - | 9,077 | - | - | 10,158 | |
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that at December 31, 2023.
| 31 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc, lead and copper concentrates produced by all of the Company’s mines. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At June 30, 2025, the Company had receivable balances associated with buyers of its concentrates of $17,164 (December 31, 2024 - $17,402), the Company’s concentrate is sold to well-known and well established international concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
| June 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Cash and cash equivalents | 39,997 | 35,721 |
| Marketable securities | 17,872 | - |
| Trade and other receivables | 29,983 | 41,864 |
| Prepaid expenses and deposits | 8,352 | 5,656 |
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
| 32 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis at June 30, 2025:
| <1
year |
1
– 2 years |
2
– 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 34,565 | 4,190 | - | - | 38,755 |
| Consideration payable – base purchase price (1) | - | 2,500 | 40,000 | 20,000 | 62,500 |
| Consideration payable – CVR & additional payments | 309 | 1,443 | 6,166 | 4,965 | 12,883 |
| Loans payable | 22,518 | 2,174 | - | - | 24,692 |
| Lease payments | 2,160 | 207 | - | - | 2,367 |
| 59,552 | 10,514 | 46,166 | 24,965 | 141,197 |
| (1) | The Base Purchase Price has an acceleration option that enables the Company to repay less than the contractually committed amounts as presented in the table above, for further details see Note 10(a)(i). |
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net loss to changes in the exchange rate between the US dollar and the Bolivian boliviano, the Mexican peso and the Canadian dollar, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $375, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net loss by approximately $24, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net loss by approximately ($26).
| 33 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The Company’s financial assets and liabilities as at June 30, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 60 | 2,887 | 36,051 | 999 | 39,997 |
| Marketable securities | - | - | 17,872 | - | 17,872 |
| Trade and other receivables | 16 | 12,942 | 16,905 | 120 | 29,983 |
| 76 | 15,829 | 70,828 | 1,119 | 87,852 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 869 | 21,476 | 3,644 | 12,766 | 38,755 |
| Consideration payable | - | - | 30,262 | - | 30,262 |
| Loans payable | - | 21,389 | 3,303 | - | 24,692 |
| Other liabilities | - | 8,681 | 6,087 | 14,113 | 28,881 |
| 869 | 51,546 | 43,296 | 26,879 | 122,590 | |
| Net financial assets (liabilities) | (793) | (35,717) | 27,532 | (25,760) | (34,738) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at June 30, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at June 30, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $271.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
| 34 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 21. | RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION |
The Company’s related parties include its subsidiaries, joint arrangements and key management personnel. During its normal course of operation, the Company enters into transactions with its related parties for goods and services. All related party transactions for the three and six months ended June 30, 2025 and 2024, have been disclosed in these consolidated financial statements.
These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.
Remuneration of key management personnel
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Compensation to key management personnel was as follows:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| $ | $ | $ | $ | |
| Management and consulting fees | 627 | 529 | 1,309 | 1,071 |
| Share-based compensation | 1,133 | 8 | 1,282 | 19 |
| 1,760 | 537 | 2,591 | 1,090 | |
Of the $627 in management and consulting fees incurred with related parties during the three and six months ended June 30, 2025, $61 and $117, respectively (2024 - $24 and $51, respectively) was related to directors’ fees and $566 and $1,192 (2024 - $505 and $1,020, respectively), was related to management fees.
| 22. | SEGMENT INFORMATION |
The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management team, collectively the chief operating decision maker (“CODM”), in assessing performance and in determining the allocation of resources. The Company primarily manages its business by looking at individual producing and developing resource projects as well as the aggregate of the exploration and evaluation properties and typically segregate these projects between production, development, and exploration.
| a) | Operating segments |
The following reportable operating segments have been identified: the Bolivar mine and processing plant, the Porco mine and processing plant, the Caballo Blanco Group which includes the Tres Amigos, Colquechaquita mines and the Don Diego processing plant, the San Lucas Group which includes the Reserva mine and San Lucas feed sourcing business, Zimapan mine and processing plant, and Corporate and Other activities. The corporate division earns income that is considered incidental to the Company’s activities and therefore does not meet the definition of an operating segment.
(1) In the following tables it should be noted that the CODM reviews Bolivar and Porco revenues, cost of sales information, capital expenditures, total assets and total liabilities on a 100% basis whereas this financial information is recorded at 45% in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).
| 35 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
In the third quarter of 2024, the Company changed its business process and began feeding all of Reserva’s ore to the San Lucas feed sourcing business instead of combining it with the other mines in the Caballo Blanco Group. The change in business process has changed the manner in which information is reviewed by the CODM and the operating segments have been updated to present the Reserva mine as part of the San Lucas Group.
Management has prepared the segmented information showing the assets, liabilities and capital expenditures of Reserva under the old basis within the Caballo Blanco Group and under the new basis within the San Lucas Group. Management was unable to present the operating results of Revenues, Mine Operating Costs and Gross profit because the necessary information is not available and the cost to develop it would be excessive. Refer to the tables below to see the information of assets, liabilities and capital expenditures prepared using the old basis and the new basis.
Significant information relating to the Company’s reportable operating segments is summarized in the tables below:
| Three months ended June 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 18,338 | 8,095 | 19,413 | 22,072 | 20,577 | - | (14,355) | (845) | 73,295 |
| Mine operating costs | |||||||||
| Cost of sales | (7,783) | (4,745) | (5,855) | (14,590) | (17,358) | - | 6,918 | 845 | (42,568) |
| Depletion and amortization | (3,437) | (742) | (1,908) | (528) | (1,741) | - | 2,917 | - | (5,439) |
| (11,220) | (5,487) | (7,763) | (15,118) | (19,099) | - | 9,835 | 845 | (48,007) | |
| Gross profit | 7,118 | 2,608 | 11,650 | 6,954 | 1,478 | - | (4,520) | - | 25,288 |
Three months ended June 30, 2024 (Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 21,453 | 10,323 | 18,709 | 17,252 | 20,949 | - | (17,062) | (1,139) | 70,485 |
| Mine operating costs | |||||||||
| Cost of sales | (12,413) | (7,988) | (11,889) | (13,867) | (13,720) | - | 11,021 | 1,139 | (47,717) |
| Depletion and amortization | (4,066) | 475 | (2,755) | (17) | (2,796) | - | 2,247 | - | (6,912) |
| (16,479) | (7,513) | (14,644) | (13,884) | (16,516) | - | 13,268 | 1,139 | (54,629) | |
| Gross profit | 4,974 | 2,810 | 4,065 | 3,368 | 4,433 | - | (3,794) | - | 15,856 |
| Six months ended June 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 39,764 | 18,522 | 35,136 | 39,895 | 43,783 | - | (31,682) | (1,809) | 143,609 |
| Mine operating costs | |||||||||
| Cost of sales | (16,030) | (10,146) | (11,515) | (24,638) | (34,165) | - | 14,239 | 1,809 | (80,446) |
| Depletion and amortization | (5,760) | (2,083) | (3,865) | (1,000) | (2,858) | - | 5,550 | - | (10,016) |
| (21,790) | (12,229) | (15,380) | (25,638) | (37,023) | - | 19,789 | 1,809 | (90,462) | |
| Gross profit | 17,974 | 6,293 | 19,756 | 14,257 | 6,760 | - | (11,893) | - | 53,147 |
Six months ended June 30, 2024 (Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 41,232 | 18,571 | 29,438 | 32,572 | 35,467 | - | (32,140) | (2,066) | 123,074 |
| Mine operating costs | |||||||||
| Cost of sales | (26,590) | (15,981) | (25,403) | (28,431) | (25,557) | - | 23,215 | 2,066 | (96,681) |
| Depletion and amortization | (6,690) | (864) | (2,809) | (22) | (4,430) | - | 4,677 | - | (10,138) |
| (33,280) | (16,845) | (28,212) | (28,453) | (29,987) | - | 27,892 | 2,066 | (106,819) | |
| Gross profit | 7,952 | 1,726 | 1,226 | 4,119 | 5,480 | - | (4,248) | - | 16,255 |
| As at June 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 2,602 | 558 | 1,379 | 844 | 8,296 | - | (1,595) | - | 12,084 |
| Total assets | 110,005 | 73,689 | 111,861 | 59,552 | 71,950 | 15,296 | (72,369) | - | 369,984 |
| Total liabilities | (37,817) | (27,346) | (82,152) | (1,432) | (49,713) | (30,426) | 21,879 | - | (207,007) |
| As at December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | 7$ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 7,309 | 3,756 | 6,588 | 2,683 | 9,642 | - | (7,359) | - | 22,619 |
| Total assets | 119,275 | 72,971 | 92,386 | 89,962 | 59,878 | 16,582 | (77,029) | - | 374,025 |
| Total liabilities | (47,244) | (31,169) | (7,985) | (96,666) | (40,292) | (45,039) | 25,717 | - | (242,678) |
| 36 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
| b) | Segment revenue by operating segment, product and major customers |
| Three months ended June 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 11,530 | 2,724 | 10,816 | 8,277 | 11,562 | - | - | - | 44,909 |
| Zinc | 7,435 | 5,609 | 7,703 | 15,778 | 9,532 | - | - | - | 46,057 |
| Lead | 369 | 302 | 1,130 | 956 | 2,432 | - | - | - | 5,189 |
| Copper | - | - | - | - | 2,119 | - | - | - | 2,119 |
| Illapa joint operation (55%) | - | - | - | - | - | - | (14,355) | - | (14,355) |
| Intercompany transactions | 109 | 224 | 512 | - | - | - | - | (845) | - |
| Provisional pricing adjustments | 76 | 18 | 373 | (977) | (887) | - | - | - | (1,397) |
| Smelting and refining costs | (1,181) | (782) | (1,121) | (1,962) | (4,181) | - | - | - | (9,227) |
| Sales to external customers | 18,338 | 8,095 | 19,413 | 22,072 | 20,577 | - | (14,355) | (845) | 73,295 |
Three months ended June 30, 2024 (Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 10,451 | 3,072 | 6,504 | 4,870 | 9,929 | - | - | - | 34,826 |
| Zinc | 11,042 | 6,921 | 11,603 | 14,240 | 8,043 | - | - | - | 51,849 |
| Lead | 792 | 358 | 1,202 | 508 | 3,563 | - | - | - | 6,423 |
| Copper | - | - | - | - | 2,403 | - | - | - | 2,403 |
| Illapa joint operation (55%) | - | - | - | - | - | - | (17,062) | - | (17,062) |
| Intercompany transactions | 368 | 389 | 382 | - | - | - | - | (1,139) | - |
| Provisional pricing adjustments | 1,865 | 1,373 | 2,071 | 32 | 2,590 | - | - | - | 7,931 |
| Smelting and refining costs | (3,065) | (1,790) | (3,053) | (2,398) | (5,579) | - | - | - | (15,885) |
| Sales to external customers | 21,453 | 10,323 | 18,709 | 17,252 | 20,949 | - | (17,062) | (1,139) | 70,485 |
| Six months ended June 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 23,606 | 7,420 | 17,401 | 14,889 | 23,082 | - | - | - | 86,398 |
| Zinc | 17,951 | 11,500 | 17,016 | 26,793 | 19,813 | - | - | - | 93,073 |
| Lead | 859 | 820 | 1,823 | 1,821 | 4,787 | - | - | - | 10,110 |
| Copper | - | - | - | - | 4,347 | - | - | - | 4,347 |
| Illapa
joint operation 55% interest |
- | - | - | - | - | - | (31,682) | - | (31,682) |
| Intercompany transactions | 216 | 465 | 1,128 | - | - | - | - | (1,809) | - |
| Provisional pricing adjustments | 245 | 105 | 383 | (1,077) | 728 | - | - | - | 384 |
| Smelting and refining costs | (3,113) | (1,788) | (2,615) | (2,531) | (8,974) | - | - | - | (19,021) |
| Sales to external customers | 39,764 | 18,522 | 35,136 | 39,895 | 43,783 | - | (31,682) | (1,809) | 143,609 |
Six months ended June 30, 2024 (Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 21,534 | 5,786 | 9,809 | 10,106 | 18,196 | - | - | - | 65,431 |
| Zinc | 22,858 | 13,681 | 20,995 | 25,711 | 14,024 | - | - | - | 97,269 |
| Lead | 1,696 | 635 | 1,808 | 1,266 | 7,444 | - | - | - | 12,849 |
| Copper | - | - | - | - | 4,373 | - | - | - | 4,373 |
| Illapa
joint operation 55% interest |
- | - | - | - | - | - | (32,140) | - | (32,140) |
| Intercompany transactions | 574 | 795 | 697 | - | - | - | - | (2,066) | - |
| Provisional pricing adjustments | 1,602 | 1,426 | 1,917 | (47) | 2,835 | - | - | - | 7,733 |
| Smelting and refining costs | (7,032) | (3,752) | (5,788) | (4,464) | (11,405) | - | - | - | (32,441) |
| Sales to external customers | 41,232 | 18,571 | 29,438 | 32,572 | 35,467 | - | (32,140) | (2,066) | 123,074 |
During the three and six months ended June 30, 2025, the Company had two customers (2024 – two customers). One customer accounted for 72% and 70% of the total sales revenue for the three and six months ended June 30, 2025 (2024 – 70% and 71%, respectively). The other customer accounted for the remaining 28% and 30% of the total sales revenue for the three and six months ended June 30, 2025 respectively (2024 – 30% and 29%, respectively).
| 37 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Six Months ended June 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 23. | EARNINGS PER SHARE |
Earnings per share for the Company was calculated based on the following:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Net income for the period | 20,977 | 1,449 | 30,428 | 134,108 |
| Weighted average number of shares outstanding | 355,869,531 | 352,429,081 | 355,862,573 | 351,710,109 |
| Earnings per share – basic | 0.06 | 0.00 | 0.09 | 0.38 |
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Net income for the period | 20,977 | 1,449 | 30,428 | 134,108 |
| Weighted average number of shares outstanding | 355,869,531 | 352,429,081 | 355,862,573 | 351,710,109 |
| Incremental shares from options, RSUs, DSUs and PSUs | 17,639,662 | 643,034 | 17,936,662 | 643,034 |
| Earnings per share – diluted | 0.06 | 0.00 | 0.08 | 0.38 |
Earnings per share is based on the weighted average number of common shares of the Company outstanding during the period. The diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding share options, RSUs, DSUs and PSUs in the weighted average number of common shares outstanding during the period, if dilutive.
The following securities could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because they were anti-dilutive:
| 2025 | 2024 | |
| Stock options | 3,450,000 | 14,300,000 |
| 3,450,000 | 14,300,000 |
| 24. | SUPPLEMENTAL CASH FLOW INFORMATION |
A summary of the Company’s non-cash finance costs is as follows:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Accretion of consideration payable (note 10) | - | - | - | 1,578 |
| Accretion of decommissioning provision (note 13) | 394 | 480 | 775 | 961 |
| Accretion of Trafigura Loan Facility | - | 465 | - | 465 |
| Accretion of COMIBOL initial investment CAPEX receivable (note 6(a)) | 12 | (731) | (440) | (1,462) |
| Finance charges on leases | 162 | 58 | 296 | 83 |
| (Gain) loss on change in fair value of consideration payable (note 10) | 1,034 | 8,032 | 2,979 | 8,032 |
| Interest expense, carrying and finance charges (note 11) | 348 | 318 | 600 | 649 |
| Other expense income | - | (248) | - | (433) |
| 1,950 | 8,374 | 4,210 | 9,873 | |
| 38 |
Exhibit 99.10

MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE QUARTER ENDED JUNE 30, 2025
480 - 1140 West Pender Street, Vancouver, BC, V6E 4G1
www.santacruzsilver.com
Table of Contents
| Company Overview | 4 |
| 2025 Second Quarter Highlights | 5 |
| Management Business Overview and Outlook | 6 |
| Selected Quarterly Production Results | 7 |
| Bolivar Mine Operating Results | 10 |
| Porco Mine Operating Results | 12 |
| Caballo Blanco Group Operating Results | 13 |
| San Lucas Group Operating Results | 15 |
| Zimapan Mine | 17 |
| Other Properties | 18 |
| Qualified Person and Technical Disclosures | 18 |
| Overview of Financial Results | 19 |
| Quarters ended June 30, 2025 and 2024 | 19 |
| For the six months ended June 30, 2025 and 2024 | 20 |
| Summary of Quarterly Results | 21 |
| Liquidity, Capital Resources and Contractual Obligations | 22 |
| Liquidity | 22 |
| Off-balance Sheet Arrangements | 23 |
| Transactions with Related Parties | 23 |
| Subsequent Events | 23 |
| Material Accounting Estimates and Judgments | 24 |
| Accounting Policies Including Changes in Accounting Policies and Initial Adoption | 24 |
| Financial Instruments and Other Instruments | 25 |
| Outstanding Share Data | 28 |
| Internal Controls over Financial Reporting and Disclosure Controls and Procedures | 28 |
| Non-GAAP Measures | 29 |
| Cautionary Note Regarding Forward-looking Information | 36 |
| Additional Information | 37 |
| -2- |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
This Management’s Discussion and Analysis of results of operations and financial condition (“MD&A”) should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and six months ended June 30, 2025 and the notes thereto of Santacruz Silver Mining Ltd. (“the Company” or “Santacruz”) which have been prepared in accordance with IFRS Accounting Standards (“IFRS®”), as issued by the International Accounting Standards Board (“IASB”).
All dollar amounts are expressed in thousands of US dollars unless otherwise indicated. Unless otherwise noted, references to “C$” are to thousands of Canadian dollars, references to “MXN” are to thousands of Mexican pesos and references to “BOB” are to thousands of Bolivian bolivianos.
During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company determined that a correction was required and as such, restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023, refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three and six months ended June 30, 2024 have also been restated, refer to note 5 in the interim consolidated financial statements for details of the adjustments. Where applicable, previously reported figures in this MD&A have been updated to reflect the adjustments made as part of the restatement.
Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences. Throughout this MD&A, the terms first quarter, second quarter, third quarter, fourth quarter and year to date are respectively used interchangeably with the terms Q1, Q2, Q3, Q4 and YTD.
This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities regulation and should be read in conjunction with the “Risk Factors” and “Cautionary Note Regarding Forward-looking Information” section in this MD&A.
All information contained in this MD&A is current and has been approved by the Board of Directors of the Company as of August 18, 2025.
| -3- |
Santacruz was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (‘‘TSXV’’) under the symbol ‘‘SCZ’’.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at June 30, 2025, the Company had acquired ownership including mining concession rights to the following mineral properties:
Bolivia:
| ● | Sinchi Wayra (“Sinchi Wayra”), which consists of the following mineral properties and businesses located in Bolivia: | ||
| ○ | the Caballo Blanco Group which includes the Tres Amigos and Colquechaquita mines (the “Caballo Blanco Group” or “Caballo Blanco”) and the Don Diego processing plant (the “Don Diego Processing Plant” or “Don Diego”), which processes production from the Caballo Blanco Group as well as toll milling from the San Lucas feed sourcing business; | ||
| ○ | the Soracaya exploration project (the “Soracaya Project” or “Soracaya”); and | ||
| ○ | the San Lucas Group which includes the San Lucas feed sourcing and trading business and the Reserva mine (the “San Lucas Group” or “San Lucas”). | ||
| ● | Illapa (“Illapa”), with its operations held under an association agreement with Corporación Minera de Bolivia (“COMIBOL”) a Bolivian state-owned entity comprising: | ||
| ○ | the Bolivar mine (the “Bolivar Mine” or “Bolivar”) and process plant complex; and | ||
| ○ | the Porco mine (the “Porco Mine” or “Porco”) and process plant complex. | ||
Mexico:
| ○ | The Zimapan mine (the “Zimapan Mine” or “Zimapan”) and processing plant located in Hidalgo, Mexico; | |
| ○ | The La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
Management has assessed the nature of its interest in the Illapa Business and determined it to be a joint operation. The Company records its 45% interest in the assets, liabilities, revenues and expenses of the Illapa Business in its consolidated financial statements. The Company is solely responsible for certain transactions made by the Illapa business, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL for its share of the joint operation. The Company is the operator of the Illapa Business and as such the chief executive officer and executive management team review the Bolivar and Porco operating and financial information on a 100% basis. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to Note 22 of the unaudited interim consolidated financial statements).
In this MD&A, operational information for Bolivar and Porco is presented at 100%. Readers of this MD&A are cautioned that although in the operating section of this MD&A the Company reports 100% of the production and sales information, the Company records 45% of the assets, liabilities, revenues and expenses in its consolidated financial statements. In contrast to the operational information, all financial information presented in this MD&A is reported showing 45% of the assets, liabilities, revenues and expenses which coincides with the information presented in the audited consolidated financial statements.
From the acquisition of the Bolivian operations through to December 2024, the Company has used the official fixed rate of 6.96 BOB/USD to record transactions denominated in BOB. Commencing January 1, 2025, the Company has been recording transactions denominated in Bolivian Bolivianos (BOB) using a spot rate determined by an estimation technique instead of the official rate. The Company believes this methodology for calculating the foreign exchange from BOB to USD is a more accurate representation of the current economic conditions in Bolivia. The average rate determined by using the new valuation technique for the six months ended June 30, 2025 was 13.44 BOB/USD. All monetary assets and liabilities outstanding as at June 30, 2025 have been revalued using a spot rate of 14.30 BOB/USD.
In the third quarter of 2024, the Company changed its business process and began feeding all of the Reserva mine’s ore to the San Lucas feed sourcing business instead of combining it with the ore from other mines in the Caballo Blanco Group. To reflect the change in business process, the operating segments were updated in Q3 2024 to present the results of the Reserva mine as part of the San Lucas Group, comparative information from previous periods has not been updated and the results of the Reserva mine are still presented as part of the Caballo Blanco Group.
| -4- |
2025 Second Quarter Highlights
| 2025 Q2 | 2025 Q1 | Change Q2 vs Q1 |
2024 Q2 Restated(6) |
Change ‘25 Q2 vs ‘24 Q2 |
2025 YTD |
2024 YTD Restated (6) |
Change ‘25
YTD | |
Operational |
||||||||
| Material Processed (tonnes milled) | 480,863 | 471,773 | 2% | 500,755 | (4%) | 952,637 | 971,503 | (2%) |
| Silver Equivalent Produced (ounces) (1) | 3,547,054 | 3,688,129 | (4%) | 4,166,364 | (15%) | 7,235,184 | 8,042,752 | (10%) |
| Silver Ounces Produced | 1,423,081 | 1,590,063 | (11%) | 1,671,359 | (15%) | 3,013,144 | 3,253,308 | (7%) |
| Zinc Tonnes Produced | 21,148 | 20,719 | 2% | 25,052 | (16%) | 41,868 | 47,899 | (13%) |
| Lead Tonnes Produced | 2,773 | 2,718 | 2% | 2,908 | (5%) | 5,492 | 5,861 | (6%) |
| Copper Tonnes Produced | 229 | 279 | (18%) | 284 | (19%) | 507 | 539 | (6%) |
| Silver Equivalent Sold (payable ounces) (2) | 2,993,136 | 3,059,556 | (2%) | 3,402,139 | (12%) | 6,052,692 | 7,035,077 | (14%) |
| Cash Cost of Production per Tonne (3) | 81.95 | 73.22 | 12% | 95.11 | (14%) | 77.63 | 94.18 | (18%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 19.48 | 17.84 | 9% | 21.66 | (10%) | 18.65 | 21.42 | (13%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 22.95 | 22.34 | 3% | 24.91 | (8%) | 22.64 | 24.58 | (8%) |
| Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (2) (3) (4) |
32.37 |
31.85 |
2% |
30.40 |
6% |
32.10 |
26.67 |
20% |
Financial |
||||||||
| Revenues | 73,295 | 70,314 | 4% | 70,485 | 4% | 143,609 | 123,074 | 17% |
| Gross Profit | 25,288 | 27,859 | (9%) | 15,856 | 59% | 53,147 | 16,255 | 227% |
| Net Income | 20,977 | 9,451 | 122% | 1,449 | 1348% | 30,428 | 134,108 | (77%) |
| Net Earnings) Per Share - Basic ($/share) | 0.06 | 0.03 | 100% | 0.00 | 0% | 0.09 | 0.38 | (76%) |
| Adjusted EBITDA (3) | 26,770 | 27,516 | (3%) | 15,971 | 68% | 54,286 | 14,662 | 270% |
| Cash and Cash Equivalent | 39,997 | 32,527 | 23% | 7,308 | 447% | 39,997 | 7,308 | 447% |
| Working Capital | 60,295 | 51,733 | 17% | 14,976 | 303% | 60,295 | 14,976 | 303% |
Year to Date Production Summary - By Mine
| Bolivar (5) | Porco (5) | Caballo Blanco Group | San Lucas Group | Zimapan | Total | |
| Material Processed (tonnes milled) | 117,159 | 96,653 | 109,421 | 181,669 | 447,735 | 952,637 |
| Silver Equivalent Produced (ounces) (1) | 1,387,815 | 728,364 | 1,344,687 | 1,798,971 | 1,975,347 | 7,235,184 |
| Silver Ounces Produced | 725,507 | 226,438 | 608,052 | 614,655 | 838,492 | 3,013,144 |
| Zinc Tonnes Produced | 7,208 | 5,460 | 7,523 | 12,658 | 9,019 | 41,868 |
| Lead Tonnes Produced | 383 | 293 | 1,082 | 990 | 2,744 | 5,492 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 507 | 507 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 215 | 88 | 184 | 123 | 79 | 117 |
| Zinc (%) | 6.77 | 6.01 | 7.30 | 7.73 | 2.59 | 4.97 |
| Lead (%) | 0.46 | 0.44 | 1.19 | 0.87 | 0.76 | 0.76 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.24 | 0.24 |
| Metal recovery per mine: | ||||||
| Silver (%) | 90 | 83 | 94 | 85 | 74 | 81 |
| Zinc (%) | 91 | 94 | 94 | 90 | 78 | 85 |
| Lead (%) | 71 | 69 | 83 | 62 | 81 | 75 |
| Copper (%) | N/A | N/A | N/A | N/A | 47 | 47 |
| Silver Equivalent Sold (payable ounces) (2) | 1,323,546 | 607,992 | 1,112,662 | 1,386,735 | 1,621,757 | 6,052,692 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas Group and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (6) | The revenues, gross profit, net loss, net loss per share, Adjusted EBITDA, and working capital were restated as a result of corrections made to the 2024 comparatives. Refer to Note 5 of the consolidated interim financial statements for further details and impacts of the restatement. |
| -5- |
Management Business Overview and Outlook
Debt Reduction and Restructuring:
On March 20th 2025, the Company made a $10,000 payment to Glencore as part of a plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. An additional payment of $7,500 was made in May 2025 and an additional payment of $7,500 was made in July 2025. The Company plans to continue making bi-monthly payments until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished.
Bolivian Operations:
Our Bolivian operations will continue to follow the 2025 mine plan which prioritizes accessing areas with higher silver grades. Operational efficiency will remain a core focus for our mining and milling activities. The strategy is anchored on two key pillars: optimizing mining costs and improving metal recovery rates in our processing plants. This dual approach is designed to enhance the quality of our concentrates while maintaining a sustainable balance between cost optimization and productivity.
Mexican Operations:
In 2025, the Zimapan operations will continue to leverage the 2024 capex investments increasing production and improving overall productivity. A key objective is to begin mining at Level 960, which has mineralized material which will generate higher silver head grades. Cost optimization initiatives will remain in place, with a continued focus on maintaining a balanced approach between production growth and operational efficiency. Process improvements have already yielded positive results over recent quarters, and management is committed to building on these gains. In addition to local operational improvements, the Company is focusing on generating synergies across its portfolio to enhance integration, streamline processes, and drive sustainable improvements in both output and financial performance.
| -6- |
Selected Quarterly Production Results
2025 Q2 |
2025 Q1 |
2024 Q4 |
2024 Q3 | 2024 Q2 | 2024 Q1 |
Change
Q2 vs Q1 |
Change ‘25 Q2 vs ‘24 Q2 | |
| Material Processed (tonnes milled) | ||||||||
| Bolivar (4) | 54,803 | 62,356 | 69,411 | 70,271 | 72,151 | 72,802 | (12%) | (24%) |
| Porco (4) | 49,152 | 47,501 | 53,702 | 48,714 | 51,307 | 50,862 | 3% | (4%) |
| Caballo Blanco Group | 57,773 | 51,648 | 60,776 | 58,374 | 83,661 | 72,462 | 12% | (31%) |
| San Lucas Group | 94,973 | 86,695 | 92,369 | 96,160 | 83,900 | 69,221 | 10% | 13% |
| Zimapan | 224,162 | 223,573 | 216,883 | 217,741 | 209,736 | 205,402 | 0% | 7% |
| Total | 480,863 | 471,773 | 493,141 | 491,260 | 500,755 | 470,749 | 2% | (4%) |
|
Silver Equivalent Produced (ounces) (1) |
||||||||
| Bolivar (4) | 601,516 | 786,299 | 920,614 | 905,862 | 904,204 | 899,355 | (24%) | (33%) |
| Porco (4) | 360,841 | 367,523 | 423,387 | 417,690 | 454,364 | 466,900 | (2%) | (21%) |
| Caballo Blanco Group | 685,479 | 659,208 | 798,976 | 646,605 | 832,229 | 740,895 | 4% | (18%) |
| San Lucas Group | 940,457 | 858,514 | 992,949 | 1,052,528 | 1,026,334 | 878,182 | 10% | (8%) |
| Zimapan | 958,761 | 1,016,585 | 961,401 | 1,010,529 | 949,233 | 891,056 | (6%) | 1% |
| Total | 3,547,054 | 3,688,129 | 4,097,327 | 4,033,214 | 4,166,364 | 3,876,388 | (4%) | (15%) |
Silver Ounces Produced |
||||||||
| Bolivar (4) | 304,468 | 421,040 | 491,378 | 483,300 | 427,665 | 425,756 | (28%) | (29%) |
| Porco (4) | 105,901 | 120,537 | 145,585 | 171,972 | 151,258 | 176,436 | (12%) | (30%) |
| Caballo Blanco Group | 294,786 | 313,266 | 368,822 | 248,605 | 318,520 | 284,810 | (6%) | (7%) |
| San Lucas Group | 319,634 | 295,021 | 329,760 | 354,877 | 364,607 | 294,998 | 8% | (12%) |
| Zimapan | 398,292 | 440,199 | 426,141 | 444,634 | 409,309 | 399,949 | (10%) | (3%) |
| Total | 1,423,081 | 1,590,063 | 1,761,686 | 1,703,388 | 1,671,359 | 1,581,949 | (11%) | (15%) |
Zinc Tonnes Produced |
||||||||
| Bolivar (4) | 3,225 | 3,983 | 4,611 | 4,553 | 5,168 | 5,063 | (19%) | (38%) |
| Porco (4) | 2,786 | 2,674 | 2,983 | 2,626 | 3,276 | 3,160 | 4% | (15%) |
| Caballo Blanco Group | 3,974 | 3,549 | 4,455 | 4,117 | 5,331 | 4,703 | 12% | (25%) |
| San Lucas Group | 6,643 | 6,015 | 7,089 | 7,525 | 7,150 | 6,279 | 10% | (7%) |
| Zimapan | 4,520 | 4,498 | 4,219 | 4,322 | 4,127 | 3,642 | 1% | 10% |
| Total | 21,148 | 20,719 | 23,357 | 23,143 | 25,052 | 22,847 | 2% | (16%) |
Lead Tonnes Produced |
||||||||
| Bolivar (4) | 182 | 201 | 327 | 305 | 300 | 395 | (9%) | (39%) |
| Porco (4) | 132 | 161 | 215 | 206 | 205 | 169 | (18%) | (36%) |
| Caballo Blanco Group | 595 | 486 | 549 | 515 | 641 | 611 | 22% | (7%) |
| San Lucas Group | 509 | 481 | 554 | 493 | 450 | 427 | 6% | 13% |
| Zimapan | 1,355 | 1,389 | 1,287 | 1,508 | 1,312 | 1,351 | (3%) | 3% |
| Total | 2,773 | 2,718 | 2,932 | 3,027 | 2,908 | 2,953 | 2% | (5%) |
Copper Tonnes Produced |
||||||||
| Zimapan | 229 | 279 | 248 | 270 | 284 | 256 | (18%) | (19%) |
| Total | 229 | 279 | 248 | 270 | 284 | 256 | (18%) | (19%) |
Silver Equivalent Sold (payable ounces) (2) |
||||||||
| Bolivar (4) | 586,851 | 736,696 | 777,765 | 730,460 | 775,682 | 1,014,743 | (20%) | (24%) |
| Porco (4) | 254,284 | 353,708 | 345,675 | 410,617 | 365,176 | 419,231 | (28%) | (30%) |
| Caballo Blanco Group | 596,038 | 516,624 | 629,937 | 708,726 | 688,391 | 573,346 | 15% | (13%) |
| San Lucas Group | 774,550 | 612,185 | 847,411 | 846,455 | 715,135 | 754,910 | 27% | 8% |
| Zimapan | 781,413 | 840,343 | 852,103 | 905,497 | 857,755 | 870,708 | (7%) | (9%) |
| Total | 2,993,136 | 3,059,556 | 3,452,891 | 3,601,755 | 3,402,139 | 3,632,938 | (2%) | (12%) |
| -7- |
Selected Quarterly Production Results (continued)
2025 Q2 |
2025 Q1 |
2024 Q4 |
2024 Q3(5) | 2024 Q2(5) | 2024 Q1(5) |
Change Q2 vs Q1 |
Change
‘25 Q2 vs ‘24 Q2 | |
| Cash Cost of Production per Tonne (3) | ||||||||
| Bolivar (4) | 94.96 | 81.19 | 121.19 | 135.61 | 120.01 | 112.94 | 17% | (21%) |
| Porco (4) | 66.26 | 69.14 | 97.39 | 119.35 | 114.53 | 92.96 | (4%) | (42%) |
| Caballo Blanco Group (4) | 54.70 | 56.27 | 76.15 | 107.55 | 96.27 | 113.94 | (3%) | (43%) |
| San Lucas Group | 130.84 | 101.64 | 234.29 | 200.18 | 134.50 | 156.51 | 29% | (3%) |
| Zimapan | 68.52 | 64.75 | 57.80 | 61.59 | 65.57 | 57.60 | 6% | 5% |
| Total | 81.95 | 73.22 | 106.35 | 110.50 | 95.11 | 93.19 | 12% | (14%) |
Cash Cost per Silver Equivalent Ounce Sold (3) |
||||||||
| Bolivar (4) | 14.86 | 13.50 | 18.65 | 20.41 | 18.90 | 17.43 | 10% | (21%) |
| Porco (4) | 19.78 | 16.60 | 24.84 | 24.54 | 24.41 | 21.59 | 19% | (19%) |
| Caballo Blanco Group (4) | 10.85 | 12.66 | 16.40 | 19.77 | 21.15 | 27.79 | (14%) | (49%) |
| San Lucas Group | 21.37 | 17.34 | 28.30 | 25.55 | 22.73 | 22.04 | 23% | (6%) |
| Zimapan | 27.56 | 25.70 | 23.34 | 22.08 | 22.50 | 20.29 | 7% | 23% |
| Total | 19.48 | 17.84 | 22.38 | 22.38 | 21.66 | 21.19 | 9% | (10%) |
All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (3) |
||||||||
| Bolivar (4) | 17.55 | 16.79 | 22.17 | 26.75 | 18.64 | 19.51 | 5% | (6%) |
| Porco (4) | 22.35 | 19.63 | 31.61 | 29.65 | 25.22 | 24.16 | 14% | (11%) |
| Caballo Blanco Group (4) | 13.87 | 14.78 | 19.60 | 21.75 | 26.21 | 31.60 | (6%) | (47%) |
| San Lucas Group | 23.69 | 19.16 | 34.22 | 26.43 | 22.86 | 22.28 | 24% | 4% |
| Zimapan | 32.35 | 34.32 | 27.13 | 27.07 | 27.62 | 22.59 | (6%) | 17% |
| Total | 22.74 | 22.34 | 27.83 | 27.40 | 24.91 | 24.27 | 5% | (6%) |
| Underground development (m) | 11,531 | 10,135 | 11,167 | 10,933 | 10,434 | 9,436 | 14% | 11% |
| Core Drilling (m) | 4,689 | 3,179 | 3,204 | 4,166 | 5,949 | 4,311 | 48% | (21%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold in the Non-GAAP Measures section, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold and Average Realized Price per Ounce of Silver Equivalent Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (5) | Cost of sales in previously reported quarters of 2024 were restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or were related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the annual consolidated financial statements and note 5 of the interim consolidated financial statements for further details regarding the restatement. |
Production Results
In the six months ended 2025, the Company processed 952,637 tonnes of ore, producing 7,235,184 silver equivalent ounces. This total includes 3,013,144 ounces of silver and 41,868 tonnes of zinc. Full Q2 2025 production results were released in a news release dated July 29, 2025.
Q2 2025 vs Q1 2025
In Q2 2025, Santacruz delivered stable operational performance, with growth in throughput and concentrate production at Caballo Blanco and San Lucas, and steady results at Porco and Zimapan. The Group’s overall silver equivalent output was temporarily affected by a mid-May water inflow at Bolívar, which restricted access to high-grade areas and reduced both volumes and grades. This impact was partially offset by San Lucas’ strategic contribution, increasing material supply and sustaining mill utilization, along with positive throughput gains in other operations. While Bolívar’s temporary disruption moderated consolidated silver equivalent production, the Group’s diversified asset base and flexible ore sourcing model supported overall operational continuity and revenue resilience.
| -8- |
Q2 2025 vs Q2 2024
In Q2 2025, Santacruz delivered a broadly resilient performance compared to Q2 2024, supported by operational efficiencies, flexible sourcing strategies, and diversified asset contributions. While Bolívar and Porco faced year-over-year declines in production due to lower throughput and grades, partly impacted by the water inflow event at Bolívar, these effects were mitigated by the strategic role of San Lucas and efficiency gains at Caballo Blanco, where higher grades and improved recoveries helped offset reduced volumes. Zimapan posted stable silver equivalent output, benefiting from stronger zinc head grades, and San Lucas maintained its margins, ensuring steady contribution to the Group´s throughput.
Cash Cost and All-in Sustaining Cost per Silver Equivalent Ounce Sold
Q2 2025 vs Q1 2025
On a consolidated basis, AISC remained broadly stable, moving slightly higher to $22.74/oz in Q2 2025 from $22.34/oz in Q1 2025. At the operational level, Bolivar´s AISC increased 5% to $17.55/oz, while Porco rose 14% to $22.35/oz, both impacted by lower production volumes. San Lucas reported an increase of 24% to 23.69/oz; however, this is consistent with its margin-based sourcing model, where ore costs adjust in line with market prices of metals. On the other hand, Caballo Blanco achieved a 6% reduction to $13.87/oz, reflecting efficiency gains in the operation. Zimapan reported an increase to $32.35/oz as a significant portion of its CAPEX for the year was executed earlier in the year.
Q2 2025 vs Q2 2024
Compared to Q2 2024, consolidated AISC improved 9%, declining to $22.74/oz from $24.91/oz. The most notable year-over-year improvements came from Caballo Blanco in Bolivia, where AISC dropped 47% to $13.87/oz, supported by operational efficiencies and the impact of currency depreciation in Bolivia.
| -9- |
Bolivar Mine Operating Results
| Bolivar Production Table (3) | 2025 Q2 |
2025 Q1 |
Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 54,803 | 62,356 | (12%) | 72,151 | (24%) | 117,159 | 144,952 | (19%) |
| Silver Equivalent Produced (ounces) (1) | 601,516 | 786,299 | (24%) | 904,204 | (33%) | 1,387,815 | 1,803,560 | (23%) |
| Silver Equivalent Sold (payable ounces) (2) | 586,851 | 736,696 | (20%) | 775,682 | (24%) | 1,323,546 | 1,790,425 | (26%) |
| Production | ||||||||
| Silver (ounces) | 304,468 | 421,040 | (28%) | 427,665 | (29%) | 725,507 | 853,421 | (15%) |
| Zinc (tonnes) | 3,225 | 3,983 | (19%) | 5,168 | (38%) | 7,208 | 10,231 | (30%) |
| Lead (tonnes) | 182 | 201 | (9%) | 300 | (39%) | 383 | 694 | (45%) |
| Average Grade | ||||||||
| Silver (g/t) | 190 | 237 | (20%) | 207 | (8%) | 215 | 203 | 6% |
| Zinc (%) | 6.52 | 7.00 | (7%) | 7.83 | (17%) | 6.77 | 7.75 | (13%) |
| Lead (%) | 0.44 | 0.47 | (6%) | 0.57 | (22%) | 0.46 | 0.65 | (30%) |
| Metal Recovery | ||||||||
| Silver (%) | 91 | 89 | 3% | 89 | 2% | 90 | 90 | (1%) |
| Zinc (%) | 90 | 91 | (1%) | 92 | (1%) | 91 | 91 | 0% |
| Lead (%) | 75 | 68 | 10% | 73 | 3% | 71 | 73 | (3%) |
| Cash Cost of Production per Tonne ($/t) (4) | 94.96 | 81.19 | 17% | 120.01 | (21%) | 87.63 | 116.46 | (25%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 14.86 | 13.50 | 10% | 18.90 | (21%) | 14.10 | 18.07 | (22%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 17.55 |
16.79 |
5% |
18.64 |
(6%) | 17.13 | 19.13 | (10%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (4) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Bolivar Mine has been active for more than 200 years. The current mine complex consists of an underground mine, 1,100 t/d milling facility, tailings storage facility, maintenance workshop, shaft-winder, water treatment plants, supplies warehouse, main office, hospital, and camp.
The Bolivar mine operates in two main areas: the Central Zone, an extension of the original ore deposit that runs deeper, and the Rosario Zone, a parallel area with its own separate entrance.
Currently the mine is producing about 21,000 tonnes of ore per month, and 840 meters of combined primary and secondary development each month. At the same time, ore from the San Lucas feed sourcing business is providing production flexibility and allowing the mill to operate efficiently.
The Bolívar mill has operated continuously since 1993, receiving feed from two main sources: the Bolívar Mine, which supplies approximately 70%, and toll feed sourced through the San Lucas feed sourcing business, contributing the remaining 30%. The mill processes each feed type separately, enabling precise analysis and reporting for each. Different reagent strategies are applied to each source due to the presence of pyrrhotite in the San Lucas feed, which is generally absent in the Bolívar mine feed.
| -10- |
Bolivar Mine Operating Results (continued)
Q2 2025 vs Q1 2025
Silver equivalent production decreased by 24% due to a 12% decline in tonnes processed; silver ounces declined by 28% and zinc by 19%. These reductions stem from a mid-May water inflow that flooded the Pomabamba South and Nané high grade areas, cutting access to planned stopes and lowering average head grades (silver -20%, zinc -7%). A modest gain in silver recoveries (+3%) only partially offset the impact of lower grades, while zinc recoveries were essentially flat (-1%). San Lucas’ flexible sourcing model has mitigated a significant portion of Bolivar’s production shortfall, helping sustain overall throughput and revenues until the affected areas are fully restored by the end of October.
Q2 2025 vs Q2 2024
Silver equivalent production was 33% lower year over year driven by a 24% decline in material processed; silver output dropped by 29% and zinc by 38%. The water inflow event described above limited mining flexibility and access to higher grade stopes, which resulted in weaker head grades (silver -8%, zinc -17%). Weaker head grades were marginally offset by improved silver recoveries (+2%) while zinc recoveries remained stable (-1%). San Lucas’ flexible sourcing model has mitigated a significant portion of the Bolívar shortfall, helping sustain overall throughput and revenues until operations in the affected areas are fully restored by the end of October.
| -11- |
| Porco Production Table (3) | 2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 49,152 | 47,501 | 3% | 51,307 | (4%) | 96,653 | 102,169 | (5%) |
| Silver Equivalent Produced (ounces) (1) | 360,841 | 367,523 | (2%) | 454,364 | (21%) | 728,364 | 921,264 | (21%) |
| Silver Equivalent Sold (payable ounces) (2) | 254,284 | 353,708 | (28%) | 365,176 | (30%) | 607,992 | 784,406 | (22%) |
| Production | ||||||||
| Silver (ounces) | 105,901 | 120,537 | (12%) | 151,258 | (30%) | 226,438 | 327,694 | (31%) |
| Zinc (tonnes) | 2,786 | 2,674 | 4% | 3,276 | (15%) | 5,460 | 6,436 | (15%) |
| Lead (tonnes) | 132 | 161 | (18%) | 205 | (36%) | 293 | 374 | (22%) |
| Average Grade | ||||||||
| Silver (g/t) | 79 | 98 | (20%) | 105 | (25%) | 88 | 117 | (25%) |
| Zinc (%) | 6.03 | 5.99 | 1% | 6.76 | (11%) | 6.01 | 6.74 | (11%) |
| Lead (%) | 0.41 | 0.46 | (11%) | 0.52 | (21%) | 0.44 | 0.49 | (11%) |
| Metal Recovery | ||||||||
| Silver (%) | 85 | 81 | 6% | 88 | (3%) | 83 | 85 | (3%) |
| Zinc (%) | 94 | 94 | 0% | 94 | 0% | 94 | 93 | 1% |
| Lead (%) | 65 | 73 | (11%) | 77 | (15%) | 69 | 74 | (7%) |
| Cash Cost of Production per Tonne ($/t) (4) | 66.26 | 69.14 | (4%) | 114.53 | (42%) | 67.67 | 103.79 | (35%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 19.78 | 16.60 | 19% | 24.41 | (19%) | 17.93 | 22.90 | (22%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) |
22.35 |
19.63 |
14% |
25.22 |
(11%) | 20.77 | 24.65 | (16%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (4) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions |
The Porco Mine has been in operation for nearly 500 years. The complex consists of an underground mine, milling facility, maintenance workshop, tailing storage facility, water treatment plant, supplies warehouse, main office, two hospitals and Yancaviri Camp.
The mine produces approximately 17,000 tonnes of ore, and on average realizes 600 meters of total development per month. The mine is comprised of two production areas. Hundimiento uses long hole mechanized mining methods to exploit the deeper extension of the primary vein complex, and the Central zone which is conventionally mined using more selective shrinkage stoping.
The milling facility is sourced by the mine feed (approximately 60%), and the toll feed from the San Lucas feed sourcing business (40%).
Q2 2025 vs Q1 2025
Material processed increased by 3%, while silver equivalent production remained roughly the same. Silver production declined 12% due to a 20% decrease in head grades that was partially offset by a 6% improvement in recoveries. Zinc production grew 4% with stable head grades (-1%) and recoveries (nil %). The offsetting movement between silver grades and recoveries limited the impact on overall silver equivalent ounces.
Q2 2025 vs Q2 2024
Material processed decreased by 4%, and silver equivalent production declined by 21%. Silver output was down
30% due to a 25% drop in silver head grades and a 3% decrease in recoveries. Zinc production fell 15% due to lower
head grades (-11%) and recoveries remained consistent.
| -12- |
Caballo Blanco Group Operating Results
| Caballo Blanco Group Production Table | 2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 57,773 | 51,648 | 12% | 83,661 | (31%) | 109,421 | 156,123 | (30%) |
| Silver Equivalent Produced (ounces) (1) | 685,479 | 659,208 | 4% | 832,229 | (18%) | 1,344,687 | 1,573,124 | (15%) |
| Silver Equivalent Sold (payable ounces) (2) | 596,038 | 516,624 | 15% | 688,391 | (13%) | 1,112,662 | 1,261,738 | (12%) |
| Production | ||||||||
| Silver (ounces) | 294,786 | 313,266 | (6%) | 318,520 | (7%) | 608,052 | 603,330 | 1% |
| Zinc (tonnes) | 3,974 | 3,549 | 12% | 5,331 | (25%) | 7,523 | 10,034 | (25%) |
| Lead (tonnes) | 595 | 486 | 22% | 641 | (7%) | 1,082 | 1,252 | (14%) |
| Average Grade | ||||||||
| Silver (g/t) | 168 | 202 | (17%) | 133 | 27% | 184 | 134 | 37% |
| Zinc (%) | 7.32 | 7.28 | 0% | 6.96 | 5% | 7.30 | 7.00 | 4% |
| Lead (%) | 1.23 | 1.15 | 7% | 1.04 | 18% | 1.19 | 1.07 | 11% |
| Metal Recovery | ||||||||
| Silver (%) | 94 | 93 | 1% | 89 | 6% | 94 | 90 | 5% |
| Zinc (%) | 94 | 94 | 0% | 92 | 3% | 94 | 92 | 3% |
| Lead (%) | 84 | 82 | 2% | 74 | 13% | 83 | 75 | 11% |
| Cash Cost of Production per Tonne ($/t) (3) | 54.70 | 56.27 | (3%) | 96.27 | (43%) | 55.44 | 104.47 | (47%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 10.85 | 12.66 | (14%) | 21.15 | (49%) | 11.69 | 24.17 | (52%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) |
13.87 |
14.78 |
(6%) |
26.21 |
(47%) |
14.29 | 28.66 | (50%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions |
Following a thorough examination of the Don Diego milling facility processing performance, Caballo Blanco Group made a strategic adjustment in Q3 to improve metal recovery and concentrate value. Previously, the milling facility handled ore from three mines: Colquechaquita, Tres Amigos, and Reserva. A recent evaluation revealed that processing a blend of ores exclusively from Colquechaquita and Tres Amigos at Don Diego significantly improved silver recovery in the lead concentrate. This enhancement adds greater value to the lead concentrate and generates additional revenue for the Company. The process modification is consistent with our goal of enhancing efficiencies by improving metal recoveries and concentrate value.
Ore from the Reserva mine will now be processed and blended with ore from the San Lucas ore sourcing business to improve overall operating efficiency. The initial results of this adjustment reveal significant gains in silver in lead concentrate recovery, prompting management to adopt this new processing approach as the standard going forward. This revised operational framework will help both Caballo Blanco and San Lucas achieve more consistent recovery performance and maximize the value of its mineral resources.
| -13- |
Caballo Blanco Group Mine Operating Results (continued)
Q2 2025 vs Q1 2025
Material processed increased by 12%, while silver equivalent production increased by 4%; the lower relative growth is due to reduced silver head grades (-17%) that were partially offset by slightly higher recoveries (1%). Silver production decreased 6% due to the grade variance. Zinc production increased 12% with stable grades and recoveries.
Q2 2025 vs Q2 2024
Results between quarters are not directly comparable because prior-year figures included three mines, whereas current performance reflects only Colquechaquita and Tres Amigos following the reorganization in which Reserva mine production was 100% dedicated to the San Lucas processing facility starting in the second quarter of 2024. Material processed decreased by 31%, yet silver equivalent production declined by only 18%, indicating improved efficiency. Silver output decreased by 7% as materially higher silver head grades (+27%) and improved recoveries (+6%) were offset by lower tonnes processed; this, combined with the positive trend in silver prices, supported revenues. Zinc production decreased 25% due to lower throughput, partly mitigated by modest improvements in zinc head grades (+5%) and recoveries (+3%).
| -14- |
San Lucas Group Operating Results
| San Lucas Group Production Table | 2025 Q2 | 2025 Q1 |
Change Q2 vs Q1 |
2024 Q2 | Change Q2 vs Q2 | 2025 YTD | 2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 94,973 | 86,695 | 10% | 83,900 | 13% | 181,669 | 153,121 | 19% |
| Silver Equivalent Produced (ounces) (1) | 940,457 | 858,514 | 10% | 1,026,334 | (8%) | 1,798,971 | 1,904,515 | (6%) |
| Silver Equivalent Sold (payable ounces) (2) | 774,550 | 612,185 | 27% | 715,135 | 8% | 1,386,735 | 1,470,045 | (6%) |
| Production | ||||||||
| Silver (ounces) | 319,634 | 295,021 | 8% | 364,607 | (12%) | 614,655 | 659,605 | (7%) |
| Zinc (tonnes) | 6,643 | 6,015 | 10% | 7,150 | (7%) | 12,658 | 13,429 | (6%) |
| Lead (tonnes) | 509 | 481 | 6% | 450 | 13% | 990 | 877 | 13% |
| Average Grade | ||||||||
| Silver (g/t) | 124 | 123 | 1% | 165 | (25%) | 123 | 162 | (24%) |
| Zinc (%) | 7.81 | 7.65 | 2% | 9.31 | (16%) | 7.73 | 9.58 | (19%) |
| Lead (%) | 0.90 | 0.84 | 8% | 0.86 | 5% | 0.87 | 0.91 | (4%) |
| Metal Recovery | ||||||||
| Silver (%) | 85 | 86 | (2%) | 82 | 3% | 85 | 83 | 3% |
| Zinc (%) | 90 | 91 | (1%) | 91 | (2%) | 90 | 92 | (2%) |
| Lead (%) | 59 | 66 | (10%) | 62 | (4%) | 62 | 63 | (1%) |
| Cash Cost of Production per Tonne ($/t) (3) | 130.84 | 101.64 | 29% | 134.50 | (3%) | 116.91 | 144.45 | (19%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 21.37 | 17.34 | 23% | 22.73 | (6%) | 19.59 | 22.38 | (12%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 23.69 | 19.16 | 24% |
22.86 |
4% | 21.69 | 22.56 | (4%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The San Lucas feed sourcing business utilizes the excess production capacity of each of the milling facilities in Bolivia to produce concentrate. Feed is sourced from independent organized mining groups with whom San Lucas has negotiated agreements outlining methodology for valuation and purchase as well as validating the source of the feed and methods used in extraction. Once the ore material is sampled and the purchase is finalized, it is blended and processed. Starting from Q3 2024, the operating results of the Reserva mine are included in the San Lucas results because all ore produced by the Reserva mine is sold to the San Lucas feed sourcing business to achieve optimal recoveries.
Generally, the ore from the San Lucas feed sourcing business is campaigned through each milling facility and kept separate from mine feeds. Across the three milling facilities, the approximate distribution used by San Lucas to process third-party ore is 44% at Porco, 22% at Don Diego, and 34% at Bolívar. The feed volume and grade are variable and challenging to forecast; however, the consistent and fair business structure offered by our San Lucas feed sourcing business appeals to local miners. By working with a medium- to long-term perspective, we enhance the consistency of the ore, and additional agreements are currently being negotiated to increase feed sourced.
| -15- |
San Lucas Group Operating Results (continued)
Q2 2025 vs Q1 2025
The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content. Material processed increased by 10% and silver equivalent production grew proportionally by 10%, reflecting stable metallurgical performance. Silver output rose by 8% with stable head grades (1% higher) and slightly lower recoveries (-2%). Zinc production increased 10% due to marginal improvements in head grades (2%) and stable recoveries (-1%). San Lucas also fulfilled its strategic role by supporting overall Group mill utilization and helping to offset part of the impact from the temporary water flood event at Bolívar.
Q2 2025 vs Q2 2024
The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content. Material processed increased 13%; however, silver equivalent production decreased 8% as lower silver head grades (-25%) more than offset a 3% improvement in recoveries. Silver output declined 12% on the same grade trend. Zinc production decreased by 7% due to lower head grades (-16%) and stable recoveries (-2%). Through flexible sourcing, San Lucas continued to preserve margins and provided strategic support to mitigate the temporary disruption at Bolivar during the period.
| -16- |
Zimapan Production Table |
2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change
|
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 224,162 | 223,573 | 0% | 209,735 | 7% | 447,735 | 415,139 | 8% |
| Silver Equivalent Produced (ounces) (1) | 958,761 | 1,016,585 | (6%) | 949,233 | 1% | 1,975,347 | 1,840,289 | 7% |
| Silver Equivalent Sold (payable ounces) (2) | 781,413 | 840,343 | (7%) | 857,755 | (9%) | 1,621,757 | 1,728,464 | (6%) |
| Production | ||||||||
| Silver (ounces) | 398,292 | 440,199 | (10%) | 409,309 | (3%) | 838,492 | 809,259 | 4% |
| Zinc (tonnes) | 4,520 | 4,498 | 1% | 4,127 | 10% | 9,019 | 7,769 | 16% |
| Lead (tonnes) | 1,355 | 1,389 | (3%) | 1,312 | 3% | 2,744 | 2,663 | 3% |
| Copper (tonnes) | 229 | 279 | (18%) | 284 | (19%) | 507 | 539 | (6%) |
| Average Grade | ||||||||
| Silver (g/t) | 77 | 80 | (3%) | 80 | (3%) | 79 | 81 | (3%) |
| Zinc (%) | 2.62 | 2.56 | 2% | 2.46 | 7% | 2.59 | 2.38 | 9% |
| Lead (%) | 0.80 | 0.72 | 11% | 0.73 | 10% | 0.76 | 0.78 | (3%) |
| Copper (%) | 0.22 | 0.26 | (14%) | 0.30 | (25%) | 0.24 | 0.29 | (18%) |
| Metal Recovery | ||||||||
| Silver (%) | 71 | 77 | (7%) | 76 | (6%) | 74 | 75 | (1%) |
| Zinc (%) | 77 | 79 | (2%) | 80 | (4%) | 78 | 79 | (1%) |
| Lead (%) | 76 | 86 | (12%) | 86 | (12%) | 81 | 83 | (2%) |
| Copper (%) | 45 | 48 | (5%) | 45 | 0% | 47 | 44 | 6% |
| Cash Cost of Production per Tonne ($/t) (3) | 68.52 | 64.75 | 6% | 65.57 | 5% | 66.64 | 61.63 | 8% |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 27.56 | 25.70 | 7% | 22.50 | 23% | 26.60 | 21.38 | 24% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 32.35 |
34.32 |
(6%) |
27.62 |
17% |
33.37 | 25.08 | 33% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from Zimapan in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Zimapan operation produces feed from the Carrizal and Monte mines, which are connected by a 7.4-kilometre underground access and haulage tunnel which terminates at the San Francisco process plant. Mining methods used include long hole and cut and fill stoping. The plant processes about 72,000 tonnes per month and produces three concentrates using differential flotation. Tailings Storage Facility and other support facilities are located adjacent and downstream of the plant location.
Q2 2025 vs Q1 2025
Throughput was stable (nil% change) while silver equivalent production decreased 6%. Silver output fell 10% due to a 7% drop in recoveries and slightly lower head grades (-3%). Zinc production was stable (+1%) with marginally higher head grades (+2%) offset by a slight decrease in recoveries (-2%).
Q2 2025 vs Q2 2024
Material processed increased by 7%, and silver equivalent production improved by 1%, as a higher zinc contribution offset slightly lower silver production. Silver production decreased 3% due to modestly lower head grades (-3%) and a decrease in recoveries (-6%). Zinc production increased by 10%, supported by a 7% rise in head grades.
| -17- |
Soracaya is an approximately eight-hectare exploration asset located approximately 200 km south south-west of Potosi and 4.4 km from the San Vincente mine (owned by Pan American Silver). Verification of the resource to NI 43-101 standards is currently in progress as well as some claim maintenance work underground.
Qualified Person and Technical Disclosures
All scientific and technical disclosure contained in this MD&A was reviewed and approved by Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
Production at the Zimapan Mine is not supported by a feasibility study on mineral reserves demonstrating economic or technical viability or any other independent economic study under NI 43-101. Accordingly, there is increased uncertainty and higher economic and technical risks of failure associated with production operations at the Zimapan Mine. Production and economic variables may vary considerably due to the absence of a complete and detailed site analysis according to and in accordance with NI 43- 101. Project failure may adversely impact the Company’s future profitability.
| -18- |
Quarters ended June 30, 2025 and 2024
| 2025 Q2 | 2024 Q2 Restated (1) |
Change ‘25 Q2 vs ‘24 Q2 |
|
| Revenues | 73,295 | 70,485 | 4% |
| Mine operating costs | |||
| Cost of sales | (42,568) | (47,717) | (11%) |
| Depreciation, depletion and amortization | (5,439) | (6,911) | (21%) |
| Gross profit | 25,288 | 15,857 | 59% |
| General and administrative expenses | (3,957) | (6,798) | (42%) |
| Share-based compensation expense | (1,349) | (8) | 16763% |
| Operating income | 19,982 | 9,051 | 121% |
| Finance costs | (1,085) | (7,095) | (85%) |
| Foreign exchange gain | 3,144 | 6,341 | (50%) |
| Income before tax | 22,041 | 8,297 | 166% |
| Income tax expense | (1,064) | (6,848) | (84%) |
| Net income for the period | 20,977 | 1,449 | 1348% |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||
| Unrealized gain (loss) on marketable securities | 177 | - | 0% |
| Currency translation differences | (805) | 6,695 | (112%) |
| Comprehensive income for the period | 20,349 | 8,144 | 150% |
| Net income per share: | |||
| Basic | 0.06 | 0.00 | |
| Diluted | 0.06 | 0.00 | |
| Weighted average number of common shares: | |||
| Basic | 355,869,531 | 352,429,081 | |
| Diluted | 373,806,193 | 353,072,115 |
| (1) | The financial results were restated as a result of corrections made to the 2024 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
Revenues for the quarter ended June 30, 2025, were $73,295, an increase of $2,810 as compared to Q2 2024. The increase is primarily due to an increase in the average realized price of silver from $30.40 in Q2 2024 to $32.37 in Q2 2025.
Cost of sales for the quarter ended June 30, 2025, was $42,568, a decrease of $5,149 compared to Q2 2024. The large decrease is due the change effective January 1, 2025 to use the Bank rate instead of the Official rate to record transactions denominated in Bolivian Bolivianos. Increased labour costs, mine and plant maintenance costs and mine contractor fees and ore and concentrate purchase costs at other sites, were offset by decrease in costs caused by the reduction in exchange rate.
Depreciation, depletion and amortization for the quarter ended June 30, 2025, was $5,439, a decrease of $1,472 compared with Q2 2024. The decrease is mainly attributed to the extension of the mine life of Mexican operations. The corresponding mine properties are depreciated on a straight-line basis, thereby decreasing the periodic depreciation expense for the extended useful life.
Gross profit for the quarter ended June 30, 2025, was $25,288, an increase of $9,431 compared with Q2 2024, due to the variances described above.
| -19- |
General and administrative expenses for the quarter ended June 30, 2025, were $3,957, a decrease of $2,841 compared to Q2 2024. The decrease is mainly due to the change in exchange rate used to record BOB denominated transactions, which decreased salaries and benefits costs considerably.
Finance costs for the quarter ended June 30, 2025, were $1,085, a decrease of $6,010 compared to Q2 2024. The decrease is primarily attributed to a smaller loss in the current quarter arising from the change in fair value of consideration payable.
Foreign exchange gain for the quarter ended June 30, 2025, was $3,565 having decreased by $2,776 from $6,341 in Q2 2024. The decrease is again due to changing the exchange rate that is being used to record transactions denominated in BOB. The decrease was partially offset by the revaluation of monetary items on the balance sheet that was higher than usual due to the change in the exchange rate.
For the six months ended June 30, 2025 and 2024
| 2025 YTD | 2024 YTD |
Change ‘25 YTD vs ‘24 YTD | |
| Revenues | 143,609 | 123,074 | 17% |
| Mine operating costs | |||
| Cost of sales | (80,446) | (96,681) | (17%) |
| Depreciation, depletion and amortization | (10,016) | (10,137) | (1%) |
| Gross profit | 53,147 | 16,256 | 227% |
| General and administrative expenses | (8,877) | (11,733) | (24%) |
| Share-based compensation expense | (1,508) | (19) | 7837% |
| Operating income | 42,762 | 4,504 | 849% |
| Gain on adjustment to consideration payable | - | 133,255 | (100%) |
| Finance costs | (942) | (7,883) | (88%) |
| Foreign exchange gain | 9,378 | 13,179 | (29%) |
| Income before tax | 51,198 | 143,055 | (64%) |
| Income tax expense | (20,770) | (8,947) | 132% |
| Net income for the period | 30,428 | 134,108 | (86%) |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||
| Unrealized gain (loss) on marketable securities | 177 | - | 0% |
| Currency translation differences | (483) | 7,199 | (107%) |
| Comprehensive income for the period | 30,122 | 141,307 | (79%) |
| Net income (loss) per share: | |||
| Basic | 0.09 | 0.38 | |
| Diluted | 0.09 | 0.38 | |
| Weighted average number of common shares: | |||
| Basic | 355,862,573 | 351,710,109 | |
| Diluted | 373,799,235 | 352,353,143 |
Revenues for the six months ended June 30, 2025, were $143,609, an increase of $20,535 compared with the six months ended June 30, 2024. The increase is driven primarily by an increase in the average realized price per ounce of silver equivalent ounce sold from $26.67 in 2024 to $32.10 in2025.
Cost of sales for the six months ended June 30, 2025, was $80,446, a decrease of $16,235 compared with the six months ended June 30, 2024. The large decrease is due the change effective January 1, 2025 to using the Bank rate instead of the Official rate to record BOB denominated transactions. Increased labour costs, mine and plant maintenance costs and mine contractor fees and ore and concentrate purchase costs at other sites, were offset by decrease in costs caused by the reduction in exchange rate.
| -20- |
Depreciation, depletion and amortization for the six months ended June 30, 2025, was $10,016, a decrease of $121 compared with the six months ended June 30, 2024, which was mainly attributable to the extension of the mine life of Mexican operations. The corresponding mine properties are depreciated on a straight-line basis, thereby decreasing the periodic depreciation expense for the extended useful life. This is offset by a higher depreciation expense recognized in the preceding Q1 2025, which saw higher depreciation as a result of greater depreciation of assets applying the units of production depreciation method.
Gross profit for the six months ended June 30, 2025, was $53,147, an increase of $36,891 compared with the six months ended June 30, 2024 due to the factors described above.
General and administrative expenses for the six months ended June 30, 2025, was $8,877, a decrease of $2,856 compared to the six months ended June 30, 2024, which was mainly attributable to reductions in administration costs and salaries and benefits.
Finance costs for the six months ended June 30, 2025, was $942, a decrease of $6,941 compared to the six months ended June 30, 2024. The decrease was mainly due to a smaller loss arising from the change in fair value of consideration payable in the current period.
Foreign exchange gain for the six months ended June 30, 2025, was $9,378 compared to $13,179 in the six months ended June 30, 2024. The decrease is due to changing the exchange rate that is being used to record BOB denominated transactions by using the Bank rate instead of the Official rate.
Income tax expense for the six months ended June 30, 2025, was $20,770 compared to $8,947 in the six months ended June 30, 2024. The significant increase is due to a large deferred income tax expense recognized in Q1 2025 caused by changing the exchange rate that is being used to record transactions denominated in Bolivian Bolivianos by using the Bank rate instead of the Official rate. When the Bank rate was used it resulted in a decrease in the tax values of mineral properties, plant and equipment while the book values remained unchanged because they are translated at the historical exchange rate. The difference in the book and tax values generated a significant one-time deferred income tax expense and a deferred tax liability that will be unwound over the useful lives of the assets.
The following table presents selected financial information for each of the most recent eight quarters:
| 2025 | 2024 | 2023 Restated(2) | ||||||
| Q2 | Q1 | Q4 | Q3(2) | Q2(2) | Q1(2) | Q4 | Q3 | |
| Revenues | 73,295 | 70,314 | 81,669 | 78,244 | 70,485 | 52,589 | 57,616 | 64,408 |
| Mine operating costs | 48,007 | 42,455 | 56,419 | 62,523 | 54,629 | 52,190 | 50,369 | 58,837 |
| Gross profit | 25,288 | 27,859 |
25,250 |
15,721 |
15,856 |
399 | (15,385) | 5,571 |
| Operating expenses | (5,306) | (5,079) | (6,068) | (6,592) | (6,806) | (4,946) | (4,698) | (7,757) |
| Net income | 20,977 | 9,451 | 21,067 | 9,310 | 1,449 | 132,659 | 490 | (5,102) |
| Net income per share – basic and diluted | 0.06 | 0.03 |
0.06 |
0.03 |
0.00 |
0.38 | 0.00 | (0.01) |
| (1) | The basic and fully diluted calculations result in the same value due to the anti-dilutive effect of outstanding stock options and warrants for all quarters. |
| (2) | The financial results were restated as a result of corrections made to the 2024 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
The Company’s quarterly results vary based on the silver equivalent ounces sold per period together with the average realized silver price for the period. In Q1 2024 the Company recorded a one-time gain on adjustment to consideration payable of $133,255 after entering into the Term Sheet with Glencore.
| -21- |
Liquidity, Capital Resources and Contractual Obligations
As at June 30, 2025, the Company had cash and cash equivalents of $39,997 (December 31, 2024 - $35,721). The Company’s cash and cash equivalents are not exposed to liquidity risk and there is no restriction on the ability of the Company to use these funds to meet its obligations.
For the three and six months ended June 30, 2025, the Company reported net income of $20,977 and $30,428 respectively. (three months ended June 30, 2024 - net income of $1,449 and six months ended June 30, 2024 – net income of $134,108). As at June 30, 2025, the Company had working capital of $60,295 (December 31, 2024 - working capital of $46,296).
The Company has a consideration payable balance outstanding for the acquisition of the Sinchi Wayra and Illapa operations which occurred in 2022. The consideration payable consists of a base purchase price obligation and contingent value rights (“CVR”) obligation.
The base purchase price obligation consists of the Company paying up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time. Such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
During the six months ended June 30, 2025 the Company has made several payments to Glencore totalling $17,500 as part of a plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. An additional payment of $7,500 was made in July so that the total amount repaid is $25m. The Company plans to make additional bi-monthly payments of $7,500 commencing until reaching $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished.
The CVR has not resulted in any payments to date because the price of zinc has not reached the levels that would trigger a payment (greater than $3,850 per tonne).
At June 30, 2025, the Company has non-current loans payable of $2,174 (December 31, 2024 - $3,137), and non-current consideration payable to Glencore of $30,262 (December 31, 2024 - $34,783). In addition, the Company has retained earnings of $14,421 (December 31, 2024 – accumulated deficit of $16,007) and shareholders’ equity of $162,997 (December 31, 2024 - $131,347).
The Company’s cash flows from operating, investing, and financing activities during the six months ended June 30, 2025, are summarized as follows:
Three months ended June 30, |
Six months ended June 30, | |||
| 2025 | 2024 (1) | 2025 | 2024(1) | |
| Cash flow | ||||
| Cash generated by operating activities | 32,236 | 6,056 | 38,525 | 8,684 |
| Cash (used by) provided by investing activities | (29,487) | (4,632) | (46,332) | (6,504) |
| Cash (used by) provided by financing activities | 4,632 | 2,156 | 11,998 | 1,050 |
| Increase in cash and cash equivalents | 7,381 | 3,580 | 4,191 | 3,230 |
| Effect of exchange rate on cash and cash equivalents held in foreign currencies | 89 | (307) | 85 | (869) |
| Cash and cash equivalents, beginning of the period | 32,527 | 4,035 | 35,721 | 4,947 |
| Cash and cash equivalents, end of period | 39,997 | 7,308 | 39,997 | 7,308 |
| (1) | The cash generated by operating activities and used by investing and financing activities were restated as a result of corrections made to the 2024 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
Cash generated by operating activities of $38,525, primarily due to:
| ● | $35,602 in cash flows from operating activities before movements in working capital items; and, | |
| ● | $2,923 net increase in non-cash working capital items during the period. |
| -22- |
Cash used by investing activities of $46,332, primarily related to:
| ● | $11,449 spent on expenditures on mineral properties, plant and equipment; | |
| ● | $22,621 spent on purchases of marketable securities, net of $4,926 received from maturities of marketable securities; and, | |
| ● | $17,500 payment on the consideration payable balance for the acquisition of Sinchi Wayra. |
Cash provided by financing activities of $11,998, consists of:
| ● | $44,057 proceeds from loans payable; and, | |
| ● | $32,059 repayments of loans payable and lease liabilities. |
Capital Resources
The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments from shareholders.
The Company monitors its capital structure and based on changes in operations and economic conditions, may from time to time adjust the structure by repurchasing shares, issuing new shares, issuing new debt or retiring existing debt. The Company prepares an annual budget and quarterly forecasts to facilitate the management of its capital requirements. The annual budget is approved by the Company’s Board of Directors.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility. The Company is fully compliant with all financial covenants stipulated in the agreement.
Off-balance Sheet Arrangements
The Company has not entered into any material off-balance sheet arrangement such as guarantee contracts, contingent interests in assets transferred to unconsolidated entities or derivative financial obligations.
Transactions with Related Parties
During the three and six months ended June 30, 2025 and 2024, the Company incurred the following charges for directors, officers, and other members of key management of the Company, as well as for companies controlled by directors and officers of the Company:
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Management and consulting fees | 627 | 529 | 1,309 | 1,071 |
| Share-based compensation | 1,133 | 8 | 1,282 | 19 |
| 1,760 | 537 | 2,591 | 1,090 | |
Of the $627 in management and consulting fees incurred with related parties during the three months ended June 30, 2025, $61 (2024 - $24) was related to directors’ fees and $566 (2024 - $505) was related to management fees.
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Other than the amounts disclosed above, there was no other compensation paid or payable to key management for employee services for the reported periods.
On July 7, 2025 the Company made a third payment of $7,500 to Glencore as part of its plan to exercise the acceleration option to satisfy the base purchase price obligation owed to Glencore for the purchase of the Sinchi Wayra and Illapa operations. The first payment of $10,000 was made on March 20, 2025. The Company will continue to make bi-monthly payments of $7,500 commencing in May 2025 until reaching a total of $40,000 at which point the acceleration option will have been exercised and the base purchase price obligation of $80,000 will be extinguished. Refer to note 10 of the interim consolidated financial statements for further information.
| -23- |
Material Accounting Estimates and Judgments
The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:
Determination of Exchange rate for Bolivian operations
The Sinchi Wayra and Illapa operations are located in Bolivia and sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.
Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate (the “Official rate”) and the Bank rate used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the Official rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rate.
As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate to determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate (the “Bank rate”) is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.
The official rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations until December 31, 2024. Starting January 1, 2025 the Bank rate has been used to record transactions denominated in BOB. The average Bank rate for the six months ended June 30, 2025 was 13.44 BOB/USD. All monetary assets and liabilities outstanding as at June 30, 2025 have been revalued using the Bank spot rate of 14.30 BOB/USD. The exchange rate is management’s estimate of the $USD value of transactions denominated in BOB, accordingly comparative figures which were translated using the official rate have not been restated as the change in estimate is applied prospectively.
Accounting Policies Including Changes in Accounting Policies and Initial Adoption
The company acquired Treasury Bills and Treasury notes during the 3 months ended June 30, 2025, these instruments are financial assets and will be carried at fair value through other comprehensive income (FVTOCI). The instruments are classified as Marketable Securities and Long-term investments in the statement of financial position. The instruments at FVTOCI are initially recognized at fair value plus transaction costs. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTOCI are recognized in other comprehensive income (loss). When the securities mature or are sold the cumulative realized gains and losses are recognized through profit and loss as Finance Costs.
The remainder of the accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2024 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.
| -24- |
Financial Instruments and Other Instruments
| June 30, 2025 | Amortized cost | FVTPL | FXTOCI | Total |
| $ | $ | $ | $ | |
| Financial assets | ||||
| Cash and cash equivalents | 39,997 | - | - | 39,997 |
| Marketable securities | - | - | 17,872 | 17,872 |
| Trade and other receivables | 12,819 | 17,164 | - | 29,983 |
| 52,816 | 17,164 | 17,872 | 87,852 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 38,755 | - | - | 38,755 |
| Consideration payable | 21,185 | 9,077 | - | 30,262 |
| Loans payable | 24,692 | - | - | 24,692 |
| Other liabilities | 28,881 | - | - | 28,881 |
| 113,513 | 9,077 | - | 122,590 |
| December 31, 2024 | Amortized cost | FVTPL | FVTOCI | Total |
| Financial assets | ||||
| Cash and cash equivalents | 35,721 | - | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | - | 41,864 |
| 60,183 | 17,402 | - | 77,585 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 47,389 | - | - | 47,389 |
| Consideration payable | 34,625 | 10,158 | - | 44,783 |
| Loans payable | 19,569 | - | - | 19,569 |
| Other liabilities | 38,578 | - | - | 38,578 |
| 140,161 | 10,158 | - | 150,319 |
| (1) | The Trade and other receivables, trade payables and accrued liabilities and other liabilities amounts were restated as a result of corrections made to the 2024 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
| ● | Level 1: Quoted prices in active markets for identical assets or liabilities; | |
| ● | Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and | |
| ● | Level 3: Inputs for the asset or liability based on unobservable market data. |
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
Marketable securities consists of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The Marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as finance income/cost.
The securities are held with Steifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 11a)). Although the securities held can be readily converted to cash they are restricted to the extent that the amounts serve as collateral. The Standy Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,830 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
| -25- |
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| June 30, 2025 | December 31, 2024 | ||||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | ||
| $ | $ | $ | $ | $ | $ | ||
| Assets | |||||||
| Marketable securities | 17,872 | - | - | - | - | - | |
| Trade and other receivables | - | 17,164 | - | - | 17,402 | - | |
| 17,872 | 17,164 | - | - | 17,402 | - | ||
| Liabilities | |||||||
| Consideration payable | - | - | 9,077 | - | - | 10,158 | |
| - | - | 9,077 | - | - | 10,158 | ||
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that as at December 31, 2023.
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc and lead concentrates produced by all of the Company’s mines and the San Lucas trading business. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At June 30, 2025, the Company had receivable balances associated with buyers of its concentrates of $17,164 (December 31, 2024 - $17,402). The Company’s concentrate is sold to well-known concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
June 30, 2025 |
December 31, 2024 | |
| $ | $ | |
| Cash and cash equivalents | 39,997 | 35,721 |
| Marketable securities | 17,872 | - |
| Trade and other receivables | 29,983 | 41,864 |
| Prepaid expenses and deposits | 8,352 | 5,656 |
| -26- |
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis:
| <1
year |
1
- 2 years |
2
- 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 34,565 | 4,190 | - | - | 38,755 |
| Consideration payable - base purchase price(1) | - | 2,500 | 40,000 | 20,000 | 62,500 |
| Consideration payable - CVR & additional payments | 309 | 1,443 | 6,166 | 4,965 | 12,883 |
| Loans payable | 22,518 | 2,174 | - | - | 24,692 |
| Lease payments | 2,160 | 207 | - | - | 2,367 |
| 59,552 | 10,514 | 46,166 | 24,965 | 141,197 |
| (1) | The Base Purchase Price, as disclosed in Note 10(a), includes an acceleration option that enables the Company to repay less than the contractually committed amounts as presented in the table above. The Company continues to monitor its liquidity position and will determine prior to November 1, 2025 whether it will exercise the first acceleration option available to the Company. |
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net income to changes in the exchange rate between the US dollar and the Bolivian boliviano, the US dollar and the Mexican peso and the US dollar and the Canadian dollar, respectively, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $375, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net income by approximately $24, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net income by approximately $(26).
| -27- |
The Company’s financial assets and liabilities as at June 30, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 60 | 2,887 | 36,051 | 999 | 39,997 |
| Marketable securities | - | - | 17,872 | - | 17,872 |
| Trade and other receivables | 16 | 12,942 | 16,905 | 120 | 29,983 |
| 76 | 15,829 | 70,828 | 1,119 | 87,852 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 869 | 21,476 | 3,644 | 12,766 | 38,755 |
| Consideration payable | - | - | 30,262 | - | 30,262 |
| Loans payable | - | 21,389 | 3,303 | - | 24,692 |
| Other liabilities | - | 8,681 | 6,087 | 14,113 | 28,881 |
| 869 | 51,546 | 43,296 | 26,879 | 122,590 | |
| Net financial assets (liabilities) | (793) | (35,717) | 27,532 | (25,760) | (34,738) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at June 30, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at June 30, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $271.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
As at the date of this report, the Company has 359,958,729 common shares issued and outstanding, 14,871,809 common shares issuable under stock options, 1,186,662 common shares issuable under restricted share units, 500,000 common shares issuable under performance share units, 675,000 common shares issuable under deferred share units.
Internal Controls over Financial Reporting and Disclosure Controls and Procedures
The Company has disclosure controls and procedures in place to provide reasonable assurance that any information required to be disclosed by the Company under securities legislation is recorded, processed, summarized and reported within the applicable time periods and that required information is gathered and communicated to the Company’s management so that decisions can be made about the timely disclosure of that information.
The Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting. Any system of internal controls over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
The restatements of prior period financial statements reflect the company’s efforts to ensure the accuracy of its financial reporting. These restatements resulted from identified deficiencies in internal controls over financial reporting. In response, the company has undertaken measures to strengthen its internal control environment, including the hiring of additional staff at its corporate location, improvements to the process of the preparation of the consolidated financial statements and haven taken actions to improve the coordination between the Corporate accounting function and the site accounting teams and continues to monitor and improve its controls to prevent similar issues in the future. The company remains committed to maintaining effective internal controls and transparency in its financial disclosures.
| -28- |
The Company’s management, including the Chief Executive Officer and the Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design 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, the Company’s management cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgements in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any control system is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.
The Company has included certain non-GAAP performance measures throughout this MD&A, including Cash Cost per Silver Equivalent Ounce Sold, Cash Cost of Production per Tonne, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA each as defined in this section.
These performance measures are employed by the Company to measure its operating and financial performance internally, to assist in business decision-making, and provide key performance information to senior management. The Company believes that, in addition to conventional measures prepared in accordance with International Financial Reporting Standards (“IFRS® Accounting Standards”), as issued by the International Accounting Standards Board (“IASB”), certain investors and other stakeholders also use these non-GAAP measures as information to evaluate the Company’s operating and financial performance. As there are no standardized methods of calculating these non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The non-GAAP measures of cash cost per silver equivalent ounce sold and cash cost of production per tonne are used by the Company to manage and evaluate operating performance at respective mining operations and are widely reported in the silver mining industry as benchmarks for performance, but do not have a standardized meaning. Cash costs are calculated based on the cash operating costs at the respective mining operations and, in the case of cash cost per silver equivalent ounce sold, also include the third party concentrate treatment, smelting and refining cost.
Management of the Company believes that the Company’s ability to control the cash cost per silver equivalent ounce produced and cash cost of production per tonne are two of its key performance drivers impacting both the Company’s financial condition and results of operations. Having a low cash cost of production per tonne, when taken in connection with effective management of mining dilution, will improve the cash cost per silver equivalent ounce produced. Having a low-cost base per silver equivalent ounce of production allows the Company to continue operating during times of declining commodity prices and provides more flexibility in responding to changing market conditions. In addition, low-cost operations offer a better opportunity to generate positive cash-flows, which improves the Company’s financial condition.
The Company believes these measures provide investors and analysts with useful information about the Company’s underlying cash costs of operations and are relevant metrics used to understand the Company’s operating profitability and ability to generate cash-flow.
| -29- |
To facilitate a better understanding of these measures as calculated by the Company, the following table provides a detailed reconciliation between the cash cost of production per tonne, cash cost per silver equivalent ounce sold, and the Company’s operating expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss) contained in the respective financial statements for the referenced periods.
AISC is a non-GAAP measure and was calculated based on guidance provided by the World Gold Council (“WGC”) in September 2013. WGC is not a regulatory industry organization and does not have the authority to develop accounting standards for disclosure requirements. Other mining companies may calculate AISC differently as a result of differences in underlying accounting principles and policies applied, as well as differences in definitions of sustaining versus development capital expenditures.
AISC is a more comprehensive measure than cash cost per ounce for the Company’s operating performance by providing greater visibility, comparability and representation of the total costs associated with producing silver from its mining operations.
The Company defines sustaining capital expenditures as, “costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of productive output without resulting in an increase in the life of assets, future earnings, or improvements in recovery or grade. Sustaining capital includes costs required to improve/enhance assets to minimum standards for reliability, environmental or safety requirements.”
Consolidated AISC includes total production cash costs incurred at the Company’s mining operations, which forms the basis of the Company’s total cash costs. Additionally, the Company includes sustaining capital expenditures, corporate general and administrative expense, sustaining share-based payments (if any), and reclamation cost accretion. AISC for Bolivia Consolidated and Zimapan do not include certain corporate and non-cash items such as corporate general and administrative expense and sustaining share-based payments.
The Company believes that this measure represents the total sustainable costs of producing silver from current operations and provides the Company and other stakeholders of the Company with additional information of the Company’s operational performance and ability to generate cash flows. As the measure seeks to reflect the full cost of silver production from current operations, new project capital and expansionary capital at current operations are not included. Certain other cash expenditures, including tax payments, dividends and financing costs are also not included.
| -30- |
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The following tables provide a detailed reconciliation of these measures to our operating expenses, as reported in our interim consolidated financial statements.
| Three Months Ended June 30, 2025 | |||||||
| Bolivar (1) | Porco (1) | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 7,539 | 4,248 | 5,344 | 14,592 | 17,358 | - | 49,081 |
| Transportation and other selling cost | (1,197) | (912) | (1,347) | (1,986) | (1,213) | - | (6,655) |
| Royalty | (560) | (256) | (584) | (523) | (51) | - | (1,974) |
| Inventory change | (578) | 177 | (253) | 343 | (734) | - | (1,045) |
| Cash Cost of Production (A) | 5,204 | 3,257 | 3,160 | 12,426 | 15,361 | - | 39,408 |
| Cost of sales | 7,539 | 4,248 | 5,344 | 14,592 | 17,358 | - | 49,081 |
| Concentrate treatment, smelting and refining cost | 1,181 | 782 | 1,121 | 1,962 | 4,181 | - | 9,227 |
| Cash Cost of Silver Equivalent Sold (B) | 8,720 | 5,030 | 6,465 | 16,554 | 21,539 | - | 58,308 |
| Sustaining capital expenditures | 907 | 74 | 1,085 | 762 | 2,791 | - | 5,619 |
| General and administrative expenses | 577 | 413 | 611 | 982 | 833 | 804 | 4,220 |
| Accretion of decommissioning and restoration provision | 97 | 166 | 107 | 51 | 118 | - | 538 |
| All-in Sustaining Cash Cost (C) | 10,301 | 5,683 | 8,268 | 18,349 | 25,281 | 804 | 68,684 |
| Material processed (tonnes milled) (D) | 54,803 | 49,152 | 57,773 | 94,973 | 224,162 | - | 480,863 |
| Silver Equivalent Sold (payable ounces) (E) | 586,581 | 254,284 | 596,038 | 774,550 | 781,413 | - | 2,993,136 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 14.86 | 19.78 | 10.85 | 21.37 | 27.56 | - | 19.48 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 17.55 | 22.35 | 13.87 | 23.69 | 32.35 | - | 22.95 |
| Cash Cost of Production per tonne (A/D) | 94.96 | 66.26 | 54.70 | 130.84 | 68.52 | - | 81.95 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Three Months Ended June 30, 2024 (2) | |||||||
Bolivar (1) |
Porco (1) |
Caballo Blanco Group |
San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 11,598 | 7,125 | 11,505 | 13,859 | 13,721 | - | 57,808 |
| Transportation and other selling cost | (1,897) | (1,210) | (2,073) | (1,384) | (1,197) | - | (7,761) |
| Royalty | (1,535) | (708) | (1,408) | (630) | - | - | (4,281) |
| Inventory change | 493 | 669 | 30 | (560) | 1,229 | - | 1,861 |
| Cash Cost of Production (A) | 8,659 | 5,876 | 8,054 | 11,285 | 13,753 | - | 47,627 |
| Cost of sales | 11,598 | 7,125 | 11,505 | 13,859 | 13,721 | - | 57,808 |
| Concentrate treatment, smelting and refining cost | 3,064 | 1,790 | 3,053 | 2,398 | 5,579 | - | 15,884 |
| Cash Cost of Silver Equivalent Sold (B) | 14,662 | 8,915 | 14,558 | 16,257 | 19,300 | - | 73,692 |
| Sustaining capital expenditures | (640) | (214) | 2,547 | - | 2,190 | - | 3,883 |
| General and administrative expenses | 293 | 269 | 766 | 90 | 2,064 | 2,995 | 6,477 |
| Accretion of decommissioning and restoration provision | 141 | 240 | 173 | - | 136 | - | 690 |
| All-in Sustaining Cash Cost (C) | 14,456 | 9,210 | 18,044 | 16,347 | 23,690 | 2,995 | 84,742 |
| Material processed (tonnes milled) (D) | 72,151 | 51,307 | 83,661 | 83,900 | 209,735 | - | 500,755 |
| Silver Equivalent Sold (payable ounces) (E) | 775,682 | 365,176 | 688,391 | 715,135 | 857,755 | - | 3,402,139 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 18.90 | 24.41 | 21.15 | 22.73 | 22.50 | - | 21.66 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 18.64 | 25.22 | 26.21 | 22.86 | 27.62 | - | 24.91 |
| Cash Cost of Production per tonne (A/D) | 120.01 | 114.53 | 96.27 | 134.50 | 65.57 | - | 95.11 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
| -31- |
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne (continued)
| Six Months Ended June 30, 2025 | |||||||
| Bolivar (1) | Porco (1) | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 15,549 | 9,113 | 10,390 | 24,640 | 34,165 | - | 93,857 |
| Transportation and other selling cost | (2,909) | (1,978) | (2,929) | (3,276) | (2,317) | - | (13,409) |
| Royalty | (1,332) | (615) | (1,313) | (833) | (160) | - | (4,253) |
| Inventory change | (1,041) | 21 | (82) | 707 | (1,851) | - | (2,246) |
| Cash Cost of Production (A) | 10,267 | 6,541 | 6,066 | 21,238 | 29,837 | - | 73,949 |
| Cost of sales | 15,549 | 9,113 | 10,390 | 24,640 | 34,165 | - | 93,857 |
| Concentrate treatment, smelting and refining cost | 3,113 | 1,788 | 2,615 | 2,531 | 8,974 | - | 19,021 |
| Cash Cost of Silver Equivalent Sold (B) | 18,662 | 10,901 | 13,005 | 27,171 | 43,139 | - | 112,878 |
| Sustaining capital expenditures | 2,602 | 558 | 1,379 | 844 | 8,296 | - | 13,679 |
| General and administrative expenses | 1,204 | 818 | 1,330 | 1,971 | 2,444 | 1,628 | 9,395 |
| Accretion of decommissioning and restoration provision | 205 | 350 | 191 | 91 | 244 | - | 1,080 |
| All-in Sustaining Cash Cost (C) | 22,673 | 12,627 | 15,905 | 30,077 | 53,488 | 1,628 | 137,031 |
| Material processed (tonnes milled) (D) | 117,159 | 96,653 | 109,421 | 181,669 | 447,735 | - | 952,637 |
| Silver Equivalent Sold (payable ounces) (E) | 1,323,546 | 607,992 | 1,112,662 | 1,386,735 | 1,621,757 | - | 6,052,692 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 14.10 | 17.93 | 11.69 | 19.59 | 26.60 | - | 18.65 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 17.13 | 20.77 | 14.29 | 21.69 | 33.37 | - | 22.64 |
| Cash Cost of Production per tonne (A/D) | 87.63 | 67.67 | 55.44 | 116.91 | 66.64 | - | 77.63 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Six Months Ended June 30, 2024 (2) | |||||||
Bolivar (1) |
Porco (1) |
Caballo Blanco Group |
San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 25,317 | 14,215 | 24,705 | 28,431 | 25,558 | - | 118,226 |
| Transportation and other selling cost | (3,996) | (2,574) | (3,978) | (2,625) | (2,298) | - | (15,471) |
| Royalty | (2,638) | (1,398) | (2,462) | (1,182) | - | - | (7,680) |
| Inventory change | (1,802) | 361 | (1,955) | (2,505) | 2,324 | - | (3,577) |
| Cash Cost of Production (A) | 16,881 | 10,604 | 16,310 | 22,119 | 25,584 | - | 91,498 |
| Cost of sales | 25,317 | 14,215 | 24,705 | 28,431 | 25,558 | - | 118,226 |
| Concentrate treatment, smelting and refining cost | 7,031 | 3,751 | 5,789 | 4,464 | 11,405 | - | 32,440 |
| Cash Cost of Silver Equivalent Sold (B) | 32,348 | 17,966 | 30,494 | 32,895 | 36,963 | - | 150,666 |
| Sustaining capital expenditures | 1,163 | 389 | 4,125 | - | 2,950 | - | 8,627 |
| General and administrative expenses | 462 | 503 | 1,200 | 275 | 3,171 | 6,613 | 12,224 |
| Accretion of decommissioning and restoration provision | 281 | 480 | 345 | - | 274 | - | 1,380 |
| All-in Sustaining Cash Cost (C) | 34,254 | 19,338 | 36,164 | 33,170 | 43,358 | 6,613 | 172,897 |
| Material processed (tonnes milled) (D) | 144,952 | 102,169 | 156,123 | 153,121 | 415,139 | - | 971,503 |
| Silver Equivalent Sold (payable ounces) (E) | 1,790,425 | 784,406 | 1,261,738 | 1,470,045 | 1,728,264 | - | 7,035,077 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 18.07 | 22.90 | 24.17 | 22.38 | 21.38 | - | 21.42 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 19.13 | 24.65 | 28.66 | 22.56 | 25.08 | - | 24.58 |
| Cash Cost of Production per tonne (A/D) | 116.46 | 103.79 | 104.47 | 144.45 | 61.63 | - | 94.18 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
| -32- |
Average Realized Price per Ounce of Silver Equivalent Sold
Revenues are presented as the sum of invoiced revenues related to delivered shipments of zinc, lead and copper concentrates, after having deducted treatment, smelting and refining charges.
The following is an analysis of the gross revenues prior to treatment, smelting and refining charges, and shows deducted treatment, smelting and refining charges to arrive at the net reportable revenue for the period per IFRS. Gross revenues are divided by silver equivalent ounces sold to calculate the average realized price per ounce of silver equivalents sold.
Consolidated(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 87,650 | 87,547 | 175,291 | 155,213 |
| Add back: Treatment, smelting and refining charges | 9,227 | 15,884 | 19,021 | 32,440 |
| Gross Revenues | 96,877 | 103,431 | 194,312 | 187,653 |
| Silver Equivalent Sold (ounces) | 2,993,136 | 3,402,139 | 6,052,692 | 7,035,077 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 32.37 | 30.40 | 32.10 | 26.67 |
| Average Market Price per Ounce of Silver per London Silver Fix | 33.68 | 28.74 | 32.76 | 26.09 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Bolivar(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 18,229 | 21,086 | 39,548 | 40,659 |
| Add back: Treatment, smelting and refining charges | 1,181 | 3,064 | 3,113 | 7,031 |
| Gross Revenues | 19,410 | 24,150 | 42,661 | 47,690 |
| Silver Equivalent Sold (ounces) | 586,851 | 775,682 | 1,323,546 | 1,790,425 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 33.07 | 31.13 | 32.23 | 26.64 |
| Average Market Price per Ounce of Silver per London Silver Fix | 33.68 | 28.74 | 32.76 | 26.09 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Porco(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 7,871 | 9,934 | 18,057 | 17,776 |
| Add back: Treatment, smelting and refining charges | 782 | 1,790 | 1,788 | 3,751 |
| Gross Revenues | 8,653 | 11,724 | 19,845 | 21,527 |
| Silver Equivalent Sold (ounces) | 254,284 | 365,176 | 607,992 | 784,406 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 34.03 | 32.11 | 32.64 | 27.44 |
| Average Market Price per Ounce of Silver per London Silver Fix | 33.68 | 28.74 | 32.76 | 26.09 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
| -33- |
Caballo Blanco Group Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 18,901 | 18,326 | 34,008 | 28,740 |
| Add back: Treatment, smelting and refining charges | 1,121 | 3,053 | 2,615 | 5,789 |
| Gross Revenues | 20,022 | 21,379 | 36,623 | 34,529 |
| Silver Equivalent Sold (ounces) | 596,038 | 688,391 | 1,112,662 | 1,261,738 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 33.59 | 31.06 | 32.91 | 27.37 |
| Average Market Price per Ounce of Silver per London Silver Fix | 33.68 | 28.74 | 32.76 | 26.09 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
San Lucas Group Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 22,072 | 17,252 | 39,895 | 32,572 |
| Add back: Treatment, smelting and refining charges | 1,962 | 2,398 | 2,531 | 4,464 |
| Gross Revenues | 24,034 | 19,650 | 42,426 | 37,036 |
| Silver Equivalent Sold (ounces) | 774,550 | 715,135 | 1,386,735 | 1,470,045 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 31.03 | 27.48 | 30.59 | 25.19 |
| Average Market Price per Ounce of Silver per London Silver Fix | 33.68 | 28.74 | 32.76 | 26.09 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Zimapan Mine Average Realized Price per Ounce of Silver Equivalent Sold
| Three months June 30, | Six months ended June 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 20,577 | 20,949 | 43,783 | 35,467 |
| Add back: Treatment, smelting and refining charges | 4,181 | 5,579 | 8,974 | 11,405 |
| Gross Revenues | 24,758 | 26,528 | 52,757 | 46,872 |
| Silver Equivalent Sold (ounces) | 781,413 | 857,755 | 1,621,757 | 1,728,464 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 31.68 | 30.93 | 32.53 | 27.12 |
| Average Market Price per Ounce of Silver per London Silver Fix | 33.68 | 28.74 | 32.76 | 26.09 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
| -34- |
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP measure in which net income is adjusted for income tax expense, interest income, interest expense, amortization and depletion, and impairment charges, foreign exchange gains or losses, unrealized losses or gains on marketable securities, share-based payments expense, accretion expense, changes in fair value of consideration payable and other non-recurring items. Foreign exchange gains or losses may consist of both realized and unrealized losses.
Under IFRS, entities must reflect in compensation expense the cost of share-based payments. In the Company’s circumstances, share-based payments can involve a significant accrual of amounts that will not be settled in cash but are settled by the issuance of shares in exchange.
The Company discloses Adjusted EBITDA to aid in understanding of the results of the Company and is meant to provide further information about the Company’s financial results to investors.
The following table provides a reconciliation of Adjusted EBITDA for the three and six months ended June 30, 2025 and 2024.
| Three months ended June 30, | Six months ended June 30, | |||
| 2025 | 2024 Restated (1) |
2025 | 2024 Restated (1) | |
| Net income for the period | 20,977 | 1,449 | 30,428 | 134,108 |
| Income tax expense | 1,064 | 6,848 | 20,770 | 8,947 |
| Interest (income) | (291) | (281) | (607) | (324) |
| Interest expense, carrying and finance charges | 349 | 416 | 600 | 857 |
| Depreciation, depletion and amortization | 5,439 | 6,912 | 10,016 | 10,138 |
| Foreign exchange (gain) | (3,144) | (6,342) | (9,378) | (13,180) |
| Share-based compensation expense | 1,349 | 8 | 1,508 | 19 |
| Accretion (income) | 406 | 215 | 335 | 1,544 |
| (Gain) on adjustment to consideration payable | - | - | - | (133,255) |
| Loss on re-estimation of cash flows related to CAPEX receivable | 1,034 | 8,032 | 2,979 | 8,032 |
| Other finance expense (income) | (413) | (1,286) | (2,365) | (2,224) |
| Adjusted EBITDA | 26,770 | 15,971 | 54,286 | (14,662) |
| (1) | The comparative figures were restated as a result of corrections made to the 2024 financial statements. Refer to Note 3 of the consolidated interim financial statements for further details and impacts of the restatement. |
| -35- |
Cautionary Note Regarding Forward-looking Information
Certain of the statements and information in this MD&A constitute “forward-looking information” within the meaning of applicable Canadian provincial securities laws relating to the Company and its operations. All statements, other than statements of historical fact, are forward-looking statements. When used in this MD&A, the words, “will”, “believes”, “expects”, “intents”, “plans”, “forecast”, “objective”, “guidance”, “outlook”, “potential”, “anticipated”, “budget”, and other similar words and expressions, identify forward-looking statements or information. These forward-looking statements or information relate to, among other things: future financial or operational performance; the expected timing for release of forecasts for 2025, including our estimated production of silver, zinc, lead and copper, and for our estimated Cash Costs, AISC, capital and exploration, mine operation, general and administrative, care and maintenance expenditures; future anticipated prices for silver, zinc, lead and copper and other metals and assumed foreign exchange rates; the impacts of inflation on the Company and its operations; whether the Company is able to maintain a strong financial condition and have sufficient capital, or have access to capital, to sustain our business and operations; the timing and outcome with respect to the Company’s environmental, social and governance activities, and the Company’s corporate social responsibility activities and our reporting in respect thereof; the ability of the Company to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on the Company; the potential maximum consideration payable to Glencore pursuant to the Term Sheet; the future results of our exploration activities, anticipated mineral reserves and mineral resources; the costs associated with the Company’s decommissioning obligations; the Company’s plans and expectations for its properties and operations; and expectations with respect to the future anticipated impact of pandemics on our operations.
These forward-looking statements and information reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic, competitive, political, regulatory, and social uncertainties and contingencies. These assumptions, include: our ability to implement environmental, social and governance activities; tonnage of ore to be mined and processed; ore grades and recoveries; that the Company will receive all required regulatory approvals to operate; that the market price of zinc may be above certain minimum thresholds for the payment of the CVR Payments and Additional Payments; prices for silver, zinc, lead, copper remaining as estimated; currency exchange rates remaining as estimated; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; protection of our interests against claims and legal proceedings; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner and can be maintained. The foregoing list of assumptions is not exhaustive.
The Company cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements or information contained in this MD&A and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, some of which are described in the “Risks Factors” section of this MD&A without limitation: fluctuations in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN, BOL and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico, Bolivia or other countries where the Company may carry on business, some of which might prevent or cause the suspension or discontinuation of mining activities, including the risk of expropriation related to certain of our operations, particularly in Bolivia; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards; employee relations; relationships with and claims by the local communities and indigenous populations; availability and increasing costs associated with mining inputs and labour;
| -36- |
Cautionary note regarding forward-looking information (continued)
the Company’s ability to secure our mine sites or maintain access to our mine sites due to criminal activity, violence, or civil and labour unrest; that changes to the market price of zinc may affect the total consideration payable to Glencore pursuant to the omnibus agreement; the speculative nature of mineral exploration and development, including the risk of obtaining or retaining necessary licenses and permits; challenges to, or difficulty in maintaining, the Company’s title to properties and continued ownership thereof; diminishing quantities or grades of mineral reserves as properties are mined; global financial conditions; the Company’s ability to complete and successfully integrate acquisitions, and to mitigate other business combination risks; the actual results of current exploration activities, conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors; increased competition in the mining industry for properties, equipment, qualified personnel, and their costs; having sufficient cash to pay obligations as they come due; the duration and effects of the coronavirus and COVID-19 variants, and any other epidemics or pandemics on our operations and workforce, and their effects on global economies and society. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described, or intended. Investors are cautioned against attributing undue certainty or reliance on forward-looking statements or information. Forward-looking statements and information are designed to help readers understand Management’s current views of our near- and longer-term prospects and may not be appropriate for other purposes. The Company does not intend, and does not assume any obligation, to update or revise forward-looking statements or information to reflect changes in assumptions or in circumstances or any other events affecting such statements or information, other than as required by applicable law.
Additional information relating to the Company is on SEDAR+ at www.sedarplus.ca.
| -37- |
Exhibit 99.11
Form 52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Arturo Prestamo, Chief Executive Officer of Santacruz Silver Mining Ltd., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended June 30, 2025. |
| 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. |
| Date: August 20, 2025 | |
| “Arturo Prestamo” | |
| Arturo Prestamo | |
| Chief Executive Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 99.12
Form
52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Andrés Bedregal, Chief Financial Officer of Santacruz Silver Mining Ltd., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended June 30, 2025. |
| 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. |
Date: August 20, 2025
| “Andres Bedregal” | |
| Andrés Bedregal | |
| Chief Financial Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 99.13

Condensed Interim Consolidated Financial Statements
For the Three and Nine Months ended September 30, 2025 and 2024
(Expressed in thousands of US dollars)
(Unaudited)
TABLE OF CONTENTS
| 2 |
Notice of no auditor review of condensed interim consolidated financial statements
Pursuant to National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.
The accompanying unaudited condensed interim consolidated financial statements of Santacruz Silver Mining Ltd. for the three and nine months ended September 30, 2025, have been prepared by and are the responsibility of the Company’s management.
The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.
November 26, 2025
| 3 |
Condensed Interim Consolidated Statements of Financial Position
As at September 30, 2025 and December 31, 2024
(Unaudited)
(Expressed in thousands of US dollars)
| Note | September 30, 2025 | December 31, 2024 | |
| $ | $ | ||
| ASSETS | |||
| Current | |||
| Cash and cash equivalents | 40,018 | 35,721 | |
| Marketable securities | 20 | 13,412 | - |
| Trade and other receivables | 6 | 77,691 | 99,854 |
| Inventories | 7 | 49,625 | 32,437 |
| Prepaid expenses and deposits | 7,521 | 5,656 | |
| 188,267 | 173,668 | ||
| Marketable securities | 20 | 5,800 | - |
| Trade and other receivables | 6 | 13,595 | 30,556 |
| Mineral properties, plant and equipment | 8 | 158,556 | 144,733 |
| Goodwill | 8 | 15,466 | 15,466 |
| Deferred income tax asset | 18 | 16,859 | 9,602 |
| Total assets | 398,543 | 374,025 | |
| LIABILITIES | |||
| Current | |||
| Trade payables and accrued liabilities | 9 | 39,267 | 38,781 |
| Consideration payable | 10 | - | 10,000 |
| Loans payable | 11 | 33,850 | 16,432 |
| Current income taxes payable | 18 | 30,799 | 45,450 |
| Other liabilities | 12 | 14,776 | 16,070 |
| Decommissioning and restoration provision | 13 | 367 | 639 |
| 119,059 | 127,372 | ||
| Trade payables and accrued liabilities | 9 | 5,014 | 8,608 |
| Consideration payable | 10 | 10,045 | 34,783 |
| Loans payable | 11 | 1,879 | 3,137 |
| Other liabilities | 12 | 15,445 | 22,508 |
| Decommissioning and restoration provision | 13 | 31,209 | 25,037 |
| Deferred income tax liability | 18 | 32,649 | 21,233 |
| Total liabilities | 215,300 | 242,678 | |
| SHAREHOLDERS’ EQUITY | |||
| Share capital | 14 | 143,191 | 139,080 |
| Equity reserves | 9,287 | 8,274 | |
| Retained earnings (deficit) | 30,765 | (16,007) | |
| Total shareholders’ equity | 183,243 | 131,347 | |
| Total liabilities and shareholders’ equity | 398,543 | 374,025 |
BALANCE SHEET
Subsequent event (18(c))
Approved and authorized for issue on behalf of the Board of Directors on November 26, 2025:
| “Arturo Préstamo Elizondo” | “Larry Okada” | |
| Director | Director |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 4 |
Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
For the Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
| Three months ended September 30, | Nine months ended September 30, | ||||
| Note | 2025 | 2024 Restated (note 5) |
2025 | 2024 Restated (note 5) | |
| $ | $ | $ | $ | ||
| Revenues | 22 | 79,989 | 78,244 | 223,598 | 201,318 |
| Mine operating costs | |||||
| Cost of sales | 15 | 54,028 | 56,817 | 134,474 | 153,498 |
| Depreciation, depletion and amortization | 8 | 5,795 | 5,705 | 15,811 | 15,843 |
| Gross profit | 20,166 | 15,722 | 73,313 | 31,977 | |
| General and administrative expenses | 16 | (6,452) | (6,479) | (15,329) | (18,212) |
| Share-based compensation expense | 21 | (761) | (113) | (2,269) | (132) |
| Operating income | 12,953 | 9,130 | 55,715 | 13,633 | |
| Gain on adjustment to consideration payable | 10 | - | - | - | 133,255 |
| Finance costs | 17 | (1,456) | (9,826) | (2,398) | (17,709) |
| Foreign exchange gain | 4,119 | 28,053 | 13,497 | 41,233 | |
| Income before tax | 15,616 | 27,357 | 66,814 | 170,412 | |
| Income tax expense | 18 | 728 | (9,823) | (20,042) | (18,770) |
| Net income for the period | 16,344 | 17,534 | 46,772 | 151,642 | |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||||
| Unrealized gain on marketable securities | 112 | - | 289 | - | |
| Currency translation differences | (280) | (5,173) | 186 | 2,026 | |
| Comprehensive income for the period | 16,176 | 12,361 | 47,247 | 153,668 | |
| Net income per share: | |||||
| Basic | 23 | 0.05 | 0.05 | 0.13 | 0.43 |
| Diluted | 23 | 0.04 | 0.05 | 0.13 | 0.42 |
| Weighted average number of common shares: | |||||
| Basic | 360,024,448 | 355,703,581 | 357,265,110 | 354,947,655 | |
| Diluted | 373,121,040 | 358,453,581 | 367,061,702 | 357,697,655 | |
The accompanying notes are an integral part of the audited consolidated financial statements.
| 5 |
Condensed Interim Consolidated Statements of Cash Flows
For the Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars)
| CASH FLOW STATEMENT | Three months ended September 30, | Nine
months ended September 30, | |||
| Note | 2025 | 2024 Restated (note 5) |
2025 | 2024 Restated (note 5) | |
| $ | $ | $ | $ | ||
| Operating activities: | |||||
| Net income for the period | 16,344 | 17,534 | 46,772 | 151,642 | |
| Items not affecting cash: | |||||
| Depreciation, depletion and amortization | 8 | 5,795 | 5,705 | 15,811 | 15,843 |
| Gain on adjustment to consideration payable | 10 | - | - | - | (133,255) |
| Finance costs | 17 | 3,436 | 8,196 | 7,646 | 18,069 |
| Share-based compensation expense | 21 | 761 | 113 | 2,269 | 132 |
| Foreign exchange (gain) loss | 9,153 | (7,152) | (10,885) | 412 | |
| Income tax expense | 18 | (728) | 9,823 | 20,042 | 18,770 |
| Operating cash flows before non-cash working capital | 34,761 | 34,219 | 81,655 | 71,613 | |
| Changes in non-cash working capital: | |||||
| Trade and other receivables | 6 | (9,578) | 3,267 | 39,914 | (27,632) |
| Inventories | 7 | (11,898) | 3,605 | (17,188) | 2,876 |
| Prepaid expenses and deposits | 831 | 223 | (1,865) | 267 | |
| Trade payables and accrued liabilities | 9 | 5,526 | (5,832) | (129) | (2,511) |
| Current income taxes payable | 18 | 1,548 | (17,961) | (30,534) | (13,239) |
| Other liabilities | 12 | 1,670 | 3,818 | (9,743) | (1,287) |
| Decommissioning and restoration provision | 13 | (39) | (37) | (129) | (101) |
| Net cash generated by operating activities | 22,821 | 21,302 | 61,981 | 29,986 | |
| Investing activities: | |||||
| Expenditures on mineral properties, plant and equipment | 8 | (7,112) | (7,227) | (19,196) | (13,915) |
| Proceeds on disposition of mineral properties, plant and equipment | 8 | - | 34 | 312 | 218 |
| Purchases of marketable securities | (5,137) | - | (27,758) | - | |
| Disposition of marketable securities | 3,909 | - | 8,835 | - | |
| Payment of consideration payable for acquisition of Sinchi Wayra | 10 | (22,500) | - | (40,000) | - |
| Net cash used in investing activities | (30,840) | (7,193) | (77,807) | (13,697) | |
| Financing activities: | |||||
| Proceeds from exercise of options | 2,379 | 170 | 2,379 | 642 | |
| Proceeds from loans payable | 11 | 13,985 | 24,254 | 58,042 | 46,021 |
| Repayments of loans payable | 11 | (7,838) | (27,662) | (38,338) | (48,224) |
| Lease payments on plant and equipment | 12 | (485) | (1,554) | (2,044) | (2,181) |
| Net cash provided by financing activities | 8,041 | (4,792) | 20,039 | (3,742) | |
| Effect of exchange rate on changes in cash | (1) | 1,617 | 84 | 748 | |
| Net change in cash and cash equivalents | 21 | 10,934 | 4,297 | 13,295 | |
| Cash and cash equivalents – beginning of period | 39,997 | 7,308 | 35,721 | 4,947 | |
| Cash and cash equivalents – end of period | 40,018 | 18,242 | 40,018 | 18,242 | |
Cash paid during the period for: |
|||||
| Interest expense | 303 | 356 | 739 | 1,087 | |
| Income taxes | 5,383 | 11,159 | 28,248 | 18,566 | |
Supplemental cash flow information (Note 24) |
|||||
The accompanying notes are an integral part of the audited consolidated financial statements.
| 6 |
Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
For the Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, except number of shares)
| Share Capital | Equity reserves | |||||||
| Shares | Amount | Share-based compensation reserve | Contributed surplus | Accumulated other comprehensive (loss) | Total equity reserves | Deficit | Total shareholders’ equity | |
| # | $ | $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 350,991,138 | 138,014 | 13,410 | (1,872) | (2,839) | 8,699 | (180,491) | (33,778) |
| Shares issued from exercise of options | 4,864,400 | 1,068 | (426) | - | - | (426) | - | 642 |
| Share-based compensation expense | - | - | 132 | - | - | 132 | - | 132 |
| Comprehensive income | - | - | - | - | 2,026 | 2,026 | 151,642 | 153,668 |
| Balance, September 30, 2024 (Restated) | 355,855,538 | 139,082 | 13,116 | (1,872) | (813) | 10,431 | (28,849) | 120,664 |
| Balance, December 31, 2024 | 355,855,538 | 139,080 | 9,269 | 1,949 | (2,944) | 8,274 | (16,007) | 131,347 |
| Shares issued from exercise of options | 6,948,404 | 2,986 | (606) | - | - | (606) | - | 2,380 |
| Shares issued from vesting of RSUs | 593,338 | 458 | (458) | - | - | (458) | - | - |
| Shares issued from vesting of PSUs | 800,000 | 667 | (667) | - | - | (667) | - | - |
| Share-based compensation expense | - | - | 2,269 | - | - | 2,269 | - | 2,269 |
| Comprehensive income | - | - | - | - | 475 | 475 | 46,772 | 47,247 |
| Balance, September 30, 2025 | 364,197,280 | 143,191 | 9,807 | 1,949 | (2,469) | 9,287 | 30,765 | 183,243 |
The accompanying notes are an integral part of the consolidated financial statements.
| 7 |
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
1. NATURE OF OPERATIONS
Santacruz Silver Mining Ltd. (the “Company” or “Santacruz”) was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (“TSXV”) under the symbol “SCZ”.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at September 30, 2025, the Company had interests in, including mining concession rights, to the following:
| ● | Sinchi Wayra S.A. (“Sinchi Wayra”), Sociedad Minero Metalurgico Reserva Ltda. and Sociedad Minera Illapa S.A. (“Illapa”) which consist of the following mineral properties and businesses located in Bolivia: the producing Tres Amigos and Colquechaquita mines, collectively the “Caballo Blanco Group”; the producing Bolivar and Porco mines held under an net operating cash flow interest agreement with Corporación Minera de Bolivia (“COMIBOL”), a Bolivian state-owned entity; the Soracaya exploration project (“Soracaya Project”); the Reserva mine and the San Lucas ore sourcing and trading business collectively (“San Lucas Group”); |
| ● | The producing Zimapan mine located in Mexico held by Carrizal Mining S.A. de C.V. (“Carrizal Mining”); and, the La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
2. BASIS OF PRESENTATION
These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, “Interim Financial Reporting” which is part of IFRS Accounting Standards (“IFRS® Accounting Standards”) as issued by the International Accounting Standards Board (“IASB”). Because these statements have been prepared in accordance with IAS 34, certain disclosures included in the annual financial statements have been condensed or omitted. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2024.
These unaudited condensed interim consolidated financial statements were approved by the Board of Directors of the Company on November 26, 2025.
References made throughout the consolidated financial statements to “US dollar” or “USD” are to United States dollars, “C$” or “CAD” are to Canadian dollars, “MXN” are to Mexican pesos, “BOB” are to Bolivian bolivianos. All references are in thousands, unless otherwise noted.
3. MATERIAL ACCOUNTING POLICIES
The company acquired Treasury Bills and Treasury notes during the 3 months ended September 30, 2025, these instruments are financial assets and will be carried at fair value through other comprehensive income (FVTOCI). The instruments are classified as Marketable Securities and Long-term investments in the statement of financial position. The instruments at FVTOCI are initially recognized at fair value plus transaction costs. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTOCI are recognized in other comprehensive income (loss). When the securities mature or are sold the cumulative realized gains and losses are recognized through profit and loss as Finance Costs.
The remainder of the accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2024 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.
| 8 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
3. MATERIAL ACCOUNTING POLICIES (continued)
New IFRS accounting standards and pronouncements - adopted
The following amendments to standards were effective for annual periods beginning on or after January 1, 2025:
Lack of exchangeability – Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. There was no material impact on the Company’s consolidated financial statements from the adoption of these amendments however the guidance contained was considered when determining the appropriate exchange rate to record transactions denominated in Bolivian Bolivianos, see section below in note 4 for further information.
New IFRS accounting standards and pronouncements – not yet adopted
Below are the amendments to standards applicable for future periods that the Company has not yet adopted:
Amendments to IFRS 9: Financial Instruments and IFRS 7: Financial Instruments: Disclosures
In May 2024, the IASB issued amendments to update classification and measurement requirements in IFRS 9: Financial Instruments, and related disclosure requirements in IFRS 7: Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income.
The amendments are effective for annual periods beginning on or after January 1, 2026 with early application permitted. The Company is currently assessing the effect of these amendments on our financial statements.
IFRS 18: Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18: Presentation and Disclosure of Financial Statements (“IFRS 18”), which replaces IAS 1: Presentation of Financial Statements. IFRS 18 introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals. Where company-specific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management-defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes. IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified.
Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard.
The standard is effective for reporting periods beginning on or after January 1, 2027, including for interim financial statements. Retrospective application is required, and early application is permitted. The Company is currently assessing the effect of this new standard to its financial statements.
| 9 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
4. MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS
The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a material impact on the financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates. The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:
Determination of Exchange rate for Bolivian operations
The Sinchi Wayra and Illapa operations are located in Bolivia and sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.
Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate (the “Official rate”) and the Bank rate used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the Official rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rate.
As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate to determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate (the “Bank rate”) is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.
The official rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations until December 31, 2024. Starting January 1, 2025 the Bank rate has been used to record transactions denominated in BOB. The average Bank rate for the nine months ended September 30, 2025 was 12.68 BOB/USD. All monetary assets and liabilities outstanding as at September 30, 2025 have been revalued using the Bank spot rate of 11.95 BOB/USD. The exchange rate is management’s estimate of the $USD value of transactions denominated in BOB, accordingly comparative figures which were translated using the official rate have not been restated as the change in estimate is only applied prospectively.
5. RESTATEMENT OF PRIOR PERIOD COMPARATIVES
During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. Refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three months and nine months ended September 30, 2024 have also been restated; refer to note 5 for details of the adjustments. The nature and impact of the corrections made to the interim consolidated statement of income are described below:
| 10 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
| (i) | Joint Operation Adjustments: |
The Illapa entity is 100% owned by the Company however its operations are part of a net operating cash flow interest agreement in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”). The net operating cash flow interest agreement meets the definition of a Joint Operation in accordance with IFRS 11 – Joint Arrangements, and the Company recognizes its 45% share of the operation’s assets, liabilities, revenues and expenses arising from the Joint Operation. The Company is solely responsible for certain transactions made by the Illapa entity, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL. The net amount due to/from COMIBOL from differences in the participation share of certain transactions has been recognized as a non-current other asset or liability.
The errors identified affect multiple lines in the consolidated financial statements due to incorrectly accounting for the proportion of the Company’s interest in certain assets, liabilities, income and expenses of the Joint Operation. The Company previously recorded 100% of the Illapa entity’s foreign exchange gain/loss, additions to mineral properties, plant and equipment and certain intercompany expenses which form part of the Joint Operation and should have been recognized at 45%, the Company’s proportional interest.
The adjustments have resulted in an increase to comprehensive income of $4,018 for the three months ended September 30, 2024, and increase to comprehensive income of $8,233 for the nine months ended September 30, 2024. See column (i) in the table below for details of the lines affected.
| (ii) | CAPEX Receivable & PPA Adjustment: |
The Illapa Joint Operation’s net operating cash flow interest agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement. COMIBOL will compensate the Company for the asset transfer at different points in time throughout the agreement by either making payments to the Company or reducing the amount payable to COMIBOL for its 55% interest in the joint operation.
The amounts receivable from COMIBOL have been separated into two different categories, the initial investment period and the continuing investment period, as classified in the net operating cash flow interest agreement. There was no adjustment to the initial investment period receivable.
The continuing investment period’s CAPEX receivable is a payment of 45% of the capital expenditures incurred between 2020 to 2027. The receivable amount of this period’s expenditures becomes available to the Company to offset against amounts due to COMIBOL for its 55% interest at different points in time from 2024 to 2028 if the operation generates positive cash flows. If the joint operation does not generate enough positive cash flows to offset the amount receivable from the continuing investment period, the remaining amounts will be paid at the end of the agreement.
Since the continuing investment period receivable is compensation for the transfer of the Company’s 45% interest in mineral properties, plant & equipment to COMIBOL at the end of the contract, this amount should not have been recognized as a receivable but rather as part of the residual value of the assets. The residual value has been recognized as a non-depletable mineral properties, plant and equipment balance. Since the amount that will ultimately be received at the end of the agreement will vary depending on the actual CAPEX investment made and the actual payable amount according to an appraisal process, each period the difference between the initial carrying value and the revised carrying value will be recorded as a prospective adjustment to depreciation expense of MPPE so that at the end of the agreement, the ending value of mineral properties, plant and equipment (“MPPE”) will be equal to the amount receivable from COMIBOL.
As a result of the restated CAPEX receivable balances, comprehensive income increased by $944 for the three months ended September 30, 2024, and by $2,832 for the nine months ended September 30, 2024. See column (ii) in the table below for details.
| 11 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
| (iii) | Amortization of Purchase Price Allocation (PPA) & Impairment: |
In the fourth quarter of 2024, the Company identified errors in the depreciation, depletion and amortization expense that were generated from the Sinchi Wayra and Illapa acquisition. The amortization expense was recorded incorrectly due to differences between the local accounting records and the consolidated accounting records. After synchronizing and reconciling the PPA amounts, a reduction to depletion, depreciation and amortization expense of $1,232 was recognized for the three months ended September 30, 2024, and a reduction of $1,835 was recognized for the nine months ended September 30, 2024. See column (iii) in the table below for details.
| (iv) | Other Adjustments: |
The Company identified various errors relating to prior periods caused by differences in the accounting records between the Corporate consolidation records and the local accounting records. For the three months ended September 30, 2024, these adjustments resulted in an increase of $7,278 to foreign exchange gain, and a corresponding $7,278 decrease to other comprehensive income. For the nine months ended September 30, 2024, these adjustments resulted in an increase of $4,116 to foreign exchange gain, and a corresponding $4,116 decrease to other comprehensive income The net impact to comprehensive income for the period was $nil. See column (iv) in the table below for details.
The consolidated statement of cash flows for the three and nine months ended September 30, 2024 has been restated to reflect the corrections described above. For the three months ended September 30, 2024, operating cash flows before non-cash working capital increased by $4,019. For the nine months ended September 30, 2024, operating cash flows before non-cash working capital increased by $8,232. Net cash generated or used by operating, investing, and financing activities were not impacted for both comparative periods.
The consolidated statement of changes in shareholders’ equity for the nine months ended September 30, 2024 has been restated for the balances as at December 31, 2023 and September 30, 2024 for corrections to accumulated other comprehensive loss and retained deficit. The cumulative impact of the corrections resulted in a decrease of $998 to the opening accumulated other comprehensive loss as at December 31, 2023. Other comprehensive income for the comparative period decreased by $4,116, resulting in a decrease of $3,118 to the ending accumulated other comprehensive income as at September 30, 2024. The cumulative impact to the opening retained deficit as at December 31, 2023 increased the balance by $40,191. Net income for the comparative period increased by $17,016, resulting in an increase of $23,175 to the ending deficit as at September 30, 2024.
| 12 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 5. | RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued) |
The following adjustments were made to the Consolidated Statement of Comprehensive (Loss) for the nine months ended September 30, 2024:
| For the three months ended September 30, 2024 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| Cost of sales | (55,955) | (862) | - | - | - | (56,817) |
| Depreciation, depletion and amortization | (7,522) | - | 585 | 1,232 | - | (5,705) |
| Gross profit | 14,767 | (862) | 585 | 1,232 | - | 15,722 |
| Finance costs | (12,276) | 2,091 | 359 | - | - | (9,826) |
| Foreign exchange gain | 17,986 | 2,789 | - | - | 7,278 | 28,053 |
| Income before tax | 13,885 | 4,018 | 944 | 1,232 | 7,278 | 27,357 |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | 2,105 | - | - | - | (7,278) | (5,173) |
| Comprehensive income for the period | 6,167 | 4,018 | 944 | 1,232 | - | 12,361 |
| Net income per share, basic and diluted | 0.01 | 0.05 | ||||
| For the nine months ended September 30, 2024 | ||||||
| As previously reported | (i) Joint Operation | (ii) Capex Receivable & PPA Adj. | (iii) PPA Amort. & Impairment | (iv) Other Adj. | As restated | |
| $ | $ | $ | $ | $ | $ | |
| Cost of sales | (150,965) | (2,533) | - | - | - | (153,498) |
| Depreciation, depletion and amortization | (19,433) | - | 1,755 | 1,835 | - | (15,843) |
| Gross profit | 30,920 | (2,533) | 1,755 | 1,835 | - | 31,977 |
| Finance costs | (23,143) | 4,357 | 1,077 | - | - | (17,709) |
| Foreign exchange gain | 30,708 | 6,409 | - | - | 4,116 | 41,233 |
| Income before tax | 153,396 | 8,233 | 2,832 | 1,835 | (4,116) | 170,412 |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | 6,142 | - | - | - | (4,116) | 2,026 |
| Comprehensive income for the period | 140,768 | 8,233 | 2,832 | 1,835 | - | 153,668 |
| Net income per share, basic and diluted | 0.38 | 0.43 | ||||
| 13 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 6. | TRADE AND OTHER RECEIVABLES |
A summary of the Company’s trade and other receivables is as follows:
September 30, 2025 |
December 31, 2024 | |
| $ | $ | |
| Trade receivables | 18,152 | 17,402 |
| COMIBOL contract prepayment | 1,395 | 2,395 |
| COMIBOL initial investment period CAPEX receivable (note 6(a)) | 13,112 | 21,158 |
| Uncertain income tax position receivable (note 18(c)) | 11,063 | 15,226 |
| VAT receivable | 46,300 | 73,320 |
| Other receivables | 1,264 | 909 |
| Balance, end of period | 91,286 | 130,410 |
| Less: current portion | 77,691 | 99,854 |
| Non-current portion | 13,595 | 30,556 |
| a) | COMIBOL initial investment period CAPEX receivable |
The COMIBOL initial investment period CAPEX receivable is a reimbursement of 22.5% of a pre-defined amount of capital investments made by the Company from 2012 to 2019 in the Illapa Joint Operation. The refundable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMBIOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement. The classification between current and non-current has been made based upon management’s best estimate of when the receivable will be used to offset future payments to COMIBOL for its 55% interest.
The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective rate at acquisition resulting in recognizing a gain or loss on the re-estimation of cash flows related the CAPEX receivable.
7. INVENTORIES
A summary of the Company’s inventories is as follows:
| September 30, 2025 | December
31, 2024 | |
| $ | $ | |
| Mineralized material stockpiles | 10,997 | 7,062 |
| Concentrate inventory | 22,846 | 11,256 |
| Supplies inventory | 15,782 | 14,119 |
| Total | 49,625 | 32,437 |
During the three and nine months ended September 30, 2025, the inventory recognized as cost of sales was $54,028 and $134,474, respectively (2024 – $56,817 and $153,498 respectively), which includes production costs directly attributable to the inventory production process.
During the three and nine months ended September 30, 2025, the Company recognized through cost of sales a net realizable value write-off of inventory for $101 and $747, respectively (2024 – $nil and $nil).
| 14 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 8. | MINERAL PROPERTIES, PLANT AND EQUIPMENT |
A summary of the Company’s Mineral Properties, Plant and Equipment is as follows:
| Depletable mineral properties | Exploration and evaluation |
Plant and equipment |
Total | ||
| $ | $ | $ | $ | ||
| Cost | |||||
| Balance, December 31, 2023 | 69,555 | 12,189 | 111,103 | 192,847 | |
| Additions | 15,194 | - | 7,425 | 22,619 | |
| Change in decommissioning and restoration costs (note 13) | 1,752 | - | - | 1,752 | |
| Disposals | - | - | (2,721) | (2,721) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Additions | 4,811 | - | 14,385 | 19,196 | |
| Change in decommissioning and restoration costs (note 13) | 10,750 | - | - | 10,750 | |
| Disposals | (3,245) | - | (3,687) | (6,932) | |
| Balance, September 30, 2025 | 128,037 | 12,189 | 126,505 | 266,731 | |
| Accumulated depreciation and impairment | |||||
| Balance, December 31, 2023 | 16,860 | - | 34,222 | 51,082 | |
| Depletion, depreciation and amortization | 3,933 | - | 15,773 | 19,706 | |
| Disposals | - | - | (1,024) | (1,024) | |
| Adjustments | 29,220 | - | - | 29,220 | |
| Balance, December 31, 2024 | 50,013 | - | 48,971 | 98,984 | |
| Depletion, depreciation and amortization | 4,078 | - | 11,733 | 15,811 | |
| Disposals | (3,245) | - | (3,375) | (6,620) | |
| Adjustments | (601) | - | 601 | - | |
| Balance, September 30, 2025 | 50,245 | - | 57,930 | 108,175 | |
| Cost as at December 31, 2024 | 115,721 | 12,189 | 115,807 | 243,717 | |
| Accumulated depreciation and impairment | 50,013 | - | 48,971 | 98,984 | |
| Carrying value - December 31, 2024 | 65,708 | 12,189 | 66,836 | 144,733 | |
| Cost as at September 30, 2025 | 128,037 | 12,189 | 126,505 | 266,731 | |
| Accumulated depreciation and impairment | 50,245 | - | 57,930 | 108,175 | |
| Carrying value – September 30, 2025 | 77,792 | 12,189 | 68,575 | 158,556 |
As at September 30, 2025, the Company’s plant and equipment included right-of-use assets with a carrying amount of $3,039 for leased mining equipment (December 31, 2024 - $2,395). Depreciation on the right of use assets for the three and nine months ended September 30, 2025 was $132 and $396, respectively (2024 - $165 and $323, respectively).
A summary of the Company’s Goodwill and allocation to each CGU is as follows:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Caballo Blanco Group (Tres Amigos mine) | 2,963 | 2,963 |
| San Lucas Group | 12,503 | 12,503 |
| Goodwill | 15,466 | 15,466 |
| 15 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
9. TRADE PAYABLES AND ACCRUED LIABILITIES
A summary of the Company’s trade payables and accrued liabilities is as follows:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Trade payables | 27,885 | 29,784 |
| COMIBOL contract obligations (note 9 (a)) | 5,014 | 8,608 |
| Accrued liabilities | 11,382 | 8,997 |
| Balance, end of period | 44,281 | 47,389 |
| Less: current portion | 39,267 | 38,781 |
| Non-current portion | 5,014 | 8,608 |
| a) | COMIBOL contract obligations |
COMIBOL contract obligations represent the Company’s obligation to pay its portion of committed funding related to the investment of inventories and fixed assets made prior to 2013 under the previous contract of $3,280, and COMIBOL’s share of the VAT receivable of $1,734 (all of which are classified as non-current)
10. CONSIDERATION PAYABLE
On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”).
On May 10, 2023, the Company signed amendments to the SPA (“Amended SPA”) that impacted the timing of the repayments of the deferred cash consideration and timing of payment of certain VAT amounts collected by the Company which generated a gain on adjustment to consideration payable of $933 in the year-ended December 31, 2023.
On March 28, 2024, the Company entered into a binding term sheet (the “Term Sheet”) with Glencore to amend the SPA, Amended SPA and certain transaction documents in connection with the Acquisition. On October 3, 2024, the Company entered into a definitive omnibus agreement under the terms established in the Term Sheet.
The following table summarizes the consideration payable to Glencore.
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Base purchase price (note 10(a)) | - | 34,625 |
| Contingent value rights (note 10(b)) | 10,045 | 10,158 |
| Balance, end of period | 10,045 | 44,783 |
| Less: current portion | - | 10,000 |
| Non-current portion | 10,045 | 34,783 |
| a) | Base purchase price |
Subject to the Acceleration Option (as defined below), the Company will pay up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time, such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).
As at the date of the Term Sheet the fair value of the BPP was estimated using a discounted cash flow method to calculate the net present value of the expected cash flows. The initial recognition of the liability used a discount rate of 20% based on various qualitative and quantitative considerations.
As at September 30, 2025, the Company has paid Glencore $40,000 to exercise the accelerated payment option in full and has fully extinguished the base purchase price liability.
| 16 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 10. | CONSIDERATION PAYABLE (continued) |
| b) | Contingent value rights & additional payments |
The Company granted to Glencore a contingent value right (the “CVR”) whereby the Company will pay Glencore a monthly payment of $1,333 (the “CVR Payment”), subject to a total cap of $77,700 (the “Valuation Cap”), in the event that in any calendar month after the date the parties enter into the Term Sheet, the average London Metal Exchange (“LME”) spot price of zinc (or the highest open hedge price if the Hedging Option (as defined below) has been exercised) in the calendar month is at least $3,850 per tonne (the “Base Price”). The CVR Payment will increase by $83 for each increase of $100 per tonne above the Base Price and up to a price of $5,049.99 per tonne.
In addition to the CVR Payment, in the event the average LME spot price of zinc (or the highest open hedge price if the Hedging Option has been exercised) in a calendar month is at least $5,050 per tonne (the “Additional Payment Price”), the CVR Payment will increase by $83 for each increase of $100 per tonne above the Additional Payment Price and the Company will pay Glencore a monthly payment of $83 as a Bonus Payment that will increase by $83 for each increase of $100 per tonne above the Additional Payments Price. The Bonus Payment is not considered as part of the CVR Payment.
Upon the occurrence of the monthly average zinc LME spot price exceeding the Base Price, Glencore can require the Company to hedge a limited amount of zinc production from its Bolivian mining operations (so long as the hedging price would exceed the Base Price) subject to certain conditions (the “Hedging Option”).
The CVR and Additional Payments will be effective from the date of the Term Sheet until the earlier of December 31, 2032 and the date the Valuation Cap is reached. The Additional Payments and the Hedging Option will terminate once the Company is no longer obligated to make CVR Payments.
The fair value at the initial recognition of the CVR was calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price ($2,974 per tonne), the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.
The Company performed a valuation exercise as at September 30, 2025, and determined a fair value of the CVR of $10,045. The gain on change in fair value was $113 for the nine months ended September 30, 2025, which is recorded as a finance cost (Note 17).
| c) | Deferred cash consideration, royalties payable and other payables |
Prior to the Term Sheet, the Company had $164,566 in consideration payable accounted for as deferred cash consideration, royalties payable and other payables from the profits on sale of inventory and payment of certain VAT amounts. As a result of entering into the term sheet as described above, the Company determined that the contractual change was an extinguishment of the previous liabilities and recognized the base purchase price, CVR and additional payment obligations at their fair value which resulted in a gain of $133,255 in the three months ended March 31, 2024.
| 17 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 10. | CONSIDERATION PAYABLE (continued) |
The following table summarizes the details of the consideration payable to Glencore and when the previous consideration payable liabilities were considered extinguished and the new consideration was recognized at fair value at inception resulting in a gain on modification:
BPP (a) |
CVRs
(b) |
Deferred cash consideration (c) |
Royalties payable (c) |
Other payables (c) |
Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | - | - | 91,619 | 15,102 | 56,267 | 162,988 |
| Accretion (Note 17) | - | - | 976 | 18 | 584 | 1,578 |
| Gain on adjustment to consideration payable | 29,925 | 1,386 | (92,595) | (15,120) | (56,851) | (133,255) |
| Loss on change in fair value of consideration payable | 4,700 | 8,772 | - | - | - | 13,472 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Less: current portion | 10,000 | - | - | - | - | 10,000 |
| Non-current portion | 24,625 | 10,158 | - | - | - | 34,783 |
| Balance, December 31, 2024 | 34,625 | 10,158 | - | - | - | 44,783 |
| Loss on change in fair value of consideration payable | 5,375 | (113) | - | - | - | 5,262 |
| Payment of base purchase price obligation | (40,000) | - | - | - | - | (40,000) |
| Balance, September 30, 2025 | - | 10,045 | - | - | - | 10,045 |
| Less: current portion | - | - | - | - | - | - |
| Non-current portion | - | 10,045 | - | - | - | 10,045 |
| 18 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE |
A summary of the Company’s loans payable is as follows:
| Bank
facilities (a) |
Trafigura loan facility
(b) |
Other loans payable
(c) |
Promissory loan payable
(d) |
Total | |
| $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 11,327 | 5,498 | 950 | - | 17,775 |
| Proceeds advanced | 58,192 | - | 1,026 | - | 59,218 |
| Accretion | - | 547 | - | - | 547 |
| Interest expense | 830 | 658 | - | - | 1,488 |
| Repayment with cash | (55,558) | (2,669) | (1,232) | - | (59,459) |
| Balance, December 31, 2024 | 14,791 | 4,034 | 744 | - | 19,569 |
| Less: Current portion | 14,791 | 1,423 | 218 | - | 16,432 |
| Non-current portion | - | 2,611 | 526 | - | 3,137 |
| Balance, December 31, 2024 | 14,791 | 4,034 | 744 | - | 19,569 |
| Proceeds advanced | 29,590 | - | 16,768 | 11,684 | 58,042 |
| Interest expense | 704 | 254 | - | 303 | 1,261 |
| Foreign exchange gain | (4,563) | - | (311) | 69 | (4,805) |
| Repayment with cash | (20,298) | (1,185) | (16,855) | - | (38,338) |
| Balance, September 30, 2025 | 20,224 | 3,103 | 346 | 12,056 | 35,729 |
| Less: Current portion | 20,224 | 1,531 | 39 | 12,056 | 33,850 |
| Non-current portion | - | 1,572 | 307 | - | 1,879 |
| a) | Bank facilities |
The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOL 55,000 ($4,603), which is comprised of 1) a revolving credit facility of BOL 48,800 ($4,084) for the financing of mining operations and working capital with a fixed interest rate of 6.0% and 10.00% per annum; and 2) a “loan guarantee” credit facility of BOL 6,200 ($519) for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. In Bolivia, companies have the option to receive VAT refunds in advance of the audit process being completed if a loan guarantee for the refund amount is provided. The BOL 55,000 ($4,603) total credit facility is secured by certain real estate assets in Bolivia.
The BOL 48,800 ($4,084) revolving credit facility for working capital purposes can be drawn down at BOL 3,480 ($291) increments and automatically rolls over at maturity once fully repaid. As at September 30, 2025, BOL 48,720 ($4,077) (December 31, 2024 – BOL 48,720 ($7,000), was drawn down from this credit facility.
As at September 30, 2025, BOL 2,100 ($176) of the BOL 6,200 ($519) loan guarantee credit facility was used to provide collateral to the Bolivian government on VAT refunds received (December 31, 2024 – BOL $2,415 ($347)).
On April 24, 2025, Sociedad Minera Illapa S.A. obtained a 360-day bank loan from Banco BISA S.A. with a fixed interest rate of 6.0% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the marketable securities are held as collateral (refer to note 20). As at September 30, 2025, the loan amount outstanding was BOL 90,500 ($7,573).
The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOL 48,020 ($4,018). The credit facility has a weighted average fixed interest rate of 6.0% and 10.00% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%.
| 19 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 11. | LOANS PAYABLE (continued) |
As at September 30, 2025, BOL 51,396 ($4,301) (December 31, 2024 - BOL 52,332 ($7,519)) was drawn down on the credit facility and $nil (December 31, 2024 - $nil) was used on the loan guarantee. The credit facility has varying maturity dates between October 2025 and February 2026. The loan guarantee is used for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. All credit facilities are denominated in Bolivian Bolivianos.
On March 31, 2025 Sociedad Minera Illapa S.A. obtained 180-day bank loan outstanding for BOL 45,962 ($3,846) from Banco de Crédito de Bolivia S.A. with a fixed interest rate of 6.00% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the company holds some of its USD cash balances from sales revenues (refer to note 20).
| b) | Trafigura loan facility |
On April 23, 2021, in connection with the acquisition of Zimapan, Trafigura Mexico, S.A. de C.V. (“Trafigura”) loaned the Company $17,616 under a new loan facility (“Trafigura Loan Facility”).
The Trafigura Loan Facility is secured by a first charge over all Zimapan Mine assets and all other material rights and properties owned by Carrizal Mining. In addition, the Company issued to Trafigura 28,000,000 warrants (“Trafigura Warrants”), each Trafigura Warrant exercisable into a Santacruz common share at C$0.395 per share, for a period of 12 months with respect to 7,280,000 of the Trafigura Warrants and 42 months with respect to the remaining 20,720,000 Trafigura Warrants. As at December 31, 2024, a total of 13,280,000 Trafigura Warrants were exercised for gross proceeds to the Company of $4,049 (C$5,246) (December 31, 2023 - 13,280,000 warrants for proceeds of $4,049 (C$5,246)). On October 24, 2024 the remaining 14,720,000 Trafigura Warrants expired unexercised.
Pursuant to the Trafigura Loan Facility, Trafigura will have the right to offset payments owing by Trafigura to Carrizal Mining and/or its affiliates under existing commodity purchase and sale agreements against payments owing by Carrizal Mining to Trafigura under the Trafigura Loan. No offsets were made as of September 30, 2025.
In the third quarter of 2024, the Company entered into a new amended and restated agreement to settle the outstanding principal amount of $4,156. The amended agreement has the same annual interest rate as the original agreement (1-month SOFR + 6.5%) and is for a period of 36 months, ending on October 31, 2027. The loan is repayable in monthly installments of principal plus accrued interest for the respective period. The Company is fully compliant with all financial covenants stipulated in the agreement.
| c) | Other loans payable |
In the fourth quarter of 2022, the Company entered into contracts to sell trucks and machinery for net proceeds of $1,310. The Company subsequently leased the trucks and machinery back from the counterparty for a period of five years at a financing charge of 10.0% per annum and is required to make quarterly lease payments plus accrued interest.
As the contracts provide the Company the right to repurchase the trucks and machinery at the end of the term for their residual value of 1%, the Company has an irrevocable right to repurchase the assets, and control of the assets did not transfer to the counterparty. Hence, these contracts are accounted for as financing transactions in accordance with IFRS 9 - Financial Instruments, rather than as sale and leaseback transactions under IFRS 16 - Leases.
In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. As at September 30, 2025, the financial liability was $346 (December 31, 2024 - $744). No interest expense was accrued as it was immaterial.
| 20 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
11. LOANS PAYABLE (continued)
| d) | Promissory notes |
On February 20, 2025 the Company completed an offering of BOB 70,000 ($5,858) in promissory notes under its San Lucas Promissory Notes Issuance program. The San Lucas Promissory Notes Issuance program allows the Company to issue up to BOB 140,000 ($11,716) in the Bolivian Stock market (Bolsa Boliviana de Valores). The notes are denominated in Bolivian Bolivianos and have a 6.50% interest rate and a maturity date of February 15th, 2026 and are unsecured. In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method.
On August 8, 2025, the Company completed a second offering of BOB 70,000 ($5,858) in promissory notes under its San Lucas Promissory Notes Issuance program. The notes under the second offering have an interest rate of 7.00% and a maturity date of June 15, 2026.
| e) | Bonds |
On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in USD or Bolivian Bolivianos. As at September 30, 2025, no bonds have been issued under the program.
| 12. | OTHER LIABILITIES |
A summary of the Company’s other liabilities is as follows:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Post Employment Benefits (note 12(a)) | 9,291 | 12,784 |
| Lease liability | 2,037 | 650 |
| Bolivia uncertain tax position financing arrangement (note 18(c)) | 4,652 | 5,974 |
| Other taxes payable (note 12(b)) | 6,847 | 6,976 |
| Long-term portion of current income taxes payable | 606 | 1,503 |
| Participation payable to COMIBOL for interest in joint operation (note 12(c)) | 6,723 | 8,977 |
| Other liabilities | 65 | 1,714 |
| Balance, end of the period | 30,221 | 38,578 |
| Less: current portion | 14,776 | 16,070 |
| Non-current portion | 15,445 | 22,508 |
| a) | Post-employment benefits |
As at September 30, 2025, the Company recognized a provision of $1,823 ($1,473 as at December 31, 2024) for payments that must be made to employees upon termination of employment which is required by Mexican labour legislation. A provision of $7,468 ($11,311 as at December 31, 2024) has been recognized in Bolivia which entitles employees to receive a payment after five years of employment, if the employee resigns or is terminated before the 5-year period they are entitled to receive the amount accrued at the time of separation. Based on expected employee turnover, these provisions are considered non-current.
| b) | Other taxes payable |
Other taxes payable includes amounts payable to the Mexican and Bolivian tax authorities for miscellaneous taxes such as payroll taxes, withholding taxes, VAT payables and income taxes from prior periods which are being paid under an installment plan.
| c) | Participation payable to COMIBOL for interest in joint operation |
The net participation payable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement and such transactions are recorded as liabilities where there is a net amount payable to COMIBOL.
| 21 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 13. | DECOMMISSIONING AND RESTORATION PROVISION |
The Company has an obligation to undertake decommissioning, restoration, rehabilitation and environmental work when environmental disturbance is caused by the development and ongoing production of a mining operation. Movements in decommissioning liabilities during the nine months ended September 30, 2025 and 2024 are allocated as follows:
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group |
Zimapan | Total | |
| $ | $ | $ | $ | $ | $ | |
| Balance, December 31, 2023 | 3,105 | 5,296 | 6,092 | 2,773 | 6,241 | 23,507 |
| Change in estimate | 479 | 522 | 1,105 | 92 | (446) | 1,752 |
| Reclamation work performed | (192) | (8) | (83) | (81) | (74) | (438) |
| Accretion | 274 | 446 | 429 | 222 | 524 | 1,895 |
| Foreign exchange gain | - | - | - | - | (1,040) | (1,040) |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Less: current portion | 73 | 20 | 476 | 70 | - | 639 |
| Non-current portion | 3,593 | 6,236 | 7,067 | 2,936 | 5,205 | 25,037 |
| Balance, December 31, 2024 | 3,666 | 6,256 | 7,543 | 3,006 | 5,205 | 25,676 |
| Change in estimate | 1,562 | 2,403 | 4,710 | 2,157 | (112) | 10,720 |
| Reclamation work performed | (20) | (2) | (49) | (28) | - | (99) |
| Accretion | 166 | 285 | 455 | 190 | 366 | 1,462 |
| Foreign exchange gain | (1,349) | (2,299) | (2,192) | (869) | 526 | (6,183) |
| Balance, September 30, 2025 | 4,025 | 6,643 | 10,467 | 4,456 | 5,985 | 31,576 |
| Less: current portion | 41 | 10 | 276 | 40 | - | 367 |
| Non-current portion | 3,984 | 6,633 | 10,191 | 4,416 | 5,985 | 31,209 |
A provision for decommissioning liabilities is estimated based on current regulatory requirements and is recognized at the present value of such costs. The expected timing of cash flows in respect of the provision is based on the estimated life of the Company’s mining operations.
| Decommissioning and restoration provisions – September 30, 2025 | |||||
| Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | |
| Undiscounted uninflated estimated cash flow | 4,102 | 6,716 | 7,627 | 3,159 | 8,856 |
| Discount rate | 6.4% | 6.4% | 8.1% | 7.0% | 8.5% |
| Inflation rate | 20.7% | 20.7% | 20.7% | 20.7% | 3.6% |
| Decommissioning and restoration provisions - December 31, 2024 | |||||
| Bolivar | Porco | Caballo Blanco Group | San Lucas
Group |
Zimapan | |
| Undiscounted uninflated estimated cash flow | 3,587 | 6,119 | 7,333 | 2,917 | 8,032 |
| Discount rate | 9.3% | 9.3% | 9.6% | 9.6% | 10.1% |
| Inflation rate | 10.0% | 10.0% | 10.0% | 10.0% | 3.7% |
| 22 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
14. SHARE CAPITAL
a) Authorized share capital
The Company is authorized to issue an unlimited number of common shares without par value.
b) Issued – share capital
During the nine months ended September 30, 2025, the Company issued 593,338 common shares from the vesting of RSUs, 800,000 common shares from the vesting of PSUs and 6,948,404 common shares from the exercising of Options for proceeds of $2,380. During the year ended December 31, 2024, the Company issued 4,864,400 shares from the exercise of options for proceeds of $642.
c) Stock options
On November 17, 2023, the Company’s shareholders approved the omnibus equity incentive plan (the “Omnibus Incentive Plan”). Pursuant to the Omnibus Incentive Plan, the Company may grant options, RSUs, PSUs, and DSUs to directors, officers, employees, management company employees, and consultants of the Company and its subsidiaries. The maximum number of shares available for issuance under the Omnibus Incentive Plan is limited to 10% of the issued and outstanding common shares.
Pursuant to the Omnibus Incentive Plan, options granted have a maximum term of ten years and the vesting provisions of options granted are at the discretion of the Board of Directors. Options are non-transferrable and the exercise price of the options shall be determined by the Board of Directors at the time the options are granted but in no event shall be lower than the discounted market price permitted by the TSX-V.
The following is a summary of the Company’s stock options for the nine months ended September 30, 2025 and year ended December 31, 2024:
| Number of stock options | Weighted average exercise price | |
| # | C$ | |
| Balance, December 31, 2023 | 23,714,400 | 0.40 |
| Granted | 2,500,000 | 0.40 |
| Exercised | (4,864,400) | 0.42 |
| Cancelled | (6,900,000) | 0.43 |
| Balance, December 31, 2024 | 14,450,000 | 0.41 |
| Granted | 3,450,000 | 1.10 |
| Exercised | (6,948,404) | 0.47 |
| Cancelled | (216,666) | 0.88 |
| Balance, September 30, 2025 | 10,734,930 | 0.52 |
As at September 30, 2025, the Company had the following stock options outstanding:
| Options outstanding | Options exercisable | ||||||
Grant Date |
Date of expiry | Number of options | Weighted average exercise price | Weighted average years until expiry | Number of options | Weighted average exercise price | Weighted average years until expiry |
| # | C$ | Years | # | C$ | Years | ||
| May 7, 2021 | May 7, 2026 | 5,501,596 | 0.47 | 0.60 | 5,501,596 | 0.47 | 0.60 |
| August 1, 2024 | August 1, 2029 | 1,783,334 | 0.40 | 3.84 | 616,668 | 0.40 | 3.84 |
| October 16, 2024 | October 16, 2029 | 150,000 | 0.41 | 4.05 | 112,500 | 0.41 | 4.05 |
| June 26, 2025 | June 26, 2030 | 3,300,000 | 1.10 | 4.74 | 1,100,00 | 1.10 | 4.74 |
| Balance, September 30, 2025 | 10,734,930 | 0.65 | 2.46 | 7,330,764 | 0.56 | 1.55 | |
During the nine months ended September 30, 2025, the Company granted a total of 3,300,000 options (2024 – 2,350,000) with a fair value of $1,634 (2024 - $400), of which $739 (2024 – $55) was recognized in operating expenses during the year.
| 23 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
The weighted average assumptions used in the Black-Scholes option pricing model were as follows:
| Assumption | Based on | 2025 | 2024 |
| Risk-free rate (%) | Yield curves on Canadian government zero-coupon bonds with a remaining term equal to the stock options’ expected life | 2.83% | 3.02% |
| Expected life (years) | Expiry term of the options | 5 years | 5 years |
| Expected volatility (%) | Historical volatility of the Company’s share price | 89.86% | 87.08% |
| Dividend yield (%) | Annualized dividend rate as of the date of grant | nil | nil |
The weighted average closing share price on the date of the option exercises for the nine months ended September 30, 2025 was C$ 1.78 per share (year ended December 31, 2024 - C$0.42).
d) Warrants
The following is a summary of the Company’s warrants for the nine months ended September 30, 2025 and year ended December 31, 2024:
| Number of warrants | Weighted average exercise price | |
| # | C$ | |
| Balance, December 31, 2023 | 63,221,961 | 0.43 |
| Expired | (63,221,961) | 0.43 |
| Balance, December 31, 2024 and September 30, 2025 | - | - |
Of the 63,221,961 warrants issued, the remaining 14,720,000 outstanding warrants with a value of $3,821 as at December 31, 2023 expired unexercised on October 24, 2024. When the warrants expired, the share-based compensation reserve corresponding to the warrants was transferred to contributed surplus. No additional warrants have been issued in the nine months ended September 30, 2025.
e) Restricted Share Units (RSU)
RSUs are non-transferrable awards for service which upon vesting and settlement entitle the recipient to receive cash or common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion and the RSUs have been accounted for assuming they will be settled through equity. Vesting conditions for RSUs are set by the Board of Directors.
The following is a summary of the Company’s RSUs for the nine months ended September 30, 2025 and year ended December 31, 2024:
| Number of RSUs outstanding | Weighted average grant price | |
| # | C$ | |
| Balance, December 31, 2023 | - | - |
| Granted | 825,000 | 0.3450 |
| Balance, December 31, 2024 | 825,000 | 0.3450 |
| Granted | 955,000 | 0.9800 |
| Vested | (593,338) | 0.6857 |
| Balance, September 30, 2025 | 1,186,662 | 0.6857 |
| 24 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
As at September 30, 2025, the Company had the following RSUs outstanding:
Grant Date |
Vesting Date | Number of RSUs outstanding | Weighted average grant price | Weighted average years until vesting |
| # | C$ | years | ||
| August 1, 2024 | April 1, 2026 | 275,000 | 0.3450 | 0.50 |
| August 1, 2024 | April 1, 2027 | 275,000 | 0.3450 | 1.50 |
| June 26, 2025 | June 26, 2026 | 318,332 | 0.9800 | 0.74 |
| June 26, 2025 | June 26, 2027 | 318,330 | 0.9800 | 1.74 |
| Balance, September 30, 2025 | 1,186,662 | 0.6857 | 1.13 | |
f) Deferred Share Units (DSU)
DSUs are non-transferrable awards that become payable upon termination of service of the participant. Vesting conditions for DSUs are set by the Board of Directors. Upon settlement, DSUs entitle the recipient to receive cash or common shares of an equivalent value. Timing of settlement after vesting occurs at the discretion of the participant and communicated to the Company by the participant in writing at least fifteen days prior to the designated day, or an earlier date as the participant and the Company pay agree. If no notice is given by the participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the participant’s termination of service, or any earlier period on which the DSUs vest, at the sole discretion of the participant.
The following is a summary of the Company’s DSUs for the nine months ended September 30, 2025 and year ended December 31, 2024:
| Number of DSUs outstanding | Weighted average grant price | |
| # | C$ | |
| Balance, December 31, 2023 | - | - |
| Granted | 675,000 | 0.3450 |
| Balance, December 31, 2024 | 675,000 | 0.3450 |
| Balance, September 30, 2025 | 675,000 | 0.3450 |
As at September 30, 2025, the Company had the following DSUs outstanding:
Grant Date |
Vesting Date | Number of DSUs outstanding | Weighted average grant price | Weighted average years until vesting |
| # | C$ | years | ||
| August 1, 2024 | August 1, 2025 | 675,000 | 0.3450 | 0.00 |
| Balance, September 30, 2025 | 675,000 | 0.3450 | 0.00 | |
| 25 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 14. | SHARE CAPITAL (continued) |
g) Performance Share Units (PSU)
PSUs are non-transferrable awards that will vest and become payable upon the attainment of performance criteria within a certain period, the criteria and the evaluation of performance in relation to the criteria is determined by the Board of Directors. PSUs are settled through cash or the issuance of common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion. Each quarter, the expected number of PSUs that will vest is updated based upon the actual performance versus the criteria established and the instrument is revalued.
The following is a summary of the Company’s PSUs for the nine months ended September 30, 2025 and year ended December 31, 2024:
| Number of PSUs outstanding | Weighted average grant price | |
| # | C$ | |
| Balance, December 31, 2023 | - | - |
| Granted | 1,250,000 | 0.3450 |
| Cancelled | (250,000) | 0.3450 |
| Balance, December 31, 2024 | 1,000,000 | 0.3450 |
| Granted | 500,000 | 0.9800 |
| Vested | (800,000) | 0.3450 |
| Cancelled | (200,000) | 0.3450 |
| Balance, September 30, 2025 | 500,000 | 0.9800 |
As at September 30, 2025, the Company had the following PSUs outstanding:
| 26 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 15. | COST OF SALES |
Cost of sales excluding depletion, depreciation and amortization are costs that directly relate to production and generation of revenues at the operating segments. Significant components of cost of sales are comprised of the following:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 (Restated) (1) |
2025 | 2024
(Restated) (1) | |
| $ | $ | $ | $ | |
| Consumables and materials | 4,797 | 4,807 | 10,577 | 13,459 |
| Energy | 828 | 1,164 | 2,162 | 3,328 |
| Insurance | 974 | 798 | 2,506 | 2,504 |
| Mining and plant maintenance costs | 21,042 | 23,954 | 61,434 | 68,933 |
| Ore and concentrate purchase costs | 15,078 | 13,830 | 30,732 | 30,733 |
| Other costs | (469) | (1,179) | (336) | 1,251 |
| Production Costs | 42,250 | 43,374 | 107,075 | 120,208 |
| Transportation and other selling costs | 6,079 | 5,572 | 16,799 | 17,434 |
| Mining royalties expense | 2,808 | 3,029 | 5,991 | 8,488 |
| Finished goods inventory changes | 2,891 | 4,842 | 4,609 | 7,368 |
| Cost of sales | 54,028 | 56,817 | 134,474 | 153,498 |
(1) Mine royalty expense relates to the mining royalty due to the Bolivian government as a result of mining operations at the Sinchi Wayra and Illapa businesses.
| 16. | GENERAL AND ADMINISTRATIVE EXPENSES |
A summary of the Company’s general and administrative expenses is as follows:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| $ | $ | $ | $ | |
| Community relationship | 579 | 720 | 1,017 | 1,374 |
| Corporate administration | 841 | 412 | 2,071 | 1,814 |
| Professional fees | 956 | 720 | 2,177 | 1,978 |
| Salaries and benefits | 2,125 | 3,642 | 5,634 | 9,149 |
| Tax penalties and inflation charges | 1,951 | 985 | 4,430 | 3,897 |
| 6,452 | 6,479 | 15,329 | 18,212 | |
17. FINANCE COSTS
A summary of the Company’s finance costs (income) is as follows:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | ||
| Accretion of consideration payable (note 10) | - | - | - | 1,578 |
| Accretion of decommissioning provisions (note 13) | 687 | 483 | 1,462 | 1,444 |
| Accretion of Trafigura facility loan | - | 82 | - | 547 |
| Accretion (income) of receivable from COMIBOL (note 6(a)) | (350) | 346 | (790) | (1,115) |
| Financing charge on leases | 155 | 66 | 451 | 149 |
| Loss on change in fair value of consideration payable | 2,283 | 7,510 | 5,262 | 15,542 |
| Interest expense, carrying and finance charges | 661 | 145 | 1,261 | 1,002 |
| Interest (income) | (486) | 308 | (1,093) | (16) |
| Other finance expense (income) | (1,494) | 886 | (4,155) | (1,422) |
| 1,456 | 9,826 | 2,398 | 17,709 | |
| 27 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX |
| a) | Income tax expense |
A summary of the Company’s income tax expense is as follows:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024
(Restated) |
2025 | 2024
(Restated) | |
| $ | $ | $ | $ | |
| Current tax expense | 3,037 | 11,138 | 15,771 | 19,465 |
| Deferred tax (recovery) | (3,765) | (1,315) | 4,271 | (695) |
| Income tax expense | (728) | 9,823 | 20,042 | 18,770 |
A summary of the Company’s reconciliation of income taxes at statutory rates for the three and nine months ended September 30, 2025 and 2024, is as follows:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024
(Restated) |
2025 | 2024
(Restated) | |
| $ | $ | $ | $ | |
| Income before income taxes | 15,616 | 13,885 | 66,814 | 153,396 |
| Combined federal and provincial statutory income tax rates | 27% | 27% | 27% | 27% |
| Income tax expense at statutory rates | 4,216 | 3,749 | 18,040 | 41,417 |
| Permanent differences | (1,422) | 3,631 | (8,277) | (30,153) |
| Change due to differences in tax rates | 419 | 1,561 | 15,588 | 4,046 |
| Inflation adjustment | (22) | 309 | (72) | (48) |
| Change due to foreign translation | (943) | (53) | (4,006) | 1,676 |
| Deferred tax assets not recognized | 4,536 | 499 | 5,860 | (227) |
| Mexico mining royalty tax | (97) | - | 138 | 748 |
| Tax effect of investment in subsidiaries | (3,749) | 153 | (3,985) | 943 |
| Impact of change in accounting estimate | (4,000) | - | (3,675) | - |
| Others | 334 | (26) | 431 | 368 |
| Income tax expense | (728) | 9,823 | 20,042 | 18,770 |
| 28 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX EXPENSE (continued) |
| b) | Deferred taxes |
The significant components of the Company’s deferred tax assets are as follows:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Trade and other receivables | 2,077 | 1,346 |
| Other liabilities | 7,999 | 5,431 |
| Mineral properties, plant and equipment | 12 | 2,048 |
| Decommissioning and restoration provision | 2,337 | 2,554 |
| Non-capital losses | 2,230 | 2,813 |
| Capital losses | - | 4,607 |
| Inventories | 1,244 | 858 |
| Other assets | 845 | 497 |
| Mining tax | 74 | 128 |
| Other | 41 | 164 |
| Deferred tax assets | 16,859 | 20,446 |
The significant components of the Company’s deferred tax liabilities are as follows:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Mineral properties, plant and equipment | (25,905) | (17,773) |
| Investment in subsidiaries | (1,998) | (5,954) |
| Inventories | (401) | (256) |
| Trade payables and accrued liabilities | (186) | (160) |
| COMIBOL initial investment period CAPEX receivable | (3,457) | (7,934) |
| Other | (702) | - |
| Deferred tax liabilities | (32,649) | (32,077) |
The following table reconciles the deferred tax assets and liabilities to the Consolidated Statements of Financial Position:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Deferred tax assets | 16,859 | 9,602 |
| Deferred tax liabilities | (32,649) | (21,233) |
| (15,790) | (11,631) |
Deferred tax assets and liabilities that are probable to be utilized are offset if they relate to the same taxable entity and same taxation authority. Future potential tax deductions that do not offset deferred tax liabilities are considered to be deferred tax assets.
As at September 30, 2025, the Company had unrecognized capital losses of approximately $46,835 (December 31, 2024 - $16,355) that arose in Canada, the capital losses can be carried forward indefinitely.
As at September 30, 2025 the Company has unrecognized taxable temporary differences of $80,700 (December 31, 2024 - $109,706) for taxes that would be payable on the unremitted earnings of certain subsidiaries of the Company.
| 29 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 18. | INCOME TAX EXPENSE (continued) |
| c) | Bolivia uncertain income tax position relating to tax year 2017 |
As part of the Acquisition, the Company assumed potential pre-acquisition income tax liabilities for Bolivia’s 2017 tax year related to decommissioning and restoration provisions, depreciation of mineral properties, plant and equipment, undeclared income, and non-deductible expenses in the determination of the Bolivian current income tax. In the second quarter of 2023, the Company received notification from the Bolivian tax authorities on its decision to deny an appeal and confirmed the tax reassessment of 118,306 BOB ($9,900), which includes tax interest and penalties. The Company and the Bolivian tax authorities agreed on a financing arrangement (“financing arrangement”) by making an initial deposit of 40,479 BOB ($3,387) (which represents 35% of the total balance) in the second quarter of 2023, and monthly instalments for the remaining balance of 75,175 BOB ($6,291) over the next five years to June 2028.
The Company is challenging the Bolivian tax authorities’ decision and has filed legal proceedings with the Supreme Court of Justice and the Constitutional Court in Bolivia.
As the matter relates to income tax, and there is uncertainty over whether the relevant authorities will accept the current tax treatment under the Bolivian tax law, management believes that it meets the definition of an uncertain tax treatment and this in within the scope of IAS 12 – Income Taxes and IFRIC 23 – Uncertainty over Income Tax Treatments. In accordance with IFRIC 23, an entity shall consider whether it is probable (more likely than not) that a taxation authority will accept an uncertain tax treatment. If an entity concludes it is probable that a taxation authority will accept an uncertain tax treatment, the entity shall determine the taxable income or loss consistent with the tax treatment applied in its income tax filings.
Pursuant to the Sinchiwayra and Illapa acquisition agreements, Glencore has agreed to indemnify the Company for up to a maximum of $25,000, in aggregate, for all claims and liabilities arising from the acquisition. Such indemnification would, subject to such cap and certain conditions, extend to income tax liabilities. In the unlikely event that the Company exhausts all avenues and receives an unfavourable ruling, the Company is indemnified by the acquisition agreements and would not be liable for any income tax liability up to $25,000.
The Company obtained legal advice to assess the probability of a final favourable ruling from its legal proceedings and the acceptance of the current tax treatments of the various tax items. Based on the legal assessment, the Company believes it is probable that the current tax treatments will be accepted as it has a strong substantive defense. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at September 30, 2025.
As at September 30, 2025, the Company has remitted tax instalments totaling $6,411 inclusive of interest and penalties to the Bolivian tax authorities based on the financing arrangement. The Company has recognized a liability of $4,652 to account for the obligation to make the remaining payments under the financing arrangement (Note 12). The Company needs to continue to make payments under the financing arrangement until there is final legal resolution to avoid adverse actions from the taxation authorities such as the seizing of bank accounts. However, as the Company believes the current tax owing related to this matter is $nil and the amounts paid will ultimately be refunded to the Company, the total payment made to date of $6,405 and the liability for the remaining outstanding payments of $4,652 under the financing arrangement have been recognized as “trade and other receivables” (Note 6).
On January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the Tax authority issue a new assessment that is legally compliant, at that point management will determine whether or not to accept the new assessment or could challenge it again. The tax authority appealed the decision during the second quarter of 2025, but the appeal was denied in October 2025 a second review of the appeal is still pending by the Constitutional Tribunal however the first denial makes the sentence 188/2025 enforceable and management is currently working with the Tax Authority to arrange the terms for refunding the payments made under the financing arrangement. The appeal does not affect management’s current legal assessment which believes that it is probable that the current tax treatments will be accepted. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at September 30, 2025.
| 30 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 19. | CAPITAL MANAGEMENT |
The Company’s objective when managing its capital is to maintain its ability to continue as a going concern while at the same time maximizing the growth of its business and providing returns to its shareholders. The Company’s capital structure consists of shareholders’ equity (comprising issued capital plus equity reserves plus deficit) with a shareholders’ equity of $183,243 as at September 30, 2025 (December 31, 2024 - $131,347).
The Company manages its capital structure and makes adjustments based on changes to its economic environment and the risk characteristics of the Company’s assets. The Company’s capital requirements are effectively managed based on the Company having a thorough reporting, planning and forecasting process to help identify the funds required to ensure the Company is able to meet its operating and growth objectives.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility, see note 11(c) for details.
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT |
The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:
| September 30, 2025 | Amortized cost | FVTPL | FVTOCI | Total |
| $ | $ | $ | ||
| Financial assets | ||||
| Cash and cash equivalents | 40,018 | - | - | 40,018 |
| Marketable securities | - | - | 19,212 | 19,212 |
| Trade and other receivables | 15,771 | 18,152 | - | 33,923 |
| 55,789 | 18,152 | 19,212 | 93,153 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 44,281 | - | - | 44,281 |
| Consideration payable | - | 10,045 | - | 10,045 |
| Loans payable | 35,729 | - | - | 35,729 |
| Other liabilities | 30,221 | - | - | 30,221 |
| 110,231 | 10,045 | - | 120,276 | |
| December 31, 2024 | ||||
| Financial assets | ||||
| Cash and cash equivalents | 35,721 | - | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | - | 41,864 |
| 60,183 | 17,402 | - | 77,585 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 47,389 | - | - | 47,389 |
| Consideration payable | 34,625 | 10,158 | - | 44,783 |
| Loans payable | 19,569 | - | - | 19,569 |
| Other liabilities | 38,578 | - | - | 38,578 |
| 140,161 | 10,158 | - | 150,319 |
| 31 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and
Level 3: Inputs for the asset or liability based on unobservable market data.
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
Marketable securities consists of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The Marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as finance income/cost.
The securities are held with Stifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 11a)). Although the securities held can be readily converted to cash, they are restricted to the extent that the amounts serve as collateral. The Standy Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,830 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| September 30, 2025 | December 31, 2024 | |||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |
| $ | $ | $ | $ | $ | $ | |
| Assets | ||||||
| Marketable securities | 19,212 | - | - | - | - | - |
| Trade and other receivables | - | 18,152 | - | - | 17,402 | - |
| 19,212 | 18,152 | - | - | 17,402 | - | |
| Liabilities | ||||||
| Consideration payable | - | - | 10,045 | - | - | 10,158 |
| - | - | 10,045 | - | - | 10,158 | |
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that at December 31, 2024.
| 32 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc, lead and copper concentrates produced by all of the Company’s mines. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At September 30, 2025, the Company had receivable balances associated with buyers of its concentrates of $18,152 (December 31, 2024 - $17,402), the Company’s concentrate is sold to well-known and well-established international concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
| September 30, 2025 | December 31, 2024 | |
| $ | $ | |
| Cash and cash equivalents | 40,018 | 35,721 |
| Marketable securities | 19,212 | - |
| Trade and other receivables | 33,923 | 41,864 |
| Prepaid expenses and deposits | 7,521 | 5,656 |
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
| 33 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis at September 30, 2025:
| <1
year |
1
– 2 years |
2
– 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 39,267 | 5,014 | - | - | 44,281 |
| Consideration payable – CVR & additional payments | 430 | 1,705 | 6,866 | 5,063 | 14,064 |
| Loans payable | 33,850 | 1,879 | - | - | 35,729 |
| Lease payments | 1,633 | - | - | - | 1,633 |
| 75,180 | 8,598 | 6,866 | 5,063 | 95,707 |
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net loss to changes in the exchange rate between the US dollar and the Bolivian boliviano, the Mexican peso and the Canadian dollar, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $525, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net loss by approximately $98, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net loss by approximately ($69).
| 34 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 20. | FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued) |
The Company’s financial assets and liabilities as at September 30, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
| CAD | BOB | USD | MXN | Total | |
| $ | $ | $ | $ | $ | |
| Financial assets | |||||
| Cash and cash equivalents | 2,074 | 8,047 | 29,336 | 561 | 40,018 |
| Marketable securities | - | - | 19,212 | - | 19,212 |
| Trade and other receivables | 21 | 16,237 | 17,555 | 110 | 33,923 |
| 2,095 | 24,284 | 66,103 | 671 | 93,153 | |
| Financial liabilities | |||||
| Trade payables and accrued liabilities | 1,268 | 25,644 | 4,378 | 12,991 | 44,281 |
| Consideration payable | - | - | 10,045 | - | 10,045 |
| Loans payable | - | 32,626 | 3,103 | - | 35,729 |
| Other liabilities | - | 10,789 | 6,789 | 12,643 | 30,221 |
| 1,268 | 69,059 | 24,314 | 25,634 | 120,276 | |
| Net financial assets (liabilities) | 827 | (44,775) | 41,789 | (24,963) | (27,123) |
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at September 30, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at September 30, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $378.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
| 35 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 21. | RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION |
The Company’s related parties include its subsidiaries, joint arrangements and key management personnel. During its normal course of operation, the Company enters into transactions with its related parties for goods and services. All related party transactions for the three and nine months ended September 30, 2025 and 2024, have been disclosed in these consolidated financial statements.
These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.
Remuneration of key management personnel
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Compensation to key management personnel was as follows:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| $ | $ | $ | $ | |
| Management and consulting fees | 611 | 988 | 1,920 | 2,059 |
| Share-based compensation | 919 | 113 | 2,201 | 132 |
| 1,530 | 1,101 | 4,121 | 2,191 | |
Of the $611 and $1,920 in management and consulting fees incurred with related parties during the three and nine months ended September 30, 2025, $53 and $170, respectively (2024 - $58 and $109, respectively) was related to directors’ fees and $558 and $1,750 (2024 - $930 and $1,950, respectively), was related to management fees.
| 22. | SEGMENT INFORMATION |
The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management team, collectively the chief operating decision maker (“CODM”), in assessing performance and in determining the allocation of resources. The Company primarily manages its business by looking at individual producing and developing resource projects as well as the aggregate of the exploration and evaluation properties and typically segregate these projects between production, development, and exploration.
| a) | Operating segments |
The following reportable operating segments have been identified: the Bolivar mine and processing plant, the Porco mine and processing plant, the Caballo Blanco Group which includes the Tres Amigos, Colquechaquita mines and the Don Diego processing plant, the San Lucas Group which includes the Reserva mine and San Lucas feed sourcing business, Zimapan mine and processing plant, and Corporate and Other activities. The corporate division earns income that is considered incidental to the Company’s activities and therefore does not meet the definition of an operating segment.
(1) In the following tables it should be noted that the CODM reviews Bolivar and Porco revenues, cost of sales information, capital expenditures, total assets and total liabilities on a 100% basis whereas this financial information is recorded at 45% in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).
| 36 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
In the third quarter of 2024, the Company changed its business process and began feeding all of Reserva’s ore to the San Lucas feed sourcing business instead of combining it with the other mines in the Caballo Blanco Group. The change in business process has changed the manner in which information is reviewed by the CODM and the operating segments have been updated to present the Reserva mine as part of the San Lucas Group.
Management has prepared the segmented information showing the assets, liabilities and capital expenditures of Reserva under the old basis within the Caballo Blanco Group and under the new basis within the San Lucas Group. Management was unable to present the operating results of Revenues, Mine Operating Costs and Gross profit because the necessary information is not available and the cost to develop it would be excessive. Refer to the tables below to see the information of assets, liabilities and capital expenditures prepared using the old basis and the new basis.
| a) | Revenues, operating costs and gross profit by operating segment |
Three months ended
September 30, 2025 |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 11,120 | 9,725 | 21,740 | 24,723 | 24,977 | - | (11,216) | (1,080) | 79,989 |
| Mine operating costs | - | ||||||||
| Cost of sales | (9,542) | (7,232) | (9,474) | (22,601) | (15,528) | - | 9,269 | 1,080 | (54,028) |
| Depletion and amortization | (3,066) | (1,318) | (2,218) | (638) | (1,585) | - | 3,030 | - | (5,795) |
| (12,608) | (8,550) | (11,692) | (23,239) | (17,113) | - | 12,299 | 1,080 | (59,823) | |
| Gross profit | (1,488) | 1,175 | 10,048 | 1,484 | 7,864 | - | 1,083 | - | 20,166 |
Three months ended
September 30, 2024 (Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 20,562 | 11,821 | 20,194 | 22,878 | 21,570 | - | (17,423) | (1,358) | 78,244 |
| Mine operating costs | |||||||||
| Cost of sales | (13,749) | (9,869) | (12,852) | (20,040) | (14,458) | - | 12,793 | 1,358 | (56,817) |
| Depletion and amortization | (3,455) | (200) | (2,309) | (6) | (1,977) | - | 2,242 | - | (5,705) |
| (17,204) | (10,069) | (15,161) | (20,046) | (16,435) | - | 15,035 | 1,358 | (62,522) | |
| Gross profit | 3,358 | 1,752 | 5,033 | 2,832 | 5,135 | - | (2,388) | - | 15,722 |
| 37 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
| a) | Revenues, operating costs and gross profit by operating segment |
Nine months ended
September 30, 2025 |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 50,884 | 28,247 | 56,876 | 64,618 | 68,760 | - | (42,898) | (2,889) | 223,598 |
| Mine operating costs | |||||||||
| Cost of sales | (25,572) | (17,378) | (20,989) | (47,239) | (49,693) | - | 23,508 | 2,889 | (134,474) |
| Depletion and amortization | (8,826) | (3,401) | (6,083) | (1,638) | (4,443) | - | 8,580 | - | (15,811) |
| (34,398) | (20,779) | (27,072) | (48,877) | (54,136) | - | 32,088 | 2,889 | (150,285) | |
| Gross profit | 16,486 | 7,468 | 29,804 | 15,741 | 14,624 | - | (10,810) | - | 73,313 |
Nine months ended
September 30, 2024
(Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Revenues | 61,794 | 30,392 | 49,632 | 55,450 | 57,037 | - | (49,563) | (3,424) | 201,318 |
| Mine operating costs | |||||||||
| Cost of sales | (40,339) | (25,850) | (38,255) | (48,471) | (40,015) | - | 36,008 | 3,424 | (153,498) |
| Depletion and amortization | (10,145) | (1,064) | (5,118) | (28) | (6,407) | - | 6,919 | - | (15,843) |
| (50,484) | (26,914) | (43,373) | (48,499) | (46,422) | - | 42,927 | 3,424 | (169,341) | |
| Gross profit | 11,310 | 3,478 | 6,259 | 6,951 | 10,615 | - | (6,636) | - | 31,977 |
| b) | Capital expenditures, assets and liabilities by operating segment |
| As at September 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 6,181 | 1,370 | 2,246 | 1,787 | 11,622 | - | (4,010) | - | 19,196 |
| Total assets | 118,181 | 79,272 | 121,544 | 58,407 | 77,044 | 15,985 | (71,890) | - | 398,543 |
| Total liabilities | (44,574) | (32,330) | (104,591) | 3,361 | (47,444) | (10,846) | 21,124 | - | (215,300) |
| As at December 31, 2024 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | 7$ | $ | $ | $ | $ | $ | $ | $ | |
| Capital expenditures | 7,309 | 3,756 | 6,588 | 2,683 | 9,642 | - | (7,359) | - | 22,619 |
| Total assets | 119,275 | 72,971 | 92,386 | 89,962 | 59,878 | 16,582 | (77,029) | - | 374,025 |
| Total liabilities | (47,244) | (31,169) | (7,985) | (96,666) | (40,292) | (45,039) | 25,717 | - | (242,678) |
| 38 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
| c) | Segment revenue by operating segment, product and major customers |
| Three months ended September 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 3,910 | 2,746 | 9,475 | 9,069 | 11,753 | - | - | - | 36,953 |
| Zinc | 6,780 | 6,476 | 9,915 | 16,972 | 10,342 | - | - | - | 50,485 |
| Lead | 142 | 173 | 1,165 | 692 | 1,778 | - | - | - | 3,950 |
| Copper | - | - | - | - | 2,764 | - | - | - | 2,764 |
| Illapa joint operation (55%) | - | (11,216) | - | (11,216) | |||||
| Intercompany transactions | 195 | 258 | 627 | - | - | - | - | (1,080) | - |
| Provisional pricing adjustments | 698 | 634 | 1,426 | 143 | 2,225 | - | - | - | 5,126 |
| Smelting and refining costs | (605) | (562) | (868) | (2,153) | (3,885) | - | - | - | (8,073) |
| Sales to external customers | 11,120 | 9,725 | 21,740 | 24,723 | 24,977 | - | (11,216) | (1,080) | 79,989 |
Three months ended September 30, 2024
(Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 11,510 | 4,669 | 9,337 | 9,072 | 11,104 | - | - | - | 45,692 |
| Zinc | 9,432 | 6,686 | 10,062 | 14,415 | 9,037 | - | - | - | 49,632 |
| Lead | 554 | 605 | 1,613 | 1,168 | 3,407 | - | - | - | 7,347 |
| Copper | - | - | - | - | 2,280 | - | - | - | 2,280 |
| Illapa joint operation (55%) | - | (17,423) | - | (17,423) | |||||
| Intercompany transactions | 277 | 429 | 652 | - | - | - | (1,358) | - | |
| Provisional pricing adjustments | 565 | 591 | 342 | (188) | 1,273 | - | - | - | 2,583 |
| Smelting and refining costs | (1,776) | (1,159) | (1,812) | (1,589) | (5,531) | - | - | - | (11,867) |
| Sales to external customers | 20,562 | 11,821 | 20,194 | 22,878 | 21,570 | - | (17,423) | (1,358) | 78,244 |
| 39 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
| 22. | SEGMENT INFORMATION (continued) |
| c) | Segment revenue by operating segment, product and major customers |
| Nine months ended September 30, 2025 | Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 27,516 | 10,166 | 26,876 | 23,958 | 34,835 | - | - | - | 123,351 |
| Zinc | 24,731 | 17,976 | 26,931 | 43,765 | 30,155 | - | - | - | 143,558 |
| Lead | 1,001 | 993 | 2,988 | 2,513 | 6,565 | - | - | - | 14,060 |
| Copper | - | - | - | - | 7,111 | - | - | - | 7,111 |
| Illapa
joint operation 55% interest |
- | - | - | - | - | - | (42,898) | - | (42,898) |
| Intercompany transactions | 411 | 723 | 1,755 | - | - | - | - | (2,889) | - |
| Provisional pricing adjustments | 943 | 739 | 1,809 | (934) | 2,953 | - | - | - | 5,510 |
| Smelting and refining costs | (3,718) | (2,350) | (3,483) | (4,684) | (12,859) | - | - | - | (27,094) |
| Sales to external customers | 50,884 | 28,247 | 56,876 | 64,618 | 68,760 | - | (42,898) | (2,889) | 223,598 |
Nine months ended September 30, 2024
(Restated) |
Bolivar | Porco | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate and other | Illapa Joint Operation eliminations(1) | Inter-company eliminations | Total |
| Country | Bolivia | Bolivia | Bolivia | Bolivia | Mexico | Bolivia | Bolivia | ||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Silver | 33,044 | 10,455 | 19,146 | 19,178 | 29,300 | - | - | - | 111,123 |
| Zinc | 32,290 | 20,367 | 31,057 | 40,126 | 23,061 | - | - | - | 146,901 |
| Lead | 2,250 | 1,240 | 3,421 | 2,434 | 10,851 | - | - | - | 20,196 |
| Copper | - | - | - | - | 6,653 | - | - | - | 6,653 |
| Illapa
joint operation 55% interest |
- | - | - | - | - | - | (49,563) | - | (49,563) |
| Intercompany transactions | 851 | 1,224 | 1,349 | - | - | - | - | (3,424) | - |
| Provisional pricing adjustments | 2,167 | 2,017 | 2,259 | (235) | 4,108 | - | - | - | 10,316 |
| Smelting and refining costs | (8,808) | (4,911) | (7,600) | (6,053) | (16,936) | - | - | - | (44,308) |
| Sales to external customers | 61,794 | 30,392 | 49,632 | 55,450 | 57,037 | - | (49,563) | (3,424) | 201,318 |
During the three and nine months ended September 30, 2025, the Company had two customers (2024 – two customers). One customer accounted for 69% of the total sales revenue for the three and nine months ended September 30, 2025 (2024 – 72%). The other customer accounted for the remaining 31% of the total sales revenue for the three and nine months ended September 30, 2025, respectively (2024 – 28%).
| 40 |
SANTACRUZ SILVER MINING LTD.
Notes to the Condensed Interim Consolidated Financial Statements
Three and Nine Months ended September 30, 2025 and 2024
(Unaudited)
(Expressed in thousands of US dollars, unless otherwise noted)
23. EARNINGS PER SHARE
Earnings per share for the Company was calculated based on the following:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Net income for the period | 16,344 | 17,534 | 46,772 | 151,642 |
| Weighted average number of shares outstanding | 360,024,448 | 355,703,581 | 357,265,110 | 354,947,655 |
| Earnings per share – basic | 0.05 | 0.05 | 0.13 | 0.43 |
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 (Restated) |
2025 | 2024 (Restated) | |
| $ | $ | $ | $ | |
| Net income for the period | 16,344 | 17,534 | 46,772 | 151,642 |
| Weighted average number of shares outstanding | 360,024,448 | 355,703,581 | 357,265,110 | 354,947,655 |
| Incremental shares from options, RSUs, DSUs and PSUs | 13,096,592 | 2,750,000 | 9,796,592 | 2,750,000 |
| Earnings per share – diluted | 0.04 | 0.05 | 0.13 | 0.42 |
Earnings per share is based on the weighted average number of common shares of the Company outstanding during the period. The diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding share options, RSUs, DSUs and PSUs in the weighted average number of common shares outstanding during the period, if dilutive.
The following securities could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because they were anti-dilutive:
| 2025 | 2024 | |
| Stock options | - | 14,300,000 |
| - | 14,300,000 |
24. SUPPLEMENTAL CASH FLOW INFORMATION
A summary of the Company’s non-cash finance costs is as follows:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024
(Restated) |
2025 | 2024
(Restated) | |
| $ | $ | $ | $ | |
| Accretion of consideration payable (note 10) | - | - | - | 1,578 |
| Accretion of decommissioning provision (note 13) | 687 | 483 | 1,462 | 1,444 |
| Accretion of Trafigura Loan Facility | - | 82 | - | 547 |
| Accretion of COMIBOL initial investment CAPEX receivable (note 6(a)) | (350) | (731) | (790) | (2,193) |
| Finance charges on leases | 155 | 66 | 451 | 149 |
| (Gain) loss on change in fair value of consideration payable (note 10) | 2,283 | 7,510 | 5,262 | 15,542 |
| Interest expense, carrying and finance charges (note 11) | 661 | 353 | 1,261 | 1,002 |
| Other expense income | - | 433 | - | - |
| 3,436 | 8,196 | 7,646 | 18,069 | |
| 41 |
Exhibit 99.14

MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE QUARTER ENDED SEPTEMBER 30, 2025
480 - 1140 West Pender Street, Vancouver, BC, V6E 4G1
www.santacruzsilver.com
Table of Contents
| Company Overview | 4 |
| 2025 Third Quarter Highlights | 5 |
| Management Business Overview and Outlook | 6 |
| Selected Quarterly Production Results | 7 |
| Bolivar Mine Operating Results | 11 |
| Porco Mine Operating Results | 13 |
| Caballo Blanco Group Operating Results | 14 |
| San Lucas Group Operating Results | 16 |
| Zimapan Mine | 18 |
| Other Properties | 19 |
| Qualified Person and Technical Disclosures | 19 |
| Overview of Financial Results | 20 |
| Quarters ended September 30, 2025 and 2024 | 20 |
| For the nine months ended September 30, 2025 and 2024 | 21 |
| Summary of Quarterly Results | 22 |
| Liquidity, Capital Resources and Contractual Obligations | 23 |
| Liquidity | 23 |
| Off-balance Sheet Arrangements | 24 |
| Transactions with Related Parties | 24 |
| Subsequent Events | 24 |
| Material Accounting Estimates and Judgments | 25 |
| Accounting Policies Including Changes in Accounting Policies and Initial Adoption | 25 |
| Financial Instruments and Other Instruments | 26 |
| Outstanding Share Data | 29 |
| Internal Controls over Financial Reporting and Disclosure Controls and Procedures | 29 |
| Non-GAAP Measures | 30 |
| Cautionary Note Regarding Forward-looking Information | 37 |
| Additional Information | 38 |
| -2- |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
This Management’s Discussion and Analysis of results of operations and financial condition (“MD&A”) should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2025 and the notes thereto of Santacruz Silver Mining Ltd. (“the Company” or “Santacruz”) which have been prepared in accordance with IFRS Accounting Standards (“IFRS®”), as issued by the International Accounting Standards Board (“IASB”).
All dollar amounts are expressed in thousands of US dollars unless otherwise indicated. Unless otherwise noted, references to “C$” are to thousands of Canadian dollars, references to “MXN” are to thousands of Mexican pesos and references to “BOB” are to thousands of Bolivian bolivianos.
During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company determined that a correction was required and as such, restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023, refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three and nine months ended September 30, 2024 have also been restated, refer to note 5 in the interim consolidated financial statements for details of the adjustments. Where applicable, previously reported figures in this MD&A have been updated to reflect the adjustments made as part of the restatement.
Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences. Throughout this MD&A, the terms first quarter, second quarter, third quarter, fourth quarter and year to date are respectively used interchangeably with the terms Q1, Q2, Q3, Q4 and YTD.
This MD&A contains “forward-looking information” within the meaning of applicable Canadian securities regulation and should be read in conjunction with the “Risk Factors” and “Cautionary Note Regarding Forward-looking Information” section in this MD&A.
All information contained in this MD&A is current and has been approved by the Board of Directors of the Company as of November 26, 2025.
| -3- |
Santacruz was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (‘‘TSXV’’) under the symbol ‘‘SCZ’’.
The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at September 30, 2025, the Company had acquired ownership including mining concession rights to the following mineral properties:
Bolivia:
| ● | Sinchi Wayra (“Sinchi Wayra”), which consists of the following mineral properties and businesses located in Bolivia: |
| ○ | the Caballo Blanco Group which includes the Tres Amigos and Colquechaquita mines (the “Caballo Blanco Group” or “Caballo Blanco”) and the Don Diego processing plant (the “Don Diego Processing Plant” or “Don Diego”), which processes production from the Caballo Blanco Group as well as toll milling from the San Lucas feed sourcing business; |
| ○ | the Soracaya exploration project (the “Soracaya Project” or “Soracaya”); and |
| ○ | the San Lucas Group which includes the San Lucas feed sourcing and trading business and the Reserva mine (the “San Lucas Group” or “San Lucas”). |
| ● | Illapa (“Illapa”), with its operations held under an association agreement with Corporación Minera de Bolivia (“COMIBOL”) a Bolivian state-owned entity comprising: |
| ○ | the Bolivar mine (the “Bolivar Mine” or “Bolivar”) and process plant complex; and |
| ○ | the Porco mine (the “Porco Mine” or “Porco”) and process plant complex. |
Mexico:
| ○ | The Zimapan mine (the “Zimapan Mine” or “Zimapan”) and processing plant located in Hidalgo, Mexico; |
| ○ | The La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico. |
Management has assessed the nature of its interest in the Illapa Business and determined it to be a joint operation. The Company records its 45% interest in the assets, liabilities, revenues and expenses of the Illapa Business in its consolidated financial statements. The Company is solely responsible for certain transactions made by the Illapa business, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL for its share of the joint operation. The Company is the operator of the Illapa Business and as such the chief executive officer and executive management team review the Bolivar and Porco operating and financial information on a 100% basis. The Company reports its segment information on a 100% basis with respect to Bolivar and Porco together with an elimination column representing COMIBOL’s 55% interest (refer to Note 22 of the unaudited interim consolidated financial statements).
In this MD&A, operational information for Bolivar and Porco is presented at 100%. Readers of this MD&A are cautioned that although in the operating section of this MD&A the Company reports 100% of the production and sales information, the Company records 45% of the assets, liabilities, revenues and expenses in its consolidated financial statements. In contrast to the operational information, all financial information presented in this MD&A is reported showing 45% of the assets, liabilities, revenues and expenses which coincides with the information presented in the audited consolidated financial statements.
From the acquisition of the Bolivian operations through to December 2024, the Company has used the official fixed rate of 6.96 BOB/USD to record transactions denominated in BOB. Commencing January 1, 2025, the Company has been recording transactions denominated in Bolivian Bolivianos (BOB) using a spot rate determined by an estimation technique instead of the official rate. The Company believes this methodology for calculating the foreign exchange from BOB to USD is a more accurate representation of the current economic conditions in Bolivia. The average rate determined by using the new valuation technique for the nine months ended September 30, 2025 was 12.6867 BOB/USD. All monetary assets and liabilities outstanding as at September 30, 2025 have been revalued using a spot rate of 11.95 BOB/USD.
In the third quarter of 2024, the Company changed its business process and began feeding all of the Reserva mine’s ore to the San Lucas feed sourcing business instead of combining it with the ore from other mines in the Caballo Blanco Group. To reflect the change in business process, the operating segments were updated in Q3 2024 to present the results of the Reserva mine as part of the San Lucas Group, comparative information from previous periods has not been updated and the results of the Reserva mine are still presented as part of the Caballo Blanco Group.
| -4- |
| 2025 Q3 | 2025 Q2 | Change Q3 vs Q2 |
2024 Q3 Restated (6) |
Change ‘25 Q3 vs ‘24 Q3 |
2025 YTD |
2024 YTD Restated (6) |
Change ‘25 YTD vs ‘24 YTD | |
Operational |
||||||||
| Material Processed (tonnes milled) | 486,585 | 480,863 | 1% | 491,260 | (1%) | 1,439,221 | 1,462,764 | (2%) |
| Silver Equivalent Produced (ounces) (1) | 3,424,817 | 3,547,054 | (3%) | 4,033,214 | (15%) | 10,660,000 | 12,075,966 | (12%) |
| Silver Ounces Produced | 1,241,929 | 1,423,081 | (13%) | 1,703,387 | (27%) | 4,255,073 | 4,956,694 | (14%) |
| Zinc Tonnes Produced | 21,581 | 21,148 | 2% | 23,143 | (7%) | 63,449 | 71,042 | (11%) |
| Lead Tonnes Produced | 2,603 | 2,773 | (6%) | 3,027 | (14%) | 8,094 | 8,888 | (9%) |
| Copper Tonnes Produced | 331 | 229 | 45% | 270 | 23% | 839 | 809 | 4% |
| Silver Equivalent Sold (payable ounces) (2) | 2,474,103 | 2,993,136 | (17%) | 3,601,754 | (31%) | 8,526,795 | 10,636,832 | (20%) |
| Cash Cost of Production per Tonne (3) | 100.11 | 81.95 | 22% | 110.50 | (9%) | 85.23 | 99.66 | (14%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 28.62 | 19.48 | 47% | 22.38 | 28% | 21.54 | 21.74 | (1%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 35.62 | 22.95 | 55% | 27.40 | 30% | 26.41 | 25.53 | 3% |
| Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (2) (3) (4) | 40.13 |
32.37 |
24% |
29.86 |
34% |
34.43 |
27.75 |
24% |
Financial |
||||||||
| Revenues | 79,989 | 73,295 | 9% | 78,244 | 2% | 223,598 | 201,318 | 11% |
| Gross Profit | 20,166 | 25,288 | (20%) | 15,721 | 28% | 73,313 | 31,976 | 129% |
| Net Income | 16,344 | 20,977 | (22%) | 17,534 | (7%) | 46,772 | 151,642 | (69%) |
| Net Earnings) Per Share - Basic ($/share) | 0.05 | 0.06 | (17%) | 0.03 | 67% | 0.13 | 0.41 | (68%) |
| Adjusted EBITDA (3) | 19,509 | 26,770 | (27%) | 14,960 | 30% | 73,795 | 29,608 | 149% |
| Cash and Cash Equivalent | 40,018 | 39,997 | 0% | 18,242 | 119% | 40,018 | 18,242 | 119% |
| Working Capital | 69,208 | 60,295 | 15% | 24,191 | 186% | 69,208 | 24,191 | 186% |
Year to Date Production Summary - By Mine
| Bolivar (5) | Porco (5) | Caballo Blanco Group | San Lucas Group | Zimapan | Total | |
| Material Processed (tonnes milled) | 169,181 | 143,815 | 171,642 | 282,218 | 670,364 | 1,439,221 |
| Silver Equivalent Produced (ounces) (1) | 1,808,427 | 1,047,058 | 2,052,152 | 2,785,374 | 2,966,990 | 10,660,000 |
| Silver Ounces Produced | 857,653 | 318,439 | 902,576 | 941,528 | 1,234,877 | 4,255,073 |
| Zinc Tonnes Produced | 10,394 | 7,948 | 11,654 | 19,690 | 13,763 | 63,449 |
| Lead Tonnes Produced | 487 | 396 | 1,804 | 1,565 | 3,843 | 8,094 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 839 | 839 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 176 | 82 | 176 | 124 | 78 | 111 |
| Zinc (%) | 6.72 | 5.82 | 7.24 | 7.78 | 2.69 | 5.02 |
| Lead (%) | 0.41 | 0.39 | 1.28 | 0.88 | 0.73 | 0.75 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.26 | 0.26 |
| Metal recovery per mine: | ||||||
| Silver (%) | 89 | 83 | 93 | 83 | 74 | 81 |
| Zinc (%) | 91 | 94 | 94 | 90 | 76 | 85 |
| Lead (%) | 70 | 69 | 82 | 63 | 79 | 74 |
| Copper (%) | N/A | N/A | N/A | N/A | 48 | 48 |
| Silver Equivalent Sold (payable ounces) (2) | 1,604,966 | 850,689 | 1,643,070 | 2,106,449 | 2,321,622 | 8,526,795 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas Group and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (6) | The revenues, gross profit, net loss, net loss per share, Adjusted EBITDA, and working capital were restated as a result of corrections made to the 2024 comparatives. Refer to Note 5 of the consolidated interim financial statements for further details and impacts of the restatement. |
| -5- |
Management Business Overview and Outlook
Debt Reduction and Restructuring:
On September 5, 2025 the Company made the final installment payment to Glencore extinguishing the Base Purchase Price obligation for the acquisition of the Company’s Bolivian operations. The company paid a total of $40,000 exercising the accelerated payment option which settled the $80,000 liability in full.
Bolivian Operations:
Our Bolivian operations will continue to follow the 2025 mine plan, which prioritizes accessing zones with higher silver grades and reinforcing operational efficiency across mining and milling. As part of this plan, we are managing a localized flooding event that affected two areas of the Bolívar mine. The situation is fully under control, and a structured dewatering program is underway. We expect to progressively resume access to these zones starting in Q1-2026. Our strategy remains anchored on two core pillars: optimizing mining costs and improving metal recoveries in our processing plants.
Mexican Operations:
In 2025, the Zimapán operations will continue to benefit from the capital investments executed in 2024, supporting higher production levels and improved productivity. The mine has already begun extracting material from Level 960, with monthly production ranging between 10,000 and 14,000 tonnes since August, and output from this level is expected to increase steadily over the coming quarters. Cost optimization strategies will remain in place, maintaining a balanced approach between production growth and operational efficiency. Recent process improvements have already shown positive results, and management will continue to implement improvements. The Company is also continuing to focus on portfolio-wide synergies to strengthen integration, streamline processes, and drive sustainable improvements in both operational output and financial performance.
| -6- |
Selected Quarterly Production Results
|
2025 Q3 |
2025 Q2 |
2025 Q1 |
2024 Q4 |
2024 Q3 | 2024 Q2 |
2024 Q1 |
Change Q3 vs Q2 |
Change
‘25 Q3 vs ‘24 Q3 | |
| Material Processed (tonnes milled) | |||||||||
| Bolivar (4) | 52,023 | 54,803 | 62,356 | 69,411 | 70,271 | 72,151 | 72,802 | (5%) | (26%) |
| Porco (4) | 49,161 | 49,152 | 47,501 | 53,702 | 48,714 | 51,307 | 50,862 | 0% | 1% |
| Caballo Blanco Group | 62,221 | 57,773 | 51,648 | 60,776 | 58,374 | 83,661 | 72,462 | 8% | 7% |
| San Lucas Group | 100,550 | 94,973 | 86,695 | 92,369 | 96,160 | 83,900 | 69,221 | 6% | 5% |
| Zimapan | 222,629 | 224,162 | 223,573 | 216,883 | 217,741 | 209,736 | 205,402 | (1%) | 2% |
| Total | 486,584 | 480,863 | 471,773 | 493,141 | 491,260 | 500,755 | 470,749 | 1% | (1%) |
| Silver Equivalent Produced (ounces) (1) | |||||||||
| Bolivar (4) | 420,612 | 601,516 | 786,299 | 920,614 | 905,862 | 904,204 | 899,355 | (30%) | (54%) |
| Porco (4) | 318,694 | 360,841 | 367,523 | 423,387 | 417,690 | 454,364 | 466,900 | (12%) | (24%) |
| Caballo Blanco Group | 707,465 | 685,479 | 659,208 | 798,976 | 646,605 | 832,229 | 740,895 | 3% | 9% |
| San Lucas Group | 986,403 | 940,457 | 858,514 | 992,949 | 1,052,528 | 1,026,334 | 878,182 | 5% | (6%) |
| Zimapan | 991,643 | 958,761 | 1,016,585 | 961,401 | 1,010,529 | 949,233 | 891,056 | 3% | (2%) |
| Total | 3,424,817 | 3,547,054 | 3,688,129 | 4,097,327 | 4,033,214 | 4,166,364 | 3,876,388 | (3%) | (15%) |
| Silver Ounces Produced | |||||||||
| Bolivar (4) | 132,146 | 304,468 | 421,040 | 491,378 | 483,300 | 427,665 | 425,756 | (57%) | (73%) |
| Porco (4) | 92,001 | 105,901 | 120,537 | 145,585 | 171,972 | 151,258 | 176,436 | (13%) | (47%) |
| Caballo Blanco Group | 294,524 | 294,786 | 313,266 | 368,822 | 248,605 | 318,520 | 284,810 | (0%) | 18% |
| San Lucas Group | 326,873 | 319,634 | 295,021 | 329,760 | 354,877 | 364,607 | 294,998 | 2% | (8%) |
| Zimapan | 396,385 | 398,292 | 440,199 | 426,141 | 444,634 | 409,309 | 399,949 | (0%) | (11%) |
| Total | 1,241,929 | 1,423,081 | 1,590,063 | 1,761,686 | 1,703,388 | 1,671,359 | 1,581,949 | (13%) | (27%) |
| Zinc Tonnes Produced | |||||||||
| Bolivar (4) | 3,186 | 3,225 | 3,983 | 4,611 | 4,553 | 5,168 | 5,063 | (1%) | (30%) |
| Porco (4) | 2,488 | 2,786 | 2,674 | 2,983 | 2,626 | 3,276 | 3,160 | (11%) | (5%) |
| Caballo Blanco Group | 4,131 | 3,974 | 3,549 | 4,455 | 4,117 | 5,331 | 4,703 | 4% | (0%) |
| San Lucas Group | 7,032 | 6,643 | 6,015 | 7,089 | 7,525 | 7,150 | 6,279 | 6% | (7%) |
| Zimapan | 4,744 | 4,520 | 4,498 | 4,219 | 4,322 | 4,127 | 3,642 | 5% | 10% |
| Total | 21,581 | 21,148 | 20,719 | 23,357 | 23,143 | 25,052 | 22,847 | 2% | (7%) |
| Lead Tonnes Produced | |||||||||
| Bolivar (4) | 104 | 182 | 201 | 327 | 305 | 300 | 395 | (43%) | (66%) |
| Porco (4) | 103 | 132 | 161 | 215 | 206 | 205 | 169 | (22%) | (50%) |
| Caballo Blanco Group | 722 | 595 | 486 | 549 | 515 | 641 | 611 | 21% | 40% |
| San Lucas Group | 575 | 509 | 481 | 554 | 493 | 450 | 427 | 13% | 17% |
| Zimapan | 1,099 | 1,355 | 1,389 | 1,287 | 1,508 | 1,312 | 1,351 | (19%) | (27%) |
| Total | 2,603 | 2,773 | 2,718 | 2,932 | 3,027 | 2,908 | 2,953 | (6%) | (14%) |
| Copper Tonnes Produced | |||||||||
| Zimapan | 331 | 229 | 279 | 248 | 270 | 284 | 256 | 45% | 23% |
| Total | 331 | 229 | 279 | 248 | 270 | 284 | 256 | 45% | 23% |
Silver Equivalent Sold (payable ounces) (2) |
|||||||||
| Bolivar (4) | 281,420 | 586,851 | 736,696 | 777,765 | 730,460 | 775,682 | 1,014,743 | (52%) | (61%) |
| Porco (4) | 242,697 | 254,284 | 353,708 | 345,675 | 410,617 | 365,176 | 419,231 | (5%) | (41%) |
| Caballo Blanco Group | 530,408 | 596,038 | 516,624 | 629,937 | 708,726 | 688,391 | 573,346 | (11%) | (25%) |
| San Lucas Group | 719,714 | 774,550 | 612,185 | 847,411 | 846,455 | 715,135 | 754,910 | (7%) | (15%) |
| Zimapan | 699,865 | 781,413 | 840,343 | 852,103 | 905,497 | 857,755 | 870,708 | (10%) | (23%) |
| Total | 2,474,104 | 2,993,136 | 3,059,556 | 3,452,891 | 3,601,755 | 3,402,139 | 3,632,938 | (17%) | (31%) |
| -7- |
Selected Quarterly Production Results (continued)
2025 Q3 |
2025 Q2 |
2025 Q1 |
2024 Q4 |
2024 Q3(5) | 2024 Q2(5) |
2024 Q1(5) |
Change
Q3 vs Q2 |
Change ‘25 Q3 vs ‘24 Q3 | |
| Cash Cost of Production per Tonne (3) | |||||||||
| Bolivar (4) | 139.93 | 94.96 | 81.19 | 121.19 | 135.61 | 120.01 | 112.94 | 47% | 3% |
| Porco (4) | 90.27 | 66.26 | 69.14 | 97.39 | 119.35 | 114.53 | 92.96 | 36% | (24%) |
| Caballo Blanco Group (4) | 69.44 | 54.70 | 56.27 | 76.15 | 107.55 | 96.27 | 113.94 | 27% | (35%) |
| San Lucas Group | 191.05 | 130.84 | 101.64 | 234.29 | 200.18 | 134.50 | 156.51 | 46% | (5%) |
| Zimapan | 60.47 | 68.52 | 64.75 | 57.80 | 61.59 | 65.57 | 57.60 | (12%) | (2%) |
| Total | 100.11 | 81.95 | 73.22 | 106.35 | 110.50 | 95.11 | 93.19 | 22% | (9%) |
| Cash Cost per Silver Equivalent Ounce Sold (3) | |||||||||
| Bolivar (4) | 34.51 | 14.86 | 13.50 | 18.65 | 20.41 | 18.90 | 17.43 | 132% | 69% |
| Porco (4) | 29.76 | 19.78 | 16.60 | 24.84 | 24.54 | 24.41 | 21.59 | 50% | 21% |
| Caballo Blanco Group (4) | 18.32 | 10.85 | 12.66 | 16.40 | 19.77 | 21.15 | 27.79 | 69% | (7%) |
| San Lucas Group | 34.40 | 21.37 | 17.34 | 28.30 | 25.55 | 22.73 | 22.04 | 61% | 35% |
| Zimapan | 27.74 | 27.56 | 25.70 | 23.34 | 22.08 | 22.50 | 20.29 | 1% | 26% |
| Total | 28.62 | 19.48 | 17.84 | 22.38 | 22.38 | 21.66 | 21.19 | 47% | 28% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (3) | |||||||||
| Bolivar (4) | 50.89 | 17.55 | 16.79 | 22.17 | 26.75 | 18.64 | 19.51 | 190% | 90% |
| Porco (4) | 36.30 | 22.35 | 19.63 | 31.61 | 29.65 | 25.22 | 24.16 | 62% | 22% |
| Caballo Blanco Group (4) | 22.34 | 13.87 | 14.78 | 19.60 | 21.75 | 26.21 | 31.60 | 61% | 3% |
| San Lucas Group | 38.57 | 23.69 | 19.16 | 34.22 | 26.43 | 22.86 | 22.28 | 63% | 46% |
| Zimapan | 34.50 | 32.35 | 34.32 | 27.13 | 27.07 | 27.62 | 22.59 | 7% | 27% |
| Total | 35.62 | 22.95 | 22.34 | 27.83 | 27.40 | 24.91 | 24.27 | 55% | 30% |
| Underground development (m) | 12,634 | 11,531 | 10,135 | 11,167 | 10,933 | 10,434 | 9,436 | 10% | 16% |
| Core Drilling (m) | 8,631 | 4,689 | 3,179 | 3,204 | 4,166 | 5,949 | 4,311 | 84% | 107% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold in the Non-GAAP Measures section, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold and Average Realized Price per Ounce of Silver Equivalent Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (5) | Cost of sales in previously reported quarters of 2024 were restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or were related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the annual consolidated financial statements and note 5 of the interim consolidated financial statements for further details regarding the restatement. |
| -8- |
Selected Quarterly Production Results (continued)
In the nine months ended 2025, the Company processed 1,439,221 tonnes of ore, producing 10,660,000 silver equivalent ounces. This total includes 4,255,073 ounces of silver and 63,449 tonnes of zinc. Full Q3 2025 production results were released in a news release dated November 03, 2025.
Q3 2025 vs Q2 2025
In Q3 2025, Santacruz maintained stable consolidated operations despite the full-quarter impact of the mid-May water inflow at the Bolívar mine, which continued to restrict access to the Pomabamba and Nané high-grade zones. Bolívar’s silver equivalent production declined quarter-over-quarter, driven by materially lower silver head grades (-53%) and reduced silver output (-57%), while dewatering and rehabilitation advanced with the commissioning of the fourth pumping line in September and the initiation of a fifth submersible line.
Despite the pressure at Bolívar, the rest of the portfolio delivered consistent results. Caballo Blanco increased milled tonnes and posted higher silver equivalent production, San Lucas contributed additional volume and supported stable plant utilization, and Zimapán delivered modest gains in silver equivalent output driven by stronger zinc grades. These operations helped absorb part of the temporary impact from Bolívar and supported overall quarterly performance.
Q3 2025 vs Q3 2024
Compared with Q3 2024, Santacruz´s consolidated production reflected the year over year impact of the Bolivar flooding event, which continued to limit access to silver high grade zones and resulted in lower silver output (-73%) and reduced silver equivalent production (-54%). Despite this, the company sustained a broadly resilient operating profile across it diversified asset base.
Outside of Bolívar, the portfolio showed solid year-over-year production. Caballo Blanco delivered higher production, supported by stronger grades and better recoveries. San Lucas continued to play a key role in sustaining throughput at the group level, while Zimapán operated consistently, posting higher zinc production supported by improved stope development and feed quality. These contributions helped moderate the impact from Bolívar and provided stability in the consolidated results relative to last year.
Cash Cost and All-in Sustaining Cost per Silver Equivalent Ounce Sold
Q3 2025 vs Q2 2025
Consolidated unit costs increased in Q3, mainly due to the ongoing situation at Bolívar mine and the appreciation of the Bolivian boliviano. The water inflow at Bolívar continued to limit access to high-grade zones and required sustained pumping and rehabilitation, driving Bolivar´s cash cost to $34.51/oz and AISC to $50.89/oz. At the consolidated level, cash cost rose to $28.62/oz and AISC to $35.62/oz.
The 31% appreciation of the boliviano during the quarter also increased USD-equivalent costs across all Bolivian operations. This currency movement reflects greater market confidence in the new government, which is positive for the broader business environment, although it raises costs when translated into USD.
At San Lucas, higher silver and zinc prices increased ore purchase costs in line with its margin-based sourcing model, where reported cost per ounce rises with metal prices but margins remain stable.
In Mexico, Zimapán recorded only a modest increase in costs quarter-over-quarter, with cash cost up 1% and AISC up 7%, reflecting scheduled mine and plant investments aimed at improving metallurgical recoveries.
| -9- |
Selected Quarterly Production Results (continued)
Q3 2025 vs Q3 2024
Compared to Q3 2024, consolidated AISC increased to $35.62/oz from $24.27/oz, largely driven by Bolívar, where the impact of the water inflow and ongoing recovery work pushed AISC to $50.89/oz. The stronger boliviano also elevated USD-equivalent operating costs year-over-year, again reflecting the improved political outlook following the change in government.
At San Lucas, higher silver and zinc prices increased ore purchase costs in line with its margin-based sourcing model, where reported cost per ounce rises with metal prices but margins remain stable.
Zimapán posted a more notable year-over-year increase, with cash cost rising 19% and AISC 27%, consistent with ongoing mine development at level 960 and plant upgrades intended to improve recoveries.
| -10- |
Bolivar Mine Operating Results
| Bolivar Production Table (3) |
2025 Q3 |
2025 Q2 |
Change
Q3 vs Q2 |
2024 Q3 |
Change
Q3 vs Q3 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 52,023 | 54,803 | (5%) | 70,271 | (26%) | 169,181 | 215,223 | (21%) |
| Silver Equivalent Produced (ounces) (1) | 420,612 | 601,516 | (30%) | 905,862 | (54%) | 1,808,427 | 2,709,422 | (33%) |
| Silver Equivalent Sold (payable ounces) (2) | 281,420 | 586,851 | (52%) | 730,460 | (61%) | 1,604,966 | 2,520,885 | (36%) |
| Production | ||||||||
| Silver (ounces) | 132,146 | 304,468 | (57%) | 483,300 | (73%) | 857,653 | 1,336,720 | (36%) |
| Zinc (tonnes) | 3,186 | 3,225 | (1%) | 4,553 | (30%) | 10,394 | 14,784 | (30%) |
| Lead (tonnes) | 104 | 182 | (43%) | 305 | (66%) | 487 | 999 | (51%) |
| Average Grade | ||||||||
| Silver (g/t) | 89 | 190 | (53%) | 231 | (62%) | 176 | 212 | (17%) |
| Zinc (%) | 6.61 | 6.52 | 1% | 7.19 | (8%) | 6.72 | 7.57 | (11%) |
| Lead (%) | 0.31 | 0.44 | (29%) | 0.61 | (49%) | 0.41 | 0.64 | (36%) |
| Metal Recovery | ||||||||
| Silver (%) | 89 | 91 | (2%) | 93 | (4%) | 89 | 91 | (2%) |
| Zinc (%) | 93 | 90 | 3% | 90 | 3% | 91 | 91 | 1% |
| Lead (%) | 64 | 75 | (15%) | 71 | (10%) | 70 | 72 | (4%) |
| Cash Cost of Production per Tonne ($/t) (4) | 139.93 | 94.96 | 47% | 135.61 | 3% | 103.71 | 122.71 | (15%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 34.51 | 14.86 | 132% | 20.41 | 69% | 17.68 | 18.75 | (6%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 50.89 | 17.55 | 190% |
26.75 |
90% | 23.05 | 21.34 | 8% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (4) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Bolivar Mine has been active for more than 200 years. The current mine complex consists of an underground mine, 1,100 t/d milling facility, tailings storage facility, maintenance workshop, shaft-winder, water treatment plants, supplies warehouse, main office, hospital, and camp.
The Bolivar mine operates in two main areas: the Central Zone, an extension of the original ore deposit that runs deeper, and the Rosario Zone, a parallel area with its own separate entrance.
Currently the mine produces about 19,000 tonnes of ore per month, and 840 meters of combined primary and secondary development each month. At the same time, ore from the San Lucas feed sourcing business is providing production flexibility and allowing the mill to operate efficiently.
The Bolívar mill has operated continuously since 1993, receiving feed from two main sources: the Bolívar Mine, which supplies approximately 70%, and toll feed sourced through the San Lucas feed sourcing business, contributing the remaining 30%. The mill processes each feed type separately, enabling precise analysis and reporting for each. Different reagent strategies are applied to each source due to the presence of pyrrhotite in the San Lucas feed, which is generally absent in the Bolívar mine feed.
| -11- |
Bolivar Mine Operating Results (continued)
Q3 2025 vs Q2 2025
In Q3 2025, Bolívar’s performance reflected the ongoing impact of the water inflow event that occurred in mid-May 2025 and continued to restrict access to the high silver head grade Pomabamba and Nané areas. Silver equivalent production decreased (-30%) due to lower silver head grade (-53%) and reduced silver output (-57%). Rehabilitation and dewatering advanced steadily during the quarter, with the fourth pumping line commissioned in September 2025, increasing total capacity and enabling a gradual reduction in water levels. In parallel, installation of the fifth submersible pumping line began in mid-October, to accelerate recovery efforts and restore full access to the high silver head grade Pomabamba zone, where production is expected to resume in February 2026. The installation schedule experienced a delay due to logistics related to the delivery of the purchased water pumps. Additionally, drilling above Level 340 began in October 2025 to expand resources toward the southern extension of Pomabamba.
Q3 2025 vs Q3 2024
On a year-over-year basis, Bolívar’s performance remained constrained by restricted access to Pomabamba following the May flooding event, with silver equivalent production down (-54%), silver head grade (-62%), recoveries (-4%), and silver production (-73%) all declining. Progress on dewatering continued, with the fifth pumping line expected to be fully operational by year-end, enabling access to the Pomabamba South vein, which contains reserves with high silver head grades, averaging 309 g/t Ag. Production from this area is expected to resume in February 2026, significantly improving Bolívar’s overall silver grade profile.
| -12- |
| Porco Production Table (3) |
2025 Q3 |
2025 Q2 | Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 49,161 | 49,152 | (0%) | 48,714 | 1% | 145,815 | 150,883 | (3%) |
| Silver Equivalent Produced (ounces) (1) | 318,694 | 360,841 | (12%) | 417,690 | (24%) | 1,047,058 | 1,338,954 | (22%) |
| Silver Equivalent Sold (payable ounces) (2) | 242,697 | 254,284 | (5%) | 410,617 | (41%) | 850,689 | 1,195,024 | (29%) |
| Production | ||||||||
| Silver (ounces) | 92,001 | 105,901 | (13%) | 171,972 | (47%) | 318,439 | 499,666 | (36%) |
| Zinc (tonnes) | 2,488 | 2,786 | (11%) | 2,626 | (5%) | 7,948 | 9,062 | (12%) |
| Lead (tonnes) | 103 | 132 | (22%) | 206 | (50%) | 396 | 581 | (32%) |
| Average Grade | ||||||||
| Silver (g/t) | 71 | 79 | (10%) | 133 | (47%) | 82 | 122 | (33%) |
| Zinc (%) | 5.43 | 6.03 | (10%) | 5.74 | (5%) | 5.82 | 6.42 | (9%) |
| Lead (%) | 0.30 | 0.41 | (27%) | 0.55 | (45%) | 0.39 | 0.51 | (23%) |
| Metal Recovery | ||||||||
| Silver (%) | 82 | 85 | (3%) | 83 | (0%) | 83 | 84 | (2%) |
| Zinc (%) | 93 | 94 | (1%) | 94 | (1%) | 94 | 94 | (0%) |
| Lead (%) | 69 | 65 | 6% | 78 | (11%) | 69 | 75 | (8%) |
| Cash Cost of Production per Tonne ($/t) (4) | 90.27 | 66.26 | 36% | 119.35 | (24%) | 75.29 | 108.81 | (31%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) | 29.76 | 19.78 | 50% | 24.54 | 21% | 21.30 | 23.47 | (9%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (4) |
36.30 |
22.35 |
62% |
29.65 |
22% | 25.20 | 26.37 | (4%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (4) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions |
The Porco Mine has been in operation for nearly 500 years. The complex consists of an underground mine, milling facility, maintenance workshop, tailing storage facility, water treatment plant, supplies warehouse, main office, two hospitals and Yancaviri Camp.
The mine produces approximately 17,000 tonnes of ore, and on average realizes 600 meters of total development per month. The mine is comprised of two production areas. Hundimiento uses long hole mechanized mining methods to exploit the deeper extension of the primary vein complex, and the Central zone which is conventionally mined using more selective shrinkage stoping. The milling facility is sourced by the mine feed (approximately 60%), and the toll feed from the San Lucas feed sourcing business (40%).
Q3 2025 vs Q2 2025
Porco, the Company’s predominantly zinc underground mine, reported an 11% decrease in zinc production compared to the previous quarter, mainly due to a 10% decline in zinc head grade. Throughput remained steady and zinc recoveries were stable at 93%, supported by ongoing metallurgical optimization and consistent plant performance. Silver output declined, as operations continued to target zinc-rich zones consistent with Porco’s production focus.
Q3 2025 vs Q3 2024
Porco recorded a 5% year-over-year decrease in zinc production, reflecting slightly lower zinc grades and stable throughput levels. Zinc recoveries remained strong (93%), demonstrating solid process control and operational efficiency. The mine plan during 2025 prioritized zinc-dominant zones with lower silver content, resulting in a reduction (-47%) in silver production compared to Q3 2024. Overall, Porco continues to perform as a reliable zinc-producing asset, maintaining stable operations and strong metallurgical performance.
| -13- |
Caballo Blanco Group Operating Results
| Caballo Blanco Group Production Table |
2025 Q3 |
2025 Q2 | Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 62,221 | 57,773 | 8% | 58,374 | 7% | 171,642 | 214,497 | (20%) |
| Silver Equivalent Produced (ounces) (1) | 707,465 | 685,479 | 3% | 646,605 | 9% | 2,052,152 | 2,219,729 | (8%) |
| Silver Equivalent Sold (payable ounces) (2) | 530,408 | 596,038 | (11%) | 708,726 | (25%) | 1,643,070 | 1,970,463 | (17%) |
| Production | ||||||||
| Silver (ounces) | 294,524 | 294,786 | (0%) | 248,605 | 18% | 902,576 | 851,934 | 6% |
| Zinc (tonnes) | 4,131 | 3,974 | 4% | 4,117 | (0%) | 11,654 | 14,151 | (18%) |
| Lead (tonnes) | 722 | 595 | 21% | 515 | 40% | 1,804 | 1,767 | 2% |
| Average Grade | ||||||||
| Silver (g/t) | 160 | 168 | (5%) | 148 | 8% | 176 | 138 | 27% |
| Zinc (%) | 7.14 | 7.32 | (2%) | 7.56 | (6%) | 7.24 | 7.15 | 1% |
| Lead (%) | 1.45 | 1.23 | 18% | 1.16 | 25% | 1.28 | 1.09 | 18% |
| Metal Recovery | ||||||||
| Silver (%) | 92 | 94 | (2%) | 89 | 3% | 93 | 90 | 4% |
| Zinc (%) | 93 | 94 | (1%) | 93 | (0%) | 94 | 92 | 2% |
| Lead (%) | 80 | 84 | (4%) | 76 | 5% | 82 | 75 | 8% |
| Cash Cost of Production per Tonne ($/t) (3) | 69.44 | 54.70 | 27% | 107.55 | (35%) | 60.51 | 105.31 | (43%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 18.32 | 10.85 | 69% | 19.77 | (7%) | 13.83 | 22.59 | (39%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) |
22.34 |
13.87 |
61% |
21.75 |
3% |
16.89 | 26.18 | (35%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions |
Following a thorough examination of the Don Diego milling facility processing performance, Caballo Blanco Group made a strategic adjustment in Q3 to improve metal recovery and concentrate value. Previously, the milling facility handled ore from three mines: Colquechaquita, Tres Amigos, and Reserva. A recent evaluation revealed that processing a blend of ores exclusively from Colquechaquita and Tres Amigos at Don Diego significantly improved silver recovery in the lead concentrate. This enhancement adds greater value to the lead concentrate and generates additional revenue for the Company. The process modification is consistent with our goal of enhancing efficiencies by improving metal recoveries and concentrate value.
Ore from the Reserva mine will now be processed and blended with ore from the San Lucas ore sourcing business to improve overall operating efficiency. The initial results of this adjustment reveal significant gains in silver in lead concentrate recovery, prompting management to adopt this new processing approach as the standard going forward. This revised operational framework will help both Caballo Blanco and San Lucas achieve more consistent recovery performance and maximize the value of its mineral resources.
| -14- |
Caballo Blanco Group Mine Operating Results (continued)
Q3 2025 vs Q2 2025
Caballo Blanco’s production for the quarter benefited from higher milled tonnes (+8%), leading to a 3% increase in silver equivalent and stable silver production. The silver head grade declined moderately (-5%), resulting in a slight reduction in recoveries (-2%).
Q3 2025 vs Q3 2024
Compared with Q3 2024, Caballo Blanco’s operational improvements resulted in silver equivalent production up 9% and silver output up 18%, supported by annual silver head grade growth (+8%) and recoveries (+3%). These improvements reflect ongoing plant and mining optimizations. The 20% reduction in tonnes milled year to date compared to 2024 is due to the tonnage from the Reserva mine that is no longer being included in the group’s results in 2025 because Reserva’s production is now reported in the San Lucas Group.
| -15- |
San Lucas Group Operating Results
| San Lucas Group Production Table |
2025 Q3 |
2025 Q2 | Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 100,550 | 94,973 | 6% | 96,160 | 5% | 282,218 | 249,280 | 13% |
| Silver Equivalent Produced (ounces) (1) | 986,403 | 940,457 | 5% | 1,052,528 | (6%) | 2,785,374 | 2,957,043 | (6%) |
| Silver Equivalent Sold (payable ounces) (2) | 719,714 | 774,550 | (7%) | 846,455 | (15%) | 2,106,449 | 2,316,500 | (9%) |
| Production | ||||||||
| Silver (ounces) | 326,873 | 319,634 | 2% | 354,877 | (8%) | 941,528 | 1,014,482 | (7%) |
| Zinc (tonnes) | 7,032 | 6,643 | 6% | 7,525 | (7%) | 19,690 | 20,954 | (6%) |
| Lead (tonnes) | 575 | 509 | 13% | 493 | 17% | 1,565 | 1,370 | 14% |
| Average Grade | ||||||||
| Silver (g/t) | 126 | 124 | 2% | 135 | (6%) | 124 | 152 | (18%) |
| Zinc (%) | 7.86 | 7.81 | 1% | 8.62 | (9%) | 7.78 | 9.21 | (16%) |
| Lead (%) | 0.90 | 0.90 | (0%) | 0.80 | 13% | 0.88 | 0.87 | 2% |
| Metal Recovery | ||||||||
| Silver (%) | 80 | 85 | (6%) | 85 | (6%) | 83 | 84 | (0%) |
| Zinc (%) | 89 | 90 | (1%) | 91 | (2%) | 90 | 91 | (2%) |
| Lead (%) | 63 | 59 | 7% | 64 | (1%) | 63 | 63 | (1%) |
| Cash Cost of Production per Tonne ($/t) (3) | 191.05 | 130.84 | 46% | 200.18 | (5%) | 143.32 | 165.95 | (14%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 34.40 | 21.37 | 61% | 25.55 | 35% | 24.65 | 23.54 | 5% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 38.57 | 23.69 | 63% |
26.43 |
46% | 27.46 | 23.98 | 15% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton and $2,085.90/ton for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from the Bolivar, Porco, the Caballo Blanco Group, and San Lucas in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The San Lucas feed sourcing business utilizes the excess production capacity of each of the milling facilities in Bolivia to produce concentrate. Feed is sourced from independent organized mining groups with whom San Lucas has negotiated agreements outlining methodology for valuation and purchase as well as validating the source of the feed and methods used in extraction. Once the ore material is sampled and the purchase is finalized, it is blended and processed. Starting from Q3 2024, the operating results of the Reserva mine are included in the San Lucas results because all ore produced by the Reserva mine is sold to the San Lucas feed sourcing business to achieve optimal recoveries.
Generally, the ore from the San Lucas feed sourcing business is campaigned through each milling facility and kept separate from mine feeds. Across the three milling facilities, the approximate distribution used by San Lucas to process third-party ore is 44% at Porco, 22% at Don Diego, and 34% at Bolívar. The feed volume and grade are variable and challenging to forecast; however, the consistent and fair business structure offered by our San Lucas feed sourcing business appeals to local miners. By working with a medium- to long-term perspective, we enhance the consistency of the ore, and additional agreements are currently being negotiated to increase feed sourced.
| -16- |
San Lucas Group Operating Results (continued)
Q3 2025 vs Q2 2025
San Lucas continued to play a strategic support role this quarter, with processed ore up 6%. Silver equivalent production increased (+5%), and silver output was up (+2%). The operation’s flexibility and reliable throughput helped offset the negative impacts of reduced volumes and grades at Bolívar, especially in the context of the ongoing rehabilitation and restricted access to silver high-grade areas. Slight head grade improvement (+2%) and steady recoveries (-6%) contributed to overall plant efficiency for the group.
Q3 2025 vs Q3 2024
On an annual basis, San Lucas’s support was crucial for sustaining group-level throughput and mitigating Bolívar’s production losses. Silver equivalent production slipped 6%, silver output declined 8%, and processed tonnes increased 5%. The modest drop in silver head grade (-6%) and recoveries (-6%) continued trends from previous quarters, but operational flexibility and the crucial support to Bolívar were key to maintaining stable results across Santacruz’s Bolivian operations.
| -17- |
| Zimapan Production Table |
2025 Q3 |
2025 Q2 | Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 222,629 | 224,162 | (1%) | 217,741 | 2% | 670,364 | 632,880 | 6% |
| Silver Equivalent Produced (ounces) (1) | 991,643 | 958,761 | 3% | 1,010,529 | (2%) | 2,966,990 | 2,850,819 | 4% |
| Silver Equivalent Sold (payable ounces) (2) | 699,865 | 781,413 | (10%) | 905,497 | (23%) | 2,321,622 | 2,633,960 | (12%) |
| Production | ||||||||
| Silver (ounces) | 396,385 | 398,293 | (0%) | 444,634 | (11%) | 1,234,877 | 1,253,893 | (2%) |
| Zinc (tonnes) | 4,744 | 4,521 | 5% | 4,322 | 10% | 13,763 | 12,092 | 14% |
| Lead (tonnes) | 1,099 | 1,354 | (19%) | 1,508 | (27%) | 3,843 | 4,171 | (8%) |
| Copper (tonnes) | 331 | 229 | 45% | 270 | 23% | 839 | 809 | 4% |
| Average Grade | ||||||||
| Silver (g/t) | 77 | 77 | (1%) | 82 | (6%) | 78 | 81 | (4%) |
| Zinc (%) | 2.90 | 2.62 | 11% | 2.58 | 12% | 2.69 | 2.45 | 10% |
| Lead (%) | 0.67 | 0.80 | (17%) | 0.77 | (13%) | 0.73 | 0.78 | (6%) |
| Copper (%) | 0.29 | 0.22 | 27% | 0.29 | (1%) | 0.26 | 0.29 | (12%) |
| Metal Recovery | ||||||||
| Silver (%) | 72 | 71 | 1% | 78 | (7%) | 74 | 76 | (3%) |
| Zinc (%) | 73 | 77 | (5%) | 77 | (5%) | 76 | 78 | (2%) |
| Lead (%) | 74 | 76 | (2%) | 90 | (18%) | 79 | 85 | (8%) |
| Copper (%) | 52 | 45 | 15% | 43 | 22% | 48 | 44 | 11% |
| Cash Cost of Production per Tonne ($/t) (3) | 60.47 | 68.52 | (12%) | 61.59 | (2%) | 64.59 | 61.62 | 5% |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 27.74 | 27.56 | 1% | 22.08 | 26% | 26.94 | 21.62 | 25% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 34.50 | 32.35 | 7% |
27.07 |
27% |
33.71 | 25.77 | 31% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold applied to the payable metal content of the concentrates sold from Zimapan in 2024. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold and All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold. These measures are widely used in the mining industry as a benchmark for performance, but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See “Non-GAAP Measures” section below for definitions. |
The Zimapan operation produces feed from the Carrizal and Monte mines, which are connected by a 7.4-kilometre underground access and haulage tunnel which terminates at the San Francisco process plant. Mining methods used include long hole and cut and fill stoping. The plant processes about 72,000 tonnes per month and produces three concentrates using differential flotation. Tailings Storage Facility and other support facilities are located adjacent and downstream of the plant location.
Q3 2025 vs Q2 2025
Zimapan posted a 3% increase in silver equivalent output and a 5% rise in zinc, with lead down 19% and copper up 45% on steady throughput (+1%). Silver head grade and recoveries were stable (-1%), and production gains were driven by higher grades in zinc.
Q3 2025 vs Q3 2024
Year-on-year, Zimapan’s silver equivalent production declined (-2%), largely due to a decrease in silver head grade (-6%) and a decline in recoveries (-7%). Despite this, zinc was up 10% strengthened on targeted stope development and improvements in feed quality.
| -18- |
Soracaya is an approximately eight-hectare exploration asset located approximately 200 km south south-west of Potosi and 4.4 km from the San Vincente mine (owned by Pan American Silver). Verification of the resource to NI 43-101 standards is currently in progress as well as some claim maintenance work underground.
Qualified Person and Technical Disclosures
All scientific and technical disclosure contained in this MD&A was reviewed and approved by Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
Production at the Zimapan Mine is not supported by a feasibility study on mineral reserves demonstrating economic or technical viability or any other independent economic study under NI 43-101. Accordingly, there is increased uncertainty and higher economic and technical risks of failure associated with production operations at the Zimapan Mine. Production and economic variables may vary considerably due to the absence of a complete and detailed site analysis according to and in accordance with NI 43- 101. Project failure may adversely impact the Company’s future profitability.
| -19- |
Quarters ended September 30, 2025 and 2024
| 2025 Q3 | 2024 Q3 Restated (1) |
Change ‘25 Q3 vs ‘24 Q3 |
|
| Revenues | 79,989 | 78,244 | 2% |
| Mine operating costs | |||
| Cost of sales | (54,028) | (56,817) | (5%) |
| Depreciation, depletion and amortization | (5,795) | (5,705) | 2% |
| Gross profit | 20,166 | 15,722 | 28% |
| General and administrative expenses | (6,452) | (6,479) | (0%) |
| Share-based compensation expense | (761) | (113) | 573% |
| Operating income | 12,953 | 9,130 | 42% |
| Finance costs | (1,456) | (9,826) | (85%) |
| Foreign exchange gain | 4,119 | 28,053 | (85%) |
| Income before tax | 15,616 | 27,357 | (43%) |
| Income tax expense | 728 | (9,823) | (107%) |
| Net income for the period | 16,344 | 17,534 | (7%) |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||
| Unrealized gain (loss) on marketable securities | 112 | - | (0%) |
| Currency translation differences | (280) | (5,173) | (95%) |
| Comprehensive income for the period | 16,176 | 12.361 | 31% |
| Net income per share: | |||
| Basic | 0.05 | 0.05 | |
| Diluted | 0.04 | 0.05 | |
| Weighted average number of common shares: | |||
| Basic | 360,024,448 | 355,703,581 | |
| Diluted | 373,121,040 | 358,453,581 |
| (1) | The financial results were restated as a result of corrections made to the 2024 comparatives. Refer to Note 5 of the interim consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
Revenues for the quarter ended September 30, 2025, were $79,989, an increase of $1,745 compared to Q3 2024. The increase is primarily due to an increase in the average realized price of silver from $29.86 in Q3 2024 to $40.13 in Q3 2025, offset by a decrease in silver ounces in the current quarter.
Cost of sales for the quarter ended September 30, 2025, was $54,028, a decrease of $2,789 compared to Q3 2024. The decrease is due the change effective January 1, 2025, to use the quarterly average Bank exchange rate of 11.18 instead of the Official rate of 6.96 to record transactions denominated in Bolivian Bolivianos. The decrease caused by translating the expenses at the floating bank rate was partially offset by increases in operating costs due to incremental de-watering costs at the Bolivar operation to remove water from the flooded areas.
Depreciation, depletion and amortization for the quarter ended September 30, 2025, was $5,795, an increase of $90 compared with Q3 2024.
Gross profit for the quarter ended September 30, 2025, was $20,166, an increase of $4,444 compared with Q3 2024, due to the variances described above.
General and administrative expenses for the quarter ended September 30, 2025, were $6,452, a decrease of $27 compared to Q3 2024.
| -20- |
Overview of Financial Results for the quarters ended September 30, 2025 and 2024 (continued)
Finance costs for the quarter ended September 30, 2025, were $1,456, a decrease of $8,370 compared to Q3 2024. The decrease is primarily attributed to a smaller loss in the current quarter arising from the change in fair value of consideration payable.
Foreign exchange gain for the quarter ended September 30, 2025, was $4,119 having decreased by $23,934 from $28,053 in Q3 2024. The decrease is again due to changing the exchange rate that is being used to record transactions denominated in BOB. The decrease was partially offset by the revaluation of monetary items on the balance sheet that was higher than usual due to the change in the exchange rate.
Income tax expense for the quarter ended September 30, 2025 was a recovery of $728 versus prior period’s expense of $9,823. The recovery was caused by a 31% appreciation of the Bolivian Boliviano compared to Q2 2025, the appreciation of the Boliviano decreased the tax values of property, plant and equipment relative to their book values which are carried at historical cost this affected the temporary difference generating a future income tax recovery in the period.
For the nine months ended September 30, 2025 and 2024
| 2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD | |
| Revenues | 223,598 | 201,318 | 11% |
| Mine operating costs | |||
| Cost of sales | (134,474) | (153,498) | (12%) |
| Depreciation, depletion and amortization | (15,811) | (15,843) | (0%) |
| Gross profit | 73,313 | 31,977 | 129% |
| General and administrative expenses | (15,329) | (18,212) | (16%) |
| Share-based compensation expense | (2,269) | (132) | 1619% |
| Operating income | 55,715 | 13,633 | 309% |
| Gain on adjustment to consideration payable | - | 133,255 | (100%) |
| Finance costs | (2,398) | (17,709) | (86%) |
| Foreign exchange gain | 13,497 | 41,233 | (67%) |
| Income before tax | 66,814 | 170,412 | (61%) |
| Income tax expense | (20,042) | (18,770) | 7% |
| Net income for the period | 46,772 | 151,642 | (69%) |
| Other comprehensive income that may be reclassified subsequently to net income or loss: | |||
| Unrealized gain (loss) on marketable securities | 289 | - | (0%) |
| Currency translation differences | 186 | 2,026 | (91%) |
| Comprehensive income for the period | 47,247 | 153,668 | (69%) |
| Net income (loss) per share: | |||
| Basic | 0.13 | 0.43 | |
| Diluted | 0.13 | 0.42 | |
| Weighted average number of common shares: | |||
| Basic | 357,265,110 | 354,947,655 | |
| Diluted | 367,061,702 | 357,697,655 |
Revenues for the nine months ended September 30, 2025, were $223,598, an increase of $22,280 compared with the nine months ended September 30, 2024. The increase is driven primarily by an increase in the average realized price per ounce of silver equivalent ounce sold from $27.75 in 2024 to $34.43 in 2025.
| -21- |
Overview of Financial Results for the nine months ended September 30, 2025 and 2024 (continued)
Cost of sales for the nine months ended September 30, 2025, was $134,474, a decrease of $19,024 compared with the nine months ended September 30, 2024. The large decrease is due the change effective January 1, 2025 to using the Bank rate instead of the Official rate to record BOB denominated transactions. With the impact of the reduction of the exchange rate, the change between periods is primarily attributed to a decrease in consumables and materials, mining and plant maintenance costs, and mining royalties expense.
Depreciation, depletion and amortization for the nine months ended September 30, 2025, was $15,811, a decrease of $32 compared with the nine months ended September 30, 2024.
Overview of Financial Results (continued)
Gross profit for the nine months ended September 30, 2025, was $73,313, an increase of $41,336 compared with the nine months ended September 30, 2024 due to the factors described above.
General and administrative expenses for the nine months ended September 30, 2025, was $15,329, a decrease of $2,883 compared to the nine months ended September 30, 2024, which was mainly attributable to reductions in administration costs and salaries and benefits.
Finance costs for the nine months ended September 30, 2025, was $2,398, a decrease of $15,311 compared to the nine months ended September 30, 2024. The change was mainly due to a decrease in costs related to the consideration payable: a decrease in the loss arising from the change in fair value of consideration payable of $10,280, and a decrease to the accretion of consideration payable of $1,578.
Foreign exchange gain for the nine months ended September 30, 2025, was $13,497 compared to $41,233 in the nine months ended September 30, 2024. The decrease is due to changing the exchange rate that is being used to record BOB denominated transactions by using the Bank rate instead of the Official rate.
Income tax expense for the nine months ended September 30, 2025, was $20,042 compared to $18,770 in the nine months ended September 30, 2024.
The following table presents selected financial information for each of the most recent eight quarters:
| 2025 | 2024 | 2023 Restated(2) | ||||||
| Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | Q4 | |
| Revenues | 79,989 | 73,295 | 70,314 | 81,669 | 78,244 | 70,485 | 52,589 | 57,616 |
| Mine operating costs | 59,823 | 48,007 | 42,455 | 56,419 | 62,522 | 54,629 | 52,190 | 50,369 |
| Gross profit | 20,166 | 25,288 | 27,859 | 25,250 | 15,722 | 15,856 | 399 | (15,385) |
| Operating expenses | (7,213) | (5,306) | (5,079) | (6,068) | (6,592) | (6,806) | (4,946) | (4,698) |
| Net income (loss) | 16,344 | 20,977 | 9,451 | 12,842 | 17,534 | 1,449 | 132,659 | 490 |
| Net income (loss) per share – basic and diluted | 0.05 | 0.06 | 0.03 |
0.06 |
0.05 |
0.00 |
0.38 | 0.00 |
| (1) | The basic and fully diluted calculations result in the same value due to the anti-dilutive effect of outstanding stock options and warrants for all quarters. |
| (2) | The financial results were restated as a result of corrections made to the 2024 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. The quarterly results presented in this MD&A have been adjusted under the same basis as the annual adjustments presented in the financial statements. |
The Company’s quarterly results vary based on the silver equivalent ounces sold per period together with the average realized silver price for the period. In Q1 2024 the Company recorded a one-time gain on adjustment to consideration payable of $133,255 after entering into the Term Sheet with Glencore.
| -22- |
Liquidity, Capital Resources and Contractual Obligations
As at September 30, 2025, the Company had cash and cash equivalents of $40,018 (December 31, 2024 - $35,721). The Company’s cash and cash equivalents are not exposed to liquidity risk and there is no restriction on the ability of the Company to use these funds to meet its obligations. The Company also has $19,212 of marketable securities, which consist of liquid holdings that can be readily converted into cash. The securities are held with Stifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 11a) of the interim financial statements). Although the securities held can be readily converted to cash, they are restricted to the extent that the amounts serve as collateral. The Standy Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,830 and expires on March 26, 2026, and automatically renews each year.
For the three and nine months ended September 30, 2025, the Company reported net income of $16,344 and $46,772 respectively. (three months ended September 30, 2024 - net income of $17,534 and nine months ended September 30, 2024 – net income of $151,642). As at September 30, 2025, the Company had working capital of $69,208 (December 31, 2024 - working capital of $46,296).
The Company has a consideration payable balance outstanding for the acquisition of the Sinchi Wayra and Illapa operations which occurred in 2022. The consideration payable consisted of a base purchase price obligation and contingent value rights (“CVR”) obligation. The base purchase price obligation was fully paid in the third quarter of 2025, only the contingent value rights remain outstanding.
The base purchase price obligation consisted of the Company paying up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company exercised an accelerated payment option and paid $40,000 to Glencore and has fully extinguished the base purchase price liability.
The CVR has not resulted in any payments to date because the price of zinc has not reached the levels that would trigger a payment (greater than $3,850 per tonne).
At September 30, 2025, the Company has non-current loans payable of $1,879 (December 31, 2024 - $3,137), and non-current consideration payable to Glencore of $10,045 (December 31, 2024 - $34,783). In addition, the Company has retained earnings of $30,765 (December 31, 2024 – accumulated deficit of $16,007) and shareholders’ equity of $183,243 (December 31, 2024 - $131,347).
The Company’s cash flows from operating, investing, and financing activities during the nine months ended September 30, 2025, are summarized as follows:
Three months ended September 30, |
Nine months ended September 30, | |||
| 2025 | 2024 (1) | 2025 | 2024(1) | |
| Cash flow | ||||
| Cash generated by operating activities | 22,821 | 21,302 | 61,981 | 29,986 |
| Cash (used by) provided by investing activities | (30,840) | (7,193) | (77,807) | (13,697) |
| Cash (used by) provided by financing activities | 8,041 | (4,792) | 20,039 | (3,742) |
| Increase in cash and cash equivalents | 22 | 9,317 | 4,213 | 12,547 |
| Effect of exchange rate on cash and cash equivalents held in foreign currencies | (1) | 1,617 | 84 | 748 |
| Cash and cash equivalents, beginning of the period | 39,997 | 7,308 | 35,721 | 4,947 |
| Cash and cash equivalents, end of period | 40,018 | 18,242 | 40,018 | 18,242 |
| (1) | The cash generated by operating activities and used by investing and financing activities were restated as a result of corrections made to the 2024 comparatives. Refer to Note 5 of the interim consolidated financial statements for further details and impacts of the restatement. |
Cash generated by operating activities of $61,981, primarily due to:
| ● | $81,655 in cash flows from operating activities before movements in working capital items; and, | |
| ● | $19,674 net decrease in non-cash working capital items during the period. |
| -23- |
Cash used by investing activities of $77,807, primarily related to:
| ● | $19,196 spent on expenditures on mineral properties, plant and equipment; | |
| ● | $27,758 spent on purchases of marketable securities, net of $8,835 received from the disposition of marketable securities; and, | |
| ● | $40,000 payment on the consideration payable balance for the acquisition of Sinchi Wayra. |
Cash provided by financing activities of $20,039, consists of:
| ● | $58,042 proceeds from loans payable; and, | |
| ● | $40,382 repayments of loans payable and lease liabilities. |
Capital Resources
The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments from shareholders.
The Company monitors its capital structure and based on changes in operations and economic conditions, may from time to time adjust the structure by repurchasing shares, issuing new shares, issuing new debt or retiring existing debt. The Company prepares an annual budget and quarterly forecasts to facilitate the management of its capital requirements. The annual budget is approved by the Company’s Board of Directors.
The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility. The Company is fully compliant with all financial covenants stipulated in the agreement.
Off-balance Sheet Arrangements
The Company has not entered into any material off-balance sheet arrangement such as guarantee contracts, contingent interests in assets transferred to unconsolidated entities or derivative financial obligations.
Transactions with Related Parties
During the three and nine months ended September 30, 2025 and 2024, the Company incurred the following charges for directors, officers, and other members of key management of the Company, as well as for companies controlled by directors and officers of the Company:
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Management and consulting fees | 611 | 988 | 1,920 | 2,059 |
| Share-based compensation | 919 | 113 | 2,201 | 132 |
| 1,530 | 1,101 | 4,121 | 2,191 | |
Of the $611 in management and consulting fees incurred with related parties during the three months ended September 30, 2025, $53 (2024 - $58) was related to directors’ fees and $558 (2024 - $930) was related to management fees.
Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Other than the amounts disclosed above, there was no other compensation paid or payable to key management for employee services for the reported periods.
Refer
to note 18(c) regarding a court decision made in October 2025 to deny the tax authority an appeal made to challenge 188/2025 which was
favourable to the Company. Refer to note 18(c) for details of the proceedings and uncertain tax position.
| -24- |
Material Accounting Estimates and Judgments
The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:
Determination of Exchange rate for Bolivian operations
The Sinchi Wayra and Illapa operations are located in Bolivia and sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.
Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate (the “Official rate”) and the Bank rate used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the Official rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rate.
As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate to determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate (the “Bank rate”) is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.
The official rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations until December 31, 2024. Starting January 1, 2025 the Bank rate has been used to record transactions denominated in BOB. The average Bank rate for the nine months ended September 30, 2025 was 12.6867 BOB/USD. All monetary assets and liabilities outstanding as at September 30, 2025 have been revalued using the Bank spot rate of 11.95 BOB/USD. The exchange rate is management’s estimate of the $USD value of transactions denominated in BOB, accordingly comparative figures which were translated using the official rate have not been restated as the change in estimate is applied prospectively.
Accounting Policies Including Changes in Accounting Policies and Initial Adoption
The company acquired Treasury Bills and Treasury notes during the nine months ended September 30, 2025. These instruments are financial assets and will be carried at fair value through other comprehensive income (FVTOCI). The instruments are classified as Marketable Securities and Long-term investments in the statement of financial position. The instruments at FVTOCI are initially recognized at fair value plus transaction costs. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTOCI are recognized in other comprehensive income (loss). When the securities mature or are sold the cumulative realized gains and losses are recognized through profit and loss as Finance Costs.
The remainder of the accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2024, and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.
| -25- |
Financial Instruments and Other Instruments
| September 30, 2025 | Amortized cost | FVTPL | FVTOCI | Total |
| $ | $ | $ | $ | |
| Financial assets | ||||
| Cash and cash equivalents | 40,018 | - | - | 40,018 |
| Marketable securities | - | - | 19,212 | 19,212 |
| Trade and other receivables | 15,771 | 18,152 | - | 33,923 |
| 55,789 | 18,152 | 19,212 | 93,153 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 44,281 | - | - | 44,281 |
| Consideration payable | - | 10,045 | - | 10,045 |
| Loans payable | 35,729 | - | - | 35,729 |
| Other liabilities | 30,221 | - | - | 30,221 |
| 110,231 | 10,045 | - | 120,276 |
| December 31, 2024 | Amortized cost | FVTPL | FVTOCI | Total |
| Financial assets | ||||
| Cash and cash equivalents | 35,721 | - | - | 35,721 |
| Trade and other receivables | 24,462 | 17,402 | - | 41,864 |
| 60,183 | 17,402 | - | 77,585 | |
| Financial liabilities | ||||
| Trade payables and accrued liabilities | 47,389 | - | - | 47,389 |
| Consideration payable | 34,625 | 10,158 | - | 44,783 |
| Loans payable | 19,569 | - | - | 19,569 |
| Other liabilities | 38,578 | - | - | 38,578 |
| 140,161 | 10,158 | - | 150,319 |
| (1) | The Trade and other receivables, trade payables and accrued liabilities and other liabilities amounts were restated as a result of corrections made to the 2024 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:
| ● | Level 1: Quoted prices in active markets for identical assets or liabilities; |
| ● | Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and |
| ● | Level 3: Inputs for the asset or liability based on unobservable market data. |
The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.
Marketable securities consists of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The Marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as finance income/cost.
The securities are held with Steifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 11a)). Although the securities held can be readily converted to cash they are restricted to the extent that the amounts serve as collateral. The Standy Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,830 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.
Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.
| -26- |
The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:
| September 30, 2025 | December 31, 2024 | |||||
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |
| $ | $ | $ | $ | $ | $ | |
| Assets | ||||||
| Marketable securities | 19,212 | - | - | - | - | - |
| Trade and other receivables | - | 18,152 | - | - | 17,402 | - |
| 19,212 | 18,152 | - | - | 17,402 | - | |
| Liabilities | ||||||
| Consideration payable | - | - | 10,045 | - | - | 10,158 |
| - | - | 10,045 | - | - | 10,158 | |
The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that as at December 31, 2023.
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.
The Company has concentrate contracts to sell the zinc and lead concentrates produced by all of the Company’s mines and the San Lucas trading business. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At September 30, 2025, the Company had receivable balances associated with buyers of its concentrates of $18,152 (December 31, 2024 - $17,402). The Company’s concentrate is sold to well-known concentrate buyers.
The following financial assets represent the maximum credit risk to the Company:
September 30, 2025 |
December
31, 2024 | |
| $ | $ | |
| Cash and cash equivalents | 40,018 | 35,721 |
| Marketable securities | 19,212 | - |
| Trade and other receivables | 33,923 | 41,864 |
| Prepaid expenses and deposits | 7,521 | 5,656 |
| -27- |
Financial Instruments and Other Instruments
Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.
In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis:
| <1
year |
1
- 2 years |
2
- 5 years |
>5
years |
Total | |
| $ | $ | $ | $ | $ | |
| Trade payables and accrued liabilities | 39,267 | 5,014 | - | - | 44,281 |
| Consideration payable - CVR & additional payments | 430 | 1,705 | 6,866 | 5,063 | 14,064 |
| Loans payable | 33,850 | 1,879 | - | - | 35,729 |
| Lease payments | 1,633 | - | - | - | 1,633 |
| 75,180 | 8,598 | 6,866 | 5,063 | 95,707 |
Currency risk
The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.
The sensitivity of the Company’s net income to changes in the exchange rate between the US dollar and the Bolivian boliviano, the US dollar and the Mexican peso and the US dollar and the Canadian dollar, respectively, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $525, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net income by approximately $98, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net income by approximately $(69).
| -28- |
The Company’s financial assets and liabilities as at September 30, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:
Interest rate risk
Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at September 30, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at September 30, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $378.
Price risk
Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.
As at the date of this report, the Company has 365,384,489 common shares issued and outstanding, 9,530,851 common shares issuable under stock options, 1,186,662 common shares issuable under restricted share units, 500,000 common shares issuable under performance share units, 675,000 common shares issuable under deferred share units.
Internal Controls over Financial Reporting and Disclosure Controls and Procedures
The Company has disclosure controls and procedures in place to provide reasonable assurance that any information required to be disclosed by the Company under securities legislation is recorded, processed, summarized and reported within the applicable time periods and that required information is gathered and communicated to the Company’s management so that decisions can be made about the timely disclosure of that information.
The Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting. Any system of internal controls over financial reporting, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
The restatements of prior period financial statements reflect the company’s efforts to ensure the accuracy of its financial reporting. These restatements resulted from identified deficiencies in internal controls over financial reporting. In response, the company has undertaken measures to strengthen its internal control environment, including the hiring of additional staff at its corporate location, improvements to the process of the preparation of the consolidated financial statements and haven taken actions to improve the coordination between the Corporate accounting function and the site accounting teams and continues to monitor and improve its controls to prevent similar issues in the future. The company remains committed to maintaining effective internal controls and transparency in its financial disclosures.
| -29- |
The Company’s management, including the Chief Executive Officer and the Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design 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, the Company’s management cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgements in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any control system is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.
The Company has included certain non-GAAP performance measures throughout this MD&A, including Cash Cost per Silver Equivalent Ounce Sold, Cash Cost of Production per Tonne, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA each as defined in this section.
These performance measures are employed by the Company to measure its operating and financial performance internally, to assist in business decision-making, and provide key performance information to senior management. The Company believes that, in addition to conventional measures prepared in accordance with International Financial Reporting Standards (“IFRS® Accounting Standards”), as issued by the International Accounting Standards Board (“IASB”), certain investors and other stakeholders also use these non-GAAP measures as information to evaluate the Company’s operating and financial performance. As there are no standardized methods of calculating these non-GAAP measures, the Company’s methods may differ from those used by others and, accordingly, the Company’s use of these measures may not be directly comparable to similarly titled measures used by others. Accordingly, these non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The non-GAAP measures of cash cost per silver equivalent ounce sold and cash cost of production per tonne are used by the Company to manage and evaluate operating performance at respective mining operations and are widely reported in the silver mining industry as benchmarks for performance, but do not have a standardized meaning. Cash costs are calculated based on the cash operating costs at the respective mining operations and, in the case of cash cost per silver equivalent ounce sold, also include the third party concentrate treatment, smelting and refining cost.
Management of the Company believes that the Company’s ability to control the cash cost per silver equivalent ounce produced and cash cost of production per tonne are two of its key performance drivers impacting both the Company’s financial condition and results of operations. Having a low cash cost of production per tonne, when taken in connection with effective management of mining dilution, will improve the cash cost per silver equivalent ounce produced. Having a low-cost base per silver equivalent ounce of production allows the Company to continue operating during times of declining commodity prices and provides more flexibility in responding to changing market conditions. In addition, low-cost operations offer a better opportunity to generate positive cash-flows, which improves the Company’s financial condition.
The Company believes these measures provide investors and analysts with useful information about the Company’s underlying cash costs of operations and are relevant metrics used to understand the Company’s operating profitability and ability to generate cash-flow.
| -30- |
To facilitate a better understanding of these measures as calculated by the Company, the following table provides a detailed reconciliation between the cash cost of production per tonne, cash cost per silver equivalent ounce sold, and the Company’s operating expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss) contained in the respective financial statements for the referenced periods.
AISC is a non-GAAP measure and was calculated based on guidance provided by the World Gold Council (“WGC”) in September 2013. WGC is not a regulatory industry organization and does not have the authority to develop accounting standards for disclosure requirements. Other mining companies may calculate AISC differently as a result of differences in underlying accounting principles and policies applied, as well as differences in definitions of sustaining versus development capital expenditures.
AISC is a more comprehensive measure than cash cost per ounce for the Company’s operating performance by providing greater visibility, comparability and representation of the total costs associated with producing silver from its mining operations.
The Company defines sustaining capital expenditures as, “costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of productive output without resulting in an increase in the life of assets, future earnings, or improvements in recovery or grade. Sustaining capital includes costs required to improve/enhance assets to minimum standards for reliability, environmental or safety requirements.”
Consolidated AISC includes total production cash costs incurred at the Company’s mining operations, which forms the basis of the Company’s total cash costs. Additionally, the Company includes sustaining capital expenditures, corporate general and administrative expense, sustaining share-based payments (if any), and reclamation cost accretion. AISC for Bolivia Consolidated and Zimapan do not include certain corporate and non-cash items such as corporate general and administrative expense and sustaining share-based payments.
The Company believes that this measure represents the total sustainable costs of producing silver from current operations and provides the Company and other stakeholders of the Company with additional information of the Company’s operational performance and ability to generate cash flows. As the measure seeks to reflect the full cost of silver production from current operations, new project capital and expansionary capital at current operations are not included. Certain other cash expenditures, including tax payments, dividends and financing costs are also not included.
| -31- |
Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne
The following tables provide a detailed reconciliation of these measures to our operating expenses, as reported in our interim consolidated financial statements.
| Three Months Ended September 30, 2025 | |||||||
| Bolivar (1) | Porco (1) | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 9,108 | 6,660 | 8,846 | 22,602 | 15,528 | - | 62,744 |
| Transportation and other selling cost | (1,032) | (1,081) | (1,575) | (2,303) | (1,250) | - | (7,241) |
| Royalty | (640) | (653) | (1,099) | (1,007) | (120) | - | (3,519) |
| Inventory change | (157) | (488) | (1,851) | (82) | (695) | - | (3,273) |
| Cash Cost of Production (A) | 7,279 | 4,438 | 4,321 | 19,210 | 13,463 | - | 48,711 |
| Cost of sales | 9,108 | 6,660 | 8,846 | 22,602 | 15,528 | - | 62,744 |
| Concentrate treatment, smelting and refining cost | 605 | 562 | 869 | 2,154 | 3,885 | - | 8,075 |
| Cash Cost of Silver Equivalent Sold (B) | 9,713 | 7,222 | 9,715 | 24,756 | 19,413 | - | 70,819 |
| Sustaining capital expenditures | 3,579 | 812 | 867 | 943 | 3,326 | - | 9,527 |
| General and administrative expenses | 864 | 493 | 1,004 | 1,963 | 1,287 | 1,238 | 6,849 |
| Accretion of decommissioning and restoration provision | 165 | 283 | 264 | 100 | 122 | - | 934 |
| All-in Sustaining Cash Cost (C) | 14,321 | 8,810 | 11,850 | 27,762 | 24,148 | 1,238 | 88,129 |
| Material processed (tonnes milled) (D) | 52,023 | 49,161 | 62,221 | 100,550 | 222,629 | - | 486,585 |
| Silver Equivalent Sold (payable ounces) (E) | 281,420 | 242,697 | 530,408 | 719,714 | 699,865 | - | 2,474,103 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 34.51 | 29.76 | 18.32 | 34.40 | 27.74 | - | 28.62 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 50.89 | 36.30 | 22.34 | 38.57 | 34.50 | - | 35.62 |
| Cash Cost of Production per tonne (A/D) | 139.93 | 90.27 | 69.44 | 191.05 | 60.47 | - | 100.11 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Three Months Ended September 30, 2024 (2) | |||||||
|
Bolivar (1) |
Porco (1) |
Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 13,135 | 8,916 | 12,201 | 20,037 | 14,458 | - | 68,747 |
| Transportation and other selling cost | (1,701) | (1,156) | (1,646) | (1,506) | (1,135) | - | (7,144) |
| Royalty | (1,566) | (749) | (977) | (871) | (139) | - | (4,302) |
| Inventory change | (338) | (1,197) | (3,299) | 1,589 | 227 | - | (3,018) |
| Cash Cost of Production (A) | 9,530 | 5,814 | 6,279 | 19,249 | 13,411 | - | 54,283 |
| Cost of sales | 13,135 | 8,916 | 12,201 | 20,037 | 14,458 | - | 68,747 |
| Concentrate treatment, smelting and refining cost | 1,774 | 1,160 | 1,814 | 1,589 | 5,531 | - | 11,868 |
| Cash Cost of Silver Equivalent Sold (B) | 14,909 | 10,076 | 14,015 | 21,626 | 19,989 | - | 80,615 |
| Sustaining capital expenditures | 4,043 | 1,602 | 722 | - | 3,726 | - | 10,093 |
| General and administrative expenses | 431 | 253 | 508 | 744 | 665 | 4,668 | 7,269 |
| Accretion of decommissioning and restoration provision | 160 | 242 | 172 | - | 130 | - | 704 |
| All-in Sustaining Cash Cost (C) | 19,543 | 12,173 | 15,417 | 22,370 | 24,510 | 4,668 | 98,681 |
| Material processed (tonnes milled) (D) | 70,271 | 48,714 | 58,374 | 96,160 | 217,741 | - | 491,260 |
| Silver Equivalent Sold (payable ounces) (E) | 730,460 | 410,617 | 708,726 | 846,455 | 905,497 | - | 3,601,754 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 20.41 | 24.54 | 19.77 | 25.55 | 22.08 | - | 22.38 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 26.75 | 29.65 | 21.75 | 26.43 | 27.07 | - | 27.40 |
| Cash Cost of Production per tonne (A/D) | 135.61 | 119.35 | 107.55 | 200.18 | 61.59 | - | 110.50 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
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Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold, and Cash Cost of Production per Tonne (continued)
| Nine Months Ended September 30, 2025 | |||||||
| Bolivar (1) | Porco (1) | Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total (1) | |
| Cost of sales | 24,657 | 15,773 | 19,236 | 47,242 | 49,693 | - | 156,601 |
| Transportation and other selling cost | (3,941) | (3,059) | (4,504) | (5,579) | (3,567) | - | (20,650) |
| Royalty | (1,971) | (1,268) | (2,412) | (1,840) | (280) | - | (7,771) |
| Inventory change | (1,198) | (467) | (1,933) | 625 | (2,546) | - | (5,519) |
| Cash Cost of Production (A) | 17,547 | 10,979 | 10,387 | 40,448 | 43,300 | - | 122,661 |
| Cost of sales | 24,657 | 15,773 | 19,236 | 47,242 | 49,693 | - | 156,601 |
| Concentrate treatment, smelting and refining cost | 3,718 | 2,350 | 3,484 | 4,685 | 12,859 | - | 27,096 |
| Cash Cost of Silver Equivalent Sold (B) | 28,375 | 18,123 | 22,720 | 51,927 | 62,552 | - | 183,697 |
| Sustaining capital expenditures | 6,181 | 1,370 | 2,246 | 1,787 | 11,622 | - | 23,206 |
| General and administrative expenses | 2,068 | 1,311 | 2,334 | 3,934 | 3,731 | 2,866 | 16,244 |
| Accretion of decommissioning and restoration provision | 370 | 633 | 455 | 191 | 366 | - | 2,015 |
| All-in Sustaining Cash Cost (C) | 36,994 | 21,437 | 27,755 | 57,839 | 78,271 | 2,866 | 225,162 |
| Material processed (tonnes milled) (D) | 169,181 | 145,815 | 171,642 | 282,218 | 670,364 | - | 1,439,221 |
| Silver Equivalent Sold (payable ounces) (E) | 1,604,966 | 850,689 | 1,643,070 | 2,106,449 | 2,321,622 | - | 8,526,795 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 17.68 | 21.30 | 13.83 | 24.65 | 26.94 | - | 21.54 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 23.05 | 25.20 | 16.89 | 27.46 | 33.71 | - | 26.41 |
| Cash Cost of Production per tonne (A/D) | 103.71 | 75.29 | 60.51 | 143.32 | 64.59 | - | 85.23 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| Nine Months Ended September 30, 2024 (2) | |||||||
|
Bolivar (1) |
Porco (1) |
Caballo Blanco Group | San Lucas Group | Zimapan | Corporate/ other | Total(1) | |
| Cost of sales | 38,452 | 23,131 | 36,906 | 48,468 | 40,016 | - | 186,973 |
| Transportation and other selling cost | (5,697) | (3,730) | (5,624) | (4,131) | (3,433) | - | (22,615) |
| Royalty | (4,204) | (2,147) | (3,439) | (2,053) | (139) | - | (11,982) |
| Inventory change | (2,140) | (836) | (5,254) | (916) | 2,551 | - | (6,595) |
| Cash Cost of Production (A) | 26,411 | 16,418 | 22,589 | 41,368 | 38,995 | - | 145,781 |
| Cost of sales | 38,452 | 23,131 | 36,906 | 48,468 | 40,016 | - | 186,973 |
| Concentrate treatment, smelting and refining cost | 8,805 | 4,911 | 7,603 | 6,053 | 16,936 | - | 44,308 |
| Cash Cost of Silver Equivalent Sold (B) | 47,257 | 28,042 | 44,509 | 54,521 | 56,952 | - | 231,281 |
| Sustaining capital expenditures | 5,206 | 1,991 | 4,847 | - | 6,676 | - | 18,720 |
| General and administrative expenses | 893 | 756 | 1,708 | 1,019 | 3,836 | 11,281 | 19,493 |
| Accretion of decommissioning and restoration provision | 441 | 722 | 517 | - | 404 | - | 2,084 |
| All-in Sustaining Cash Cost (C) | 53,797 | 31,511 | 51,581 | 55,540 | 67,868 | 11,281 | 271,578 |
| Material processed (tonnes milled) (D) | 215,223 | 150,883 | 214,497 | 249,280 | 632,880 | - | 1,462,764 |
| Silver Equivalent Sold (payable ounces) (E) | 2,520,885 | 1,195,024 | 1,970,463 | 2,316,500 | 2,633,960 | - | 10,636,832 |
| Cash Cost per Silver Equivalent Ounce Sold (B/E) | 18.75 | 23.47 | 22.59 | 23.54 | 21.62 | - | 21.74 |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold (C/E) | 21.34 | 26.37 | 26.18 | 23.98 | 25.77 | - | 25.53 |
| Cash Cost of Production per tonne (A/D) | 122.71 | 108.81 | 105.31 | 165.95 | 61.62 | - | 99.66 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Cost of sales in previously reported quarters of 2024 and 2023 was restated as a result of corrections made to the prior year comparatives, the restatement of these amounts did not impact cash cost per tonne, cash cost per silver equivalent ounce or all-in sustaining cash cost per silver equivalent ounce because the restatement adjustments were non-cash or related to a 45% Porco and Bolivar adjustment that is not applicable to the MD&A because results are presented on a 100% basis. Refer to Note 3 of the consolidated financial statements for further details regarding the restatement. |
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Average Realized Price per Ounce of Silver Equivalent Sold
Revenues are presented as the sum of invoiced revenues related to delivered shipments of zinc, lead and copper concentrates, after having deducted treatment, smelting and refining charges.
The following is an analysis of the gross revenues prior to treatment, smelting and refining charges, and shows deducted treatment, smelting and refining charges to arrive at the net reportable revenue for the period per IFRS. Gross revenues are divided by silver equivalent ounces sold to calculate the average realized price per ounce of silver equivalents sold.
Consolidated(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 91,205 | 95,667 | 266,496 | 250,880 |
| Add back: Treatment, smelting and refining charges | 8,075 | 11,868 | 27,096 | 44,308 |
| Gross Revenues | 99,280 | 107,535 | 293,592 | 295,188 |
| Silver Equivalent Sold (ounces) | 2,474,103 | 3,601,754 | 8,526,795 | 10,636,832 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 40.13 | 29.86 | 34.43 | 27.75 |
| Average Market Price per Ounce of Silver per London Silver Fix | 39.40 | 29.43 | 35.05 | 27.24 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Bolivar(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 10,925 | 20,285 | 50,473 | 60,944 |
| Add back: Treatment, smelting and refining charges | 605 | 1,774 | 3,718 | 8,805 |
| Gross Revenues | 11,530 | 22,059 | 54,191 | 69,749 |
| Silver Equivalent Sold (ounces) | 281,420 | 730,460 | 1,604,966 | 2,520,885 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 40.97 | 30.20 | 33.76 | 27.67 |
| Average Market Price per Ounce of Silver per London Silver Fix | 39.40 | 29.43 | 35.05 | 27.24 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Porco(1) Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 9,467 | 11,392 | 27,524 | 29,168 |
| Add back: Treatment, smelting and refining charges | 562 | 1,160 | 2,350 | 4,911 |
| Gross Revenues | 10,029 | 12,552 | 29,874 | 34,079 |
| Silver Equivalent Sold (ounces) | 242,697 | 410,617 | 850,689 | 1,195,024 |
| Average Realized Price per Ounce of Silver Equivalent Sold (2) | 41.32 | 30.57 | 35.12 | 28.52 |
| Average Market Price per Ounce of Silver per London Silver Fix | 39.40 | 29.43 | 35.05 | 27.24 |
| (1) | Information for Bolivar and Porco is presented at 100% and financial information will not tie to the consolidated financial statements as the Company records 45% of Bolivar and Porco. |
| (2) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
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Caballo Blanco Group Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 21,113 | 19,542 | 55,121 | 48,282 |
| Add back: Treatment, smelting and refining charges | 869 | 1,814 | 3,484 | 7,603 |
| Gross Revenues | 21,982 | 21,356 | 58,605 | 55,885 |
| Silver Equivalent Sold (ounces) | 530,408 | 708,726 | 1,643,070 | 1,970,463 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 41.44 | 30.13 | 35.67 | 28.36 |
| Average Market Price per Ounce of Silver per London Silver Fix | 39.40 | 29.43 | 35.05 | 27.24 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
San Lucas Group Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 24,723 | 22,878 | 64,618 | 55,450 |
| Add back: Treatment, smelting and refining charges | 2,154 | 1,589 | 4,685 | 6,053 |
| Gross Revenues | 26,877 | 24,467 | 69,303 | 61,503 |
| Silver Equivalent Sold (ounces) | 719,714 | 846,455 | 2,106,449 | 2,316,500 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 37.34 | 28.91 | 32.90 | 26.55 |
| Average Market Price per Ounce of Silver per London Silver Fix | 39.40 | 29.43 | 35.05 | 27.24 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
Zimapan Mine Average Realized Price per Ounce of Silver Equivalent Sold
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Revenues | 24,977 | 21,570 | 68,760 | 57,037 |
| Add back: Treatment, smelting and refining charges | 3,885 | 5,531 | 12,859 | 16,936 |
| Gross Revenues | 28,862 | 27,101 | 81,619 | 73,973 |
| Silver Equivalent Sold (ounces) | 699,865 | 905,497 | 2,321,622 | 2,633,960 |
| Average Realized Price per Ounce of Silver Equivalent Sold (1) | 41.24 | 29.93 | 35.16 | 28.08 |
| Average Market Price per Ounce of Silver per London Silver Fix | 39.40 | 29.43 | 35.05 | 27.24 |
| (1) | Average Realized Price per Ounce of Silver Equivalent Sold in each reporting period is affected by mark-to-market adjustments and final settlements on concentrate shipments in prior periods. Concentrates sold to third-party smelters are provisionally priced and the price is not settled until a predetermined future date, typically one to four months after delivery to the customer, based on the market price at that time. |
| -35- |
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP measure in which net income is adjusted for income tax expense, interest income, interest expense, amortization and depletion, and impairment charges, foreign exchange gains or losses, unrealized losses or gains on marketable securities, share-based payments expense, accretion expense, changes in fair value of consideration payable and other non-recurring items. Foreign exchange gains or losses may consist of both realized and unrealized losses.
Under IFRS, entities must reflect in compensation expense the cost of share-based payments. In the Company’s circumstances, share-based payments can involve a significant accrual of amounts that will not be settled in cash but are settled by the issuance of shares in exchange.
The Company discloses Adjusted EBITDA to aid in understanding of the results of the Company and is meant to provide further information about the Company’s financial results to investors.
The following table provides a reconciliation of Adjusted EBITDA for the three and nine months ended September 30, 2025 and 2024.
| Three months ended September 30, | Nine months ended September 30, | |||
| 2025 | 2024 Restated (1) |
2025 | 2024 Restated (1) | |
| Net income for the period | 16,344 | 17,534 | 46,772 | 151,642 |
| Income tax expense | (728) | 9,823 | 20,042 | 18,770 |
| Interest (income) | (486) | 308 | (1,093) | (16) |
| Interest expense, carrying and finance charges | 661 | 145 | 1,261 | 1,002 |
| Depreciation, depletion and amortization | 5,795 | 5,705 | 15,811 | 15,843 |
| Foreign exchange (gain) | (4,119) | (28,053) | (13,497) | (41,233) |
| Share-based compensation expense | 761 | 113 | 2,269 | 132 |
| Accretion (income) | 337 | 911 | 672 | 2,454 |
| (Gain) on adjustment to consideration payable | - | - | - | (133,255) |
| Loss on remeasurement of cash flows related to CAPEX receivable | 2,283 | 7,510 | 5,262 | 15,542 |
| Other finance expense (income) | (1,339) | 952 | (3,704) | (1,273) |
| Adjusted EBITDA | 19,509 | 14,960 | 73,795 | 29,608 |
| (1) | The comparative figures were restated as a result of corrections made to the 2024 financial statements. Refer to Note 5 of the interim consolidated financial statements for further details and impacts of the restatement. |
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Cautionary Note Regarding Forward-looking Information
Certain of the statements and information in this MD&A constitute “forward-looking information” within the meaning of applicable Canadian provincial securities laws relating to the Company and its operations. All statements, other than statements of historical fact, are forward-looking statements. When used in this MD&A, the words, “will”, “believes”, “expects”, “intents”, “plans”, “forecast”, “objective”, “guidance”, “outlook”, “potential”, “anticipated”, “budget”, and other similar words and expressions, identify forward-looking statements or information. These forward-looking statements or information relate to, among other things: future financial or operational performance; the expected timing for release of forecasts for 2025, including our estimated production of silver, zinc, lead and copper, and for our estimated Cash Costs, AISC, capital and exploration, mine operation, general and administrative, care and maintenance expenditures; future anticipated prices for silver, zinc, lead and copper and other metals and assumed foreign exchange rates; the impacts of inflation on the Company and its operations; whether the Company is able to maintain a strong financial condition and have sufficient capital, or have access to capital, to sustain our business and operations; the timing and outcome with respect to the Company’s environmental, social and governance activities, and the Company’s corporate social responsibility activities and our reporting in respect thereof; the ability of the Company to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on the Company; the potential maximum consideration payable to Glencore pursuant to the Term Sheet; the future results of our exploration activities, anticipated mineral reserves and mineral resources; the costs associated with the Company’s decommissioning obligations; the Company’s plans and expectations for its properties and operations; and expectations with respect to the future anticipated impact of pandemics on our operations.
These forward-looking statements and information reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic, competitive, political, regulatory, and social uncertainties and contingencies. These assumptions, include: our ability to implement environmental, social and governance activities; tonnage of ore to be mined and processed; ore grades and recoveries; that the Company will receive all required regulatory approvals to operate; that the market price of zinc may be above certain minimum thresholds for the payment of the CVR Payments and Additional Payments; prices for silver, zinc, lead, copper remaining as estimated; currency exchange rates remaining as estimated; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; protection of our interests against claims and legal proceedings; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner and can be maintained. The foregoing list of assumptions is not exhaustive.
The Company cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements or information contained in this MD&A and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, some of which are described in the “Risks Factors” section of this MD&A without limitation: fluctuations in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN, BOL and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico, Bolivia or other countries where the Company may carry on business, some of which might prevent or cause the suspension or discontinuation of mining activities, including the risk of expropriation related to certain of our operations, particularly in Bolivia; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected geological or structural formations, pressures, cave-ins and flooding); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards; employee relations; relationships with and claims by the local communities and indigenous populations; availability and increasing costs associated with mining inputs and labour;
| -37- |
Cautionary note regarding forward-looking information (continued)
the Company’s ability to secure our mine sites or maintain access to our mine sites due to criminal activity, violence, or civil and labour unrest; that changes to the market price of zinc may affect the total consideration payable to Glencore pursuant to the omnibus agreement; the speculative nature of mineral exploration and development, including the risk of obtaining or retaining necessary licenses and permits; challenges to, or difficulty in maintaining, the Company’s title to properties and continued ownership thereof; diminishing quantities or grades of mineral reserves as properties are mined; global financial conditions; the Company’s ability to complete and successfully integrate acquisitions, and to mitigate other business combination risks; the actual results of current exploration activities, conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors; increased competition in the mining industry for properties, equipment, qualified personnel, and their costs; having sufficient cash to pay obligations as they come due; the duration and effects of the coronavirus and COVID-19 variants, and any other epidemics or pandemics on our operations and workforce, and their effects on global economies and society. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described, or intended. Investors are cautioned against attributing undue certainty or reliance on forward-looking statements or information. Forward-looking statements and information are designed to help readers understand Management’s current views of our near- and longer-term prospects and may not be appropriate for other purposes. The Company does not intend, and does not assume any obligation, to update or revise forward-looking statements or information to reflect changes in assumptions or in circumstances or any other events affecting such statements or information, other than as required by applicable law.
Additional information relating to the Company is on SEDAR+ at www.sedarplus.ca.
| -38- |
Exhibit 99.15
Form
52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Arturo Prestamo, Chief Executive Officer of Santacruz Silver Mining Ltd., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended September 30, 2025. |
| 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. |
Date: November 27, 2025
| “Arturo Prestamo” | |
| Arturo Prestamo | |
| Chief Executive Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 99.16
Form
52-109FV2
Certification of Interim Filings
Venture Issuer Basic Certificate
I, Andrés Bedregal, Chief Financial Officer of Santacruz Silver Mining Ltd., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Santacruz Silver Mining Ltd. (the “issuer”) for the interim period ended September 30, 2025. |
| 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. |
Date: November 27, 2025
| “Andrés Bedregal” | |
| Andrés Bedregal | |
| Chief Financial Officer |
NOTE TO READER
In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of
| i) | controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| ii) | a process 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. |
The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Exhibit 99.17
Note: [01 Mar 2017] – The following is a consolidation of 13-501F1. It incorporates amendments to this document that came into effect on March 1, 2017. This consolidation is provided for your convenience and should not be relied on as authoritative.
FORM 13-501F1
CLASS 1 REPORTING ISSUERS AND CLASS 3B REPORTING ISSUERS – PARTICIPATION FEE
MANAGEMENT CERTIFICATION
I, ANDRES, Bedregal, an officer of the reporting issuer noted below have examined this Form 13-501F1 (the Form) being submitted hereunder to the Alberta Securities Commission and certify that to my knowl edge, having exercised reasonable diligence, the information provided in the Form is complete and accurate.
| (s) ANDRES, Bedregal | 28 May 2025 |
| Name: ANDRES, Bedregal | Date: |
| Title: Interim Chief Financial Officer |
| Reporting Issuer Name: | Santacruz Silver Mining Ltd. / Santacruz Silver Mining Ltd. (000031795) |
| End date of previous financial year: | 31 Dec 2024 |
| Type of Reporting Issuer: | [X] Class 1 reporting issuer [_] Class 3B reporting issuer |
| Highest Trading Marketplace: | TSX Venture (TSXV) |
Market value of listed or quoted equity securities:
| Equity Symbol | SCZ |
| 1st Specified Trading Period (dd/mm/yy) | 01/01/24 to 31/03/24 |
| Closing price of the security in the class or series on the last trading day of the specified trading period in which such security was listed or quoted on the highest trading marketplace | $ 0.25 (i) |
|
Number of securities in the class or series of such security outstanding at the end of the last trading day of the specified trading period |
350991138 (ii) |
|
Market value of class or series |
(i) x (ii) |
$ 87747784.50 (A) |
| 2nd Specified Trading Period (dd/mm/yy) | 01/04/24 to 30/06/24 |
| Closing price of the security in the class or series on the last trading day of the specified trading period in which such security was listed or quoted on the highest trading marketplace | $ 0.355 (iii) |
|
Number of securities in the class or series of such security outstanding at the end of the last trading day of the specified trading period |
354565538 (iv) |
|
Market value of class or series |
(iii) x (iv) |
$ 125870765.99 (B) |
| 3rd Specified Trading Period (dd/mm/yy) | 01/07/24 to 30/09/24 |
| Closing price of the security in the class or series on the last trading day of the specified trading period in which such security was listed or quoted on the highest trading marketplace | $ 0.335 (v) |
|
Number of securities in the class or series of such security outstanding at the end of the last trading day of the specified trading period |
355855538 (vi) |
Market value of class or series |
(v) x (vi) | $ 119211605.23 (C) |
| 4th Specified Trading Period (dd/mm/yy) | 01/10/24 to 31/12/24 |
| Closing price of the security in the class or series on the last trading day of the specified trading period in which such security was listed or quoted on the highest trading marketplace | $ 0.27 (vii) |
| Number of securities in the class or series of such security outstanding at the end of the last trading day of the specified trading period | 355855538 (viii) |
| Market value of class or series | (vii) x (viii) | $ 96080995.26 (D) |
| 5th Specified Trading Period (dd/mm/yy) | N/A |
| Closing price of the security in the class or series on the last trading day of the specified trading period in which such security was listed or quoted on the highest trading marketplace | $ N/A (ix) |
| Number of securities in the class or series of such security outstanding at the end of the last trading day of the specified trading period | N/A (x) |
| Market value of class or series | (ix) x (x) | $ N/A (E) |
| Average Market Value of Class or Series (Calculate the simple average of the market value of the class or series of security for each applicable specified trading period (i.e. A through E above)) | $ 107227787.75 (1) |
(Repeat the above calculation for each other class or series of equity securities of the reporting issuer (and a subsidiary, if applicable) that was listed or quoted on a marketplace at the end of the previous financial year)
Exhibit 99.18
FORM 13-502F1
CLASS 1 AND CLASS 3B REPORTING ISSUERS – PARTICIPATION FEE
MANAGEMENT CERTIFICATION
I, ANDRES, Bedregal, an officer of the reporting issuer noted below have examined this Form 13-502F1 (the Form) being submitted hereunder to the Ontario Securities Commission and certify that to my knowledge, having exercised reasonable diligence, the information provided in the Form is complete and accurate.
| (s) ANDRES, Bedregal | 28 May 2025 |
| Name: ANDRES, Bedregal | Date: |
| Title: Interim Chief Financial Officer |
| Reporting Issuer Name: | Santacruz Silver Mining Ltd. / Santacruz Silver Mining Ltd. (000031795) |
| End date of previous financial year: | 31 Dec 2024 |
| Type of Reporting Issuer: | [X] Class 1 reporting issuer [_] Class 3B reporting issuer |
| Highest Trading Marketplace: | TSX Venture (TSXV) |
(refer to the definition of “highest trading marketplace” under OSC Rule 13-502 Fees)
Market value of listed or quoted equity securities:
(in Canadian Dollars - refer to section 36 of OSC Rule 13-502 Fees)
| Equity Symbol | SCZ |
| 1st Quarterly Trading Period (dd/mm/yy) (refer to the definition of “quarterly period” under OSC Rule 13-502 Fees) | 01/01/24 to 31/03/24 |
| Closing price of the security in the class or series on the last trading day of the quarterly trading period in which such security was listed or quoted on the highest trading marketplace | $ 0.25 (i) |
|
Number of securities in the class or series of such security outstanding at the end of the last trading day of the quarterly trading period |
350991138 (ii) |
|
Market value of class or series |
(i) x (ii) |
$ 87747784.50 (A) |
|
Market value of class or series |
(iii) x (iv) |
$ 125870765.99 (B) |
Market value of class or series |
(v) x (vi) | $ 119211605.23 (C) |
| Market value of class or series | (vii) x (viii) | $ 96080995.26 (D) |
| Average Market Value of Class or Series (Calculate the simple average of the market value of the class or series of security for each applicable quarterly period (i.e. A through D above)) | $ 107227787.75 (1) |
(Repeat the above calculation for each other class or series of equity securities of the reporting issuer (and a subsidiary pursuant to paragraph 9(1)(b) of OSC Rule 13-502 Fees, if applicable) that was listed or quoted on a marketplace at the end of the last trading day of each quarterly period in the previous financial year of the reporting issuer)
Exhibit 99.19
SANTACRUZ SILVER MINING LTD.
CHANGE OF AUDITOR NOTICE
| TO: | Deloitte LLP |
| AND TO: | Davidson & Company LLP |
| AND TO: | Alberta Securities Commission |
| British Columbia Securities Commission | |
| Financial and Consumer Affairs Authority of Saskatchewan | |
| Financial and Consumer Services Commission (New Brunswick) | |
| The Manitoba Securities Commission | |
| Nova Scotia Securities Commission | |
| Office of the Superintendent of Securities Service Newfoundland and Labrador | |
| Department of Justice and Public Safety, Financial and Consumer Services Division (Prince Edward Island) | |
| Ontario Securities Commission |
In accordance with Section 4.11 of National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”), Santacruz Silver Mining Ltd. (the “Company”) hereby gives notice and confirms that:
| 1. | Deloitte LLP (the “Former Auditor”), on its own initiative has resigned as auditor of the Company, effective August 21, 2025; |
| 2. | Davidson & Company LLP (the “Successor Auditor”), has been appointed as successor auditor, to hold office commencing September 1, 2025, until the close of the next annual general meeting of the Company; |
| 3. | the audit committee of the Company (the “Audit Committee”) has considered the resignation of the Former Auditor as the Company’s auditor and recommended the appointment of the Successor Auditor as the Company’s auditor; |
| 4. | the resignation of the Former Auditor as the Company’s auditor and the appointment of the Successor Auditor as the Company’s auditor were approved by the board of directors of the Company (the “Board”) and the Audit Committee; |
| 5. | the Former Auditor has not expressed any modified opinion in its reports on any of the Company’s financial statements for the period commencing at the beginning of the Company’s two most recent financial years and ending at the date of this notice; and |
| 6. | to the knowledge of the Board, no “reportable event” as such term is defined in NI-51-102 has occurred in connection with the audits for the period commencing at the beginning of the Company’s two most recent financial years and ending at the date of this notice. |
| DATED the 3rd day of September, 2025 | ||
|
SANTACRUZ SILVER MINING LTD. | ||
| Per: | [s] “Arturo Prestamo Elizondo” | |
| Name: | Arturo Prestamo Elizondo | |
| Title: | Executive Chairman & CEO | |
Exhibit 99.20
![]() |
Deloitte LLP 410 West Georgia Street Vancouver, BC V6B 0S7 Canada
Tel: 604-669-4466 Fax: 604-685-0395 www.deloitte.ca |
September 4, 2025
To
Alberta Securities Commission
British Columbia Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
Financial and Consumer Services Commission (New Brunswick)
Nova Scotia Securities Commission
Department of Justice and Public Safety, Financial and Consumer Services Division
(Prince Edward Island)
Office of the Superintendent of Securities Service Newfoundland and Labrador
Ontario Securities Commission
The Manitoba Securities Commission
Dear Sirs/Mesdames:
RE: Change of Auditor Notice of Santacruz Silver Mining Ltd. (the “Company”)
As required by subparagraph (5)(a)(ii) of section 4.11 of National Instrument 51-102, we have reviewed the change of auditor notice of the Company dated September 3, 2025 (the “Notice”) and, based on our knowledge of such information at this time, we agree with statements (1), (5) and (6) and we have no basis to agree or disagree with statements (2) to (4) contained in the Notice.
Yours truly,
/s/ Deloitte LLP
Chartered Professional Accountants
Exhibit 99.21

September 5, 2025
Alberta Securities Commission
British Columbia Securities Commission
Manitoba Securities Commission
Department of Justice and Public Safey, Financial and Consumer Services Commission, New Brunswick
Office of the Superintendent of Securities Service Newfoundland and Labrador Nova Scotia Securities Commission
Ontario Securities Commission
Financial and Consumer Services Division, Prince Edward Island
Financial and Consumer Affairs Authority of Saskatchewan
Dear Sirs / Mesdames:
| Re: | Santacruz Silver Mining Ltd. (the “Company”) |
| Notice Pursuant to NI 51-102 - Change of Auditor |
As required by the National Instrument 51-102 and in connection with our proposed engagement as auditor of the Company, we have reviewed the information contained in the Company’s Notice of Change of Auditor, dated September 3, 2025 (the “Notice”), and, based on our knowledge of such information at this time, we agree with the information contained in the Notice pertaining to our firm.
Yours very truly,

DAVIDSON & COMPANY LLP
Chartered Professional Accountants
cc: TSX Venture Exchange

Exhibit 99.22
September 19, 2025
|
510 Burrard Street, 3rd Floor Vancouver BC, V6C 3B9 www.computershare.com |
To: All Canadian Securities Regulatory Authorities
Subject: SANTACRUZ SILVER MINING LTD.
Dear Sir/Madam:
We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer:
| Meeting Type : | Annual General Meeting | |
| Record Date for Notice of Meeting : | October 15, 2025 | |
| Record Date for Voting (if applicable) : | October 15, 2025 | |
| Beneficial Ownership Determination Date : | October 15, 2025 | |
| Meeting Date : | November 20, 2025 | |
| Meeting Location (if available) : | Vancouver, BC | |
| Issuer sending proxy related materials directly to NOBO: | Yes | |
| Issuer paying for delivery to OBO: | No |
| Notice and Access (NAA) Requirements: | ||
| NAA for Beneficial Holders | No | |
| NAA for Registered Holders | No |
Voting Security Details:
| Description | CUSIP Number | ISIN | ||
| COMMON SHARES | 80280U106 | CA80280U1066 |
Sincerely,
Computershare
Agent for SANTACRUZ SILVER MINING LTD.
Exhibit 99.23

480 – 1140 West Pender Street, Vancouver, BC V6E 4G1
Telephone: 604-569-1609
NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING
NOTICE IS HEREBY GIVEN that the annual general and special meeting (the “Meeting”) of the shareholders of Santacruz Silver Mining Ltd. (the “Company”) will be held at 15th Floor, 1111 West Hastings Street, Vancouver British Columbia, on Thursday, November 25, 2025 at 10:00 a.m. (Pacific Time) for the following purposes:
| 1. | to receive the audited financial statements of the Company for the financial year ended December 31, 2024 together with the auditor’s report thereon; |
| 2. | to fix the number of directors at five (5); |
| 3. | to elect directors for the ensuing year; |
| 4. | to appoint Davidson & Company LLP, Chartered Professional Accountants as the auditors for the ensuing year and to authorize the directors to fix their remuneration; |
| 5. | to consider and, if thought fit, to pass an ordinary resolution approving the omnibus incentive plan, as more fully set forth in the information circular accompanying this notice; |
| 6. | to consider and, if thought fit, to pass an ordinary resolution approving the consolidation of the common shares of the Company, as more fully set forth in the information circular accompanying this notice; and |
| 7. | to transact such further or other business as may properly come before the meeting and any adjournments thereof. |
The accompanying information circular provides additional information relating to the matters to be dealt with at the Meeting and is deemed to form part of this notice of meeting.
All shareholders are entitled to attend and vote at the Meeting in person or by proxy, if you are unable to attend in person please read, complete, sign and date the enclosed form of proxy and return the same in the enclosed return envelope provided for that purpose within the time and to the location set out in the form of proxy accompanying this notice.
Dated this 15th day of October, 2025.
BY ORDER OF THE BOARD OF DIRECTORS
“Arturo Prestamo Elizondo”
Arturo Prestamo Elizondo
Chief Executive Officer, Executive Chairman and a Director
Exhibit 99.24
Date: October 16, 2025
|
510 Burrard Street, 3rd Floor Vancouver BC, V6C 3B9 www.computershare.com |
To: All Canadian Securities Regulatory Authorities
Subject: SANTACRUZ SILVER MINING LTD. (AMENDED – SEE THE HIGHLIGHTED)
Dear Sir/Madam:
We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer:
| Meeting Type : | Annual General and Special Meeting | |
| Record Date for Notice of Meeting : | October 15, 2025 | |
| Record Date for Voting (if applicable) : | October 15, 2025 | |
| Beneficial Ownership Determination Date : | October 15, 2025 | |
| Meeting Date : | November 20, 2025 | |
| Meeting Location (if available) : | Vancouver, BC | |
| Issuer sending proxy related materials directly to NOBO: | Yes | |
| Issuer paying for delivery to OBO: | No |
| Notice and Access (NAA) Requirements: | ||
| NAA for Beneficial Holders | No | |
| NAA for Registered Holders | No |
Voting Security Details:
| Description | CUSIP Number | ISIN | ||
| COMMON SHARES | 80280U106 | CA80280U1066 |
Sincerely,
Computershare
Agent for SANTACRUZ SILVER MINING LTD.
Exhibit 99.25
Date: October 17, 2025
|
510 Burrard Street, 3rd Floor Vancouver BC, V6C 3B9 www.computershare.com |
To: All Canadian Securities Regulatory Authorities
AMENDED – SEE THE HIGHLIGHTED
Subject: SANTACRUZ SILVER MINING LTD.
Dear Sir/Madam:
We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer:
| Meeting Type : | Annual General and Special Meeting | |
| Record Date for Notice of Meeting : | October 15, 2025 | |
| Record Date for Voting (if applicable) : | October 15, 2025 | |
| Beneficial Ownership Determination Date : | October 15, 2025 | |
| Meeting Date : | November 25, 2025 | |
| Meeting Location (if available) : | Vancouver, BC | |
| Issuer sending proxy related materials directly to NOBO: | Yes | |
| Issuer paying for delivery to OBO: | No |
| Notice and Access (NAA) Requirements: | ||
| NAA for Beneficial Holders | No | |
| NAA for Registered Holders | No |
Voting Security Details:
| Description | CUSIP Number | ISIN | ||
| COMMON SHARES | 80280U106 | CA80280U1066 |
Sincerely,
Computershare
Agent for SANTACRUZ SILVER MINING LTD.
Exhibit 99.26

INFORMATION CIRCULAR
(As at October 15, 2025 except as indicated)
Santacruz Silver Mining Ltd. (the “Company”) is providing this management information circular (the “Information Circular”) and a form of proxy in connection with management’s solicitation of proxies for use at the annual general and special meeting (the “Meeting”) of shareholders of the Company (the “Shareholders”) to be held on November 25, 2025 and at any adjournments thereof. Unless the context otherwise requires, when we refer in this Information Circular to the Company, its subsidiaries are also included. The Company will conduct its solicitation by mail and officers and employees of the Company may, without receiving special compensation, also telephone or make other personal contact. The Company will pay the cost of solicitation. All amounts referred to as $ or dollars means United States currency, unless otherwise indicated.
Appointment of Proxyholder
The purpose of a proxy is to designate persons who will vote the proxy on a Shareholder’s behalf in accordance with the instructions given by the Shareholder in the proxy. The persons whose names are printed in the enclosed form of proxy are officers or directors of the Company (the “Management Proxyholders”).
A Shareholder has the right to appoint a person other than a Management Proxyholder to represent the Shareholder at the Meeting by striking out the names of the Management Proxyholders and by inserting the desired person’s name in the blank space provided or by executing a proxy in a form similar to the enclosed form. A proxyholder need not be a Shareholder.
Voting By Proxy
Only registered Shareholders or duly appointed proxyholders are permitted to vote at the Meeting. Common shares of the Company (“Shares”) represented by a properly executed proxy will be voted or be withheld from voting on each matter referred to in the notice of meeting accompanying this Information Circular (the “Notice of Meeting”) in accordance with the instructions of the Shareholder on any ballot that may be called for and if the Shareholder specifies a choice with respect to any matter to be acted upon, the Shares will be voted accordingly.
If a Shareholder does not specify a choice and the Shareholder has appointed one of the Management Proxyholders as proxyholder, the Management Proxyholder will vote in favour of the matters specified in the Notice of Meeting and in favour of all other matters proposed by management at the Meeting.
The enclosed form of proxy also gives discretionary authority to the person named therein as proxyholder with respect to amendments or variations to matters identified in the Notice of the Meeting and with respect to other matters which may properly come before the Meeting. At the date of this Information Circular, management of the Company knows of no such amendments, variations or other matters to come before the Meeting.
| -2- |
Completion and Return of Proxy
Completed forms of proxy must be deposited at the office of the Company’s registrar and transfer agent, Computershare Investor Services Inc., Proxy Dept., 100 University Avenue, 9th Floor, Toronto, Ontario M4J 2Y1, not later than forty-eight (48) hours, excluding Saturdays, Sundays and holidays, prior to the time of the Meeting, unless the chairman of the Meeting elects to exercise his discretion to accept proxies received subsequently.
Non-Registered Holders
Only Shareholders whose names appear on the records of the Company as the registered holders of Shares or duly appointed proxyholders are permitted to vote at the Meeting. Most Shareholders of the Company are “non-registered” Shareholders (“Non-Registered Shareholders”) because the shares they own are not registered in their names but instead registered in the name of a nominee such as a brokerage firm through which they purchased the Shares; bank, trust company, trustee or administrator of self-administered RRSP’s, RRIF’s, RESP’s and similar plans; or clearing agency such as The Canadian Depository for Securities Limited and in the United Stated, under the name Cede & Co., as nominee for the Depository Trust Company (which acts as a brokerage depository for many U.S. firms and custodial banks) (a “Nominee”). If you purchased your Shares through a broker, you are likely a Non-Registered Shareholder.
In accordance with securities regulatory policy, the Company has distributed copies of the Meeting materials, being the Notice of Meeting, this Information Circular and the Proxy, to the Nominees for distribution to non-registered holders.
Nominees are required to forward the Meeting materials to non-registered holders to seek their voting instructions in advance of the Meeting. Shares held by Nominees can only be voted in accordance with the instructions of the non-registered holder. The Nominees often have their own form of voting instruction or proxy, mailing procedures and provide their own return instructions. If you wish to vote by proxy, you should carefully follow the instructions from the Nominee in order to ensure that your Shares are voted at the Meeting.
If you, as a Non-Registered Shareholder, wish to vote at the Meeting in person, you should appoint yourself as proxyholder by writing your name in the space provided on the request for voting instructions or proxy provided by the Nominee and return the form to the Nominee in the envelope provided. Do not complete the voting section of the form as your vote will be taken at the Meeting.
Non-Registered Shareholders who have not objected to their Nominee disclosing certain ownership information about themselves to the Company are referred to as “non-objecting beneficial owners” (“NOBOs”). Those Non-Registered Shareholders who have objected to their Nominee disclosing ownership information about themselves to the Company are referred to as “objecting beneficial owners” (“OBOs”).
In accordance with the requirements of National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer (“NI 54-101”) of the Canadian Securities Administrators, the Company has elected to send the Meeting materials directly to NOBOs.
These securityholder materials are being sent to both registered and non-registered owners of the securities. If you are a non-registered owner, and the Company or its agent has sent these materials directly to you (instead of through a Nominee), your name and address and information about your holdings of securities have been obtained in accordance with applicable securities regulatory requirements from the Nominee holding on your behalf. By choosing to send these materials to you directly, the Company (and not the Nominee holding on your behalf) has assumed responsibility for (i) delivering these materials to you and (ii) executing your proper voting instructions.
| -3- |
The Company will pay for Nominees to deliver the Meeting materials and Form 54-101F7 – Request for Voting Instructions Made by Intermediary to OBOs.
The Company is not sending the Meeting materials to Shareholders using “notice-and-access”, as defined under NI 54-101.
Revocability of Proxy
In addition to revocation in any other manner permitted by law, a Shareholder, his attorney authorized in writing or, if the Shareholder is a corporation, a corporation under its corporate seal or by an officer or attorney thereof duly authorized, may revoke a proxy by instrument in writing, including a proxy bearing a later date. The instrument revoking the proxy must be deposited at the registered office of the Company, at any time up to and including the last business day preceding the date of the Meeting, or any adjournment thereof, or with the chairman of the Meeting on the day of the Meeting.
Voting Securities and Principal Holders Thereof
The Company is authorized to issue an unlimited number of common shares without par value, of which 365,384,489 Shares are issued and outstanding as of October 15, 2025. Persons who are registered Shareholders at the close of business on October 15, 2025 will be entitled to receive notice of and vote at the Meeting and will be entitled to one vote for each Share held. The Company has only one class of shares.
To the knowledge of the directors and executive officers of the Company, no person beneficially owns, controls or directs, directly or indirectly, shares carrying 10% or more of the voting rights attached to all Shares of the Company.
Election of Directors
The directors of the Company are elected at each annual general meeting and hold office until the next annual general meeting or until their successors are appointed. In the absence of instructions to the contrary, the enclosed proxy will be voted for the nominees herein listed.
Shareholder approval will be sought to fix the number of directors of the Company at five (5).
The Company has an Audit Committee, a Compensation Committee, a Corporate Governance and Nominating Committee and a Health, Safety and Environment Committee. Members of these committees are set out below.
| -4- |
Management of the Company proposes to nominate each of the following persons for election as a director. Information concerning such persons, as furnished by the individual nominees, is as follows:
Name, Jurisdiction of Residence and Position |
Principal Occupation, Business or Employment and, if not a Previously Elected Director, Occupation, Business or Employment During the Past 5 Years | Previous Service as a Director | Number of Common Shares Beneficially Owned, Controlled or Directed, Directly or Indirectly(7) |
| Arturo
Préstamo Elizondo (3) Monterrey, Nuevo Leon, Mexico Chief Executive Officer, Executive Chairman and a Director |
Chief Executive Officer from May 2024 to present; Interim CEO from August 2023 to May 2024; Executive Chairman from May 2020 to present; Interim CFO of the Company from July 2020 to January 2023. President and CEO of the Company from April 2012 to May 2020. | Director
since April 12, 2012 |
18,004,619 |
| Federico
Villaseñor (1)(2)(4) Guanajuato, Guanajuato, Mexico Director |
Director of Business Development for Goldcorp Mexico, a subsidiary of Goldcorp Inc. from February 2007 to February 2014. Following retirement in 2014, Federico has continued to act as a consultant for various mining companies. | Director
since April 8, 2014 |
1,713,334 |
| Roland
Löhner (3) Panama, Panama Director |
Roland Lohner retired in 2014 from The Boston Consulting Group as a Senior Partner and Managing Director after 20 years with the firm. He was responsible for the Mexican practice for more than a decade before leading the Latin America region for five years. His work spanned many countries and industries, with a special focus on matters relating to strategic direction, organizational alignment and corporate governance. Over the last decade he has build a portfolio of direct investments in alternative asset classes and geographies that include forestry in Argentina , renewable energy in Mexico and manufactured housing communities in USA. In addition to Santacruz Silver, he serves on private boards and dedicates time to community and pro-bono activities. He holds an engineering degree from the Universidad de Buenos Aires and a MBA from INSEAD. |
Director
since February 24, 2015 |
1,029,704 |
| Larry
Okada (1)(2)(3)(4) Burnaby, British Columbia, Canada Director |
Business consultant. Former Chief Financial Officer of Africo Resources Ltd. from January 2010 to July 2017. | Director
since April 28, 2015 |
3,307,667 (5) |
| Barry
Girling (1)(2)(4) Vancouver, British Columbia, Canada Director |
President of RJG Capital Corporation, a private company providing administrative, financial and regulatory/shareholder services to junior public companies since 1993. | Director
since October 17, 2018 |
1,425,400 (6) |
| (1) | Member of the Audit Committee. |
| -5- |
| (2) | Member of the Compensation Committee. |
| (3) | Member of the Corporate Governance and Nominating Committee. |
| (4) | Member of the Health, Safety and Environment Committee. |
| (5) | Of these shares, 1,654,333 of these shares are held indirectly in the name of Larry M Okada Inc., a private company wholly-owned by Larry Okada. |
| (6) | Of these shares, 280,000 are held indirectly in the name of RJG Capital Corporation., a private company wholly-owned by Barry Girling. |
| (7) | Shares beneficially owned, directly or indirectly, or over which control or direction is exercised, as at October 15, 2025, based upon information furnished to the Company by individual directors. |
Corporate Cease Trade Orders or Bankruptcies
Except as set forth below, no proposed director:
| (a) | is, as at the date of the Information Circular, or has been, within 10 years before the date of the Information Circular, a director, chief executive officer (“CEO”) or chief financial officer (“CFO”) of any company (including the Company) that: |
| (i) | was subject, while the director was acting in the capacity as director, CEO or CFO of such company, to a cease trade or similar order or an order that denied the relevant company access to any exemption under securities legislation, that was in effect for a period of more than 30 consecutive days; or | |
| (ii) | was subject to a cease trade or similar order or an order that denied the relevant company access to any exemption under securities legislation, that was in effect for a period of more than 30 consecutive days, that was issued after the director ceased to be a director, CEO or CFO but which resulted from an event that occurred while the director was acting in the capacity as director, CEO or CFO of such company; or |
| (b) | is, as at the date of this Information Circular, or has been within 10 years before the date of the Information Circular, a director or executive officer of any company (including the Company) that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or |
| -6- |
| (c) | has, within the 10 years before the date of this Information Circular, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director; or |
| (d) | has been subject to any penalties or sanctions imposed by a court relating to securities legislation or by a securities regulatory authority or has entered into a settlement agreement with a securities regulatory authority; or |
| (e) | has been subject to any other penalties or sanctions imposed by a court or regulatory body that would likely be considered important to a reasonable securityholder in deciding whether to vote for a proposed director. |
The Company was subject to a management cease trade order issued by the British Columbia Securities Commission and Ontario Securities Commission on June 2, 2025 for failure to file interim financial statements and management’s discussion and analysis for the period ended March 31, 2025. The cease trade order was revoked on June 12, 2025 by the British Columbia Securities Commission and Ontario Securities Commission. Arturo Préstamo Elizondo served as Executive Chairman, Chief Executive Officer and a director of the Company, and Federico Villaseñor, Roland Löhner, Larry Okada, and Barry Girling served as directors of the Company while the cease trade order was in place.
The Company was subject to a management cease trade order issued by the British Columbia Securities Commission and Ontario Securities Commission on May 1, 2025 for failure to file annual audited financial statements, annual management’s discussion and analysis and certification of annual filings for the year ended December 31, 2024. The cease trade order was revoked on May 29, 2025 by the British Columbia Securities Commission and Ontario Securities Commission. Arturo Préstamo Elizondo served as Executive Chairman, Chief Executive Officer and a director of the Company, and Federico Villaseñor, Roland Löhner, Larry Okada, and Barry Girling served as directors of the Company while the cease trade order was in place.
The Company was subject to a cease trade order issued by the British Columbia Securities Commission and Ontario Securities Commission on May 8, 2023 for failure to file annual audited financial statements, annual management’s discussion and analysis and certification of annual filings for the year ended December 31, 2022. The cease trade order was revoked on June 9, 2023 by the British Columbia Securities Commission and Ontario Securities Commission. Arturo Préstamo Elizondo served as Executive Chairman and a director of the Company, and Federico Villaseñor, Roland Löhner, Larry Okada, and Barry Girling served as directors of the Company while the cease trade order was in place.
Mr. Barry Girling was a director of Zinc One Resources Inc. (“Zinc One”), a company listed on the TSX Venture Exchange (the “TSXV”). On September 16, 2020, while Mr. Girling was a director of Zinc One, the British Columbia Securities Commission issued a cease trade order against Zinc One for failure to file its annual audited financial statements and related management discussion and analysis for the year ended February 29, 2020. The annual filings were made and the cease trade order was revoked on December 15, 2020.
| -7- |
The following directors of the Company hold directorships in other reporting issuers as set out below:
| Name of Director | Name of Other Reporting Issuer |
| Larry M. Okada | Neo Battery Materials Ltd.(1) |
| Federico Villaseñor | Starcore International Mines Ltd.(1) |
| W. Barry Girling | Highcliff Metals Corp.(1) Silver One Resources Inc.(1) |
| (1) | Listed on the TSXV |
Executive Compensation
Compensation Discussion and Analysis
Executive compensation is based upon the need to provide a compensation package that will allow the Company to attract and retain qualified and experienced executives, balanced with a pay-for performance philosophy. This philosophy is linked to the Company’s business strategy which includes increasing stakeholder value. In addition, the compensation programs aim for simplicity and responsiveness to market changes.
The following executive compensation principles guide the Company’s overall compensation:
| ● | Compensation levels should be sufficiently competitive to facilitate recruitment and retention of experienced high-caliber executives in the competitive mining industry, while being fair and reasonable to Shareholders. | |
| ● | The compensation program should align executives’ long-term financial interests with those of the Shareholders by providing equity-based incentives; and | |
| ● | Compensation should be transparent so that both executives and Shareholders understand the executive compensation program. |
Compensation Committee
The Compensation Committee of the board of directors of the Company (the “Board”) is responsible for ensuring that the Company has appropriate policies, plans and programs for executive compensation and for reviewing and making recommendations to the Board with respect to the compensation of the Company’s executive officers. The Compensation Committee seeks to ensure that total compensation paid to all executive officers is fair and reasonable and is consistent with the Company’s compensation philosophy.
The Compensation Committee is also responsible for recommending compensation for the directors and granting awards to the directors, officers, employees and consultants of the Company pursuant to the Company’s Omnibus Equity Incentive Plan (the “Omnibus Incentive Plan”).
As at December 31, 2024, the Compensation Committee was comprised of Federico Villaseñor, Barry Girling and Larry Okada. Federico Villaseñor, Barry Girling and Larry Okada are all considered independent as that term is defined in National Instrument 52-110 – Audit Committees (“NI 52-110”). Each of these members has extensive experience in executive compensation through their current and previous roles as directors and/or officers of companies in the mining industry. The members have the following skills and experience that enabled them to make decisions on the suitability of the Company’s compensation policies and practices.
| ● | Federico Villaseñor – Mr. Villaseñor has been involved with publicly traded mining and mineral exploration companies and has gained significant experience in the management of executive compensation and human resources. |
| -8- |
| ● | Barry Girling - Barry Girling is currently an independent business consultant. He obtained a Bachelor of Commerce, Finance from the University of British Columbia in 1990. Mr. Girling has provided consulting services to a number of public companies for over 25 years as well as being a director or officer of many client companies. Through his work experience, Mr. Girling has interacted with senior management of multiple companies where he has gained an understanding of appropriate executive compensation in public companies. | |
| ● | Larry Okada - Mr. Okada is a CA/CPA in Canada and the United States and has 33 years experience in public practice initially as a partner is his own firm and subsequently as a partner with PricewaterhouseCoopers LLP. Currently he is a director of two additional public companies and two charities. He has gained significant knowledge with respect to senior management compensation matters in public companies as a result of this broad range of experience. |
The Board is satisfied that the composition of the Compensation Committee ensures an objective process for determining compensation. The Board believes that the Compensation Committee collectively has the knowledge, experience and background required to fulfill its mandate.
Compensation Consultants
The Compensation Committee is authorized to engage external compensation advisors to assist the Compensation Committee in performing its mandated responsibilities.
Elements of Executive Compensation
Compensation is comprised of a negotiated salary, with bonuses and awards potentially being paid and issued as incentive for performance.
Salary
The Company’s view is that a competitive salary is a necessary element for attracting and retaining qualified executive officers. The Company also believes that attractive salaries can motivate and reward executives for their overall performance. The amount payable to a named executive officer may be based on several factors, including experience, past performance, anticipated future contributions and comparisons to salaries offered by other comparable companies. The Company reviews salaries at least once per year to ensure they remain at appropriate levels.
Amounts paid to an executive officer as base salary, including merit salary increases, are determined by reference to the individual’s performance and salaries prevailing in the marketplace for comparable positions. The base salary of each executive officer is reviewed as required. Salary adjustments take into consideration the general level of salaries in the marketplace for comparable positions, the performance of the executive and the Company’s performance.
| -9- |
Other Benefits
NEOs (as defined below) are eligible to participate in employee benefit programs and plans that are generally available to all full-time employees (subject to fulfilling certain eligibility requirements). These include extended health and dental plans. In designing these benefits, the Company seeks to provide an overall level and mix of benefits that is competitive to those offered by other comparable companies.
Certain perquisites are also made available to NEOs. These may include payment of professional dues and further health benefits. The Company considers these other benefits a necessary element of a competitive executive compensation package in the industry as these types of perquisites are common among executives in the Company’s industry.
Security based Awards
The Compensation Committee recognizes that the Company operates in a competitive environment and that its performance depends on the quality of its employees. The Company’s Omnibus Incentive Plan has been and will be used to provide awards which are granted in consideration of the level of responsibility of the executive as well as his or her impact or contribution to the longer-term operating performance of the Company. In determining the number of awards to be granted to the executive officers, the Compensation Committee takes into account the number of awards, if any, previously granted to each executive officer, and the exercise price of any outstanding awards, if applicable, to ensure that such grants are in accordance with the policies of the TSXV, and closely align the interests of the executive officers with the interests of Shareholders.
Risk Considerations
The Compensation Committee considers the implications of the risk associated with the Company’s compensation policies and practices when determining rewards for its officers and directors. The Compensation Committee reviews at least once annually the risks, if any, associated with the Company’s compensation policies and practices at such time.
Executive compensation is comprised of both short-term compensation in the form of a base salary and an incentive cash bonus plan, and long-term ownership through the grant of awards. This structure ensures that a significant portion of executive compensation (awards) is both long-term and “at risk” and, accordingly, is directly linked to the achievement of business results and the creation of long-term shareholder value.
The Compensation Committee also has the ability to set out vesting periods in each award agreement. As the benefits of such compensation, if any, are not realized by officers and directors until a significant period of time has passed, the ability of officers to take inappropriate or excessive risks that are beneficial to their compensation at the expense of the Company and the Shareholders is extremely limited. Furthermore, all elements of executive compensation are discretionary. As a result, it is unlikely an officer would take inappropriate or excessive risks at the expense of the Company or the Shareholders that would be beneficial to their short-term compensation when their long-term compensation might be put at risk from their actions.
Due to the size of the Company and its current management group, the Compensation Committee is able to closely monitor and consider any risks which may be associated with the Company’s compensation policies and practices. Risks, if any, may be identified and mitigated through regular Board meetings during which financial and other information of the Company is reviewed. No risks have been identified arising from the Company’s compensation policies and practices that are reasonably likely to have a material adverse effect on the Company.
| -10- |
Hedging of Economic Risks in the Company’s Securities
Under the Company’s compensation policies, directors and officers may not take any derivative or speculative positions in the Company’s securities. This is to prevent the purchase of financial instruments that are designed to hedge or offset any decrease in the market value of the Company’s securities.
Summary Compensation Table
The following information is provided pursuant to National Instrument Form 51-102F6V – Statement of Executive Compensation – Venture Issuers.
When used in this Information Circular, a “Named Executive Officer” or “NEO” means each of the following individuals:
| (a) | the CEO; |
| (b) | the CFO; |
| (c) | the most highly compensated executive officer of the Company other than the individuals identified in paragraphs (a) and (b) above, at December 31, 2024, whose total compensation was more than C$150,000 for that financial year; and |
| (d) | each individual who would be a named executive officer under paragraph (c) above, but for the fact that the individual was not an executive officer of the Company, and was not acting in a similar capacity, at December 31, 2024, |
| (collectively, the “Named Executive Officers” or “NEOs”). |
For the financial year ending December 31, 2024, the Company had the following Named Executive Officers: Gregg Orr, former CFO and former Corporate Secretary; Arturo Préstamo Elizondo, Executive Chairman and CEO; Andres Bedregal, Interim CFO (subsequently appointed as CFO in June 2025); and Eduardo Torrecillas, Executive President Bolivia (subsequently appointed as COO in March 2025).
This Information Circular contains references to United States dollars and Canadian dollars. References in this Information Circular to “$” are to United States dollars and references to “C$” or “CAD$” are to Canadian dollars.
Director and Named Executive Officer Compensation, Excluding Compensation Securities
The following table sets forth a summary of all compensation paid, payable, awarded, granted, given, or otherwise provided, directly or indirectly, by the Company or a subsidiary of the Company, to each Named Executive Officer and director of the Company, in any capacity, for services provided and for services to be provided, directly or indirectly, to the Company or a subsidiary of the Company, for the two most recently completed financial years, excluding compensation securities. Compensation securities are disclosed under the heading “Stock Options and Other Compensation Securities” below.
| -11- |
TABLE OF COMPENSATION EXCLUDING COMPENSATION SECURITIES | |||||||
| Name and Position | Year | Salary,
Consulting Fee, Retainer or Commission ($) |
Bonus ($) |
Committee
or Meeting Fees ($) |
Value
of Perquisites ($) |
Value
of all Other Compensation ($) |
Total
Compensation ($) |
| Arturo
Préstamo Elizondo CEO, Executive Chairman and Director (1) |
2024 2023 |
$369,720 $347,691 |
$200,000 N/A |
N/A N/A |
$3,991 (11) $29,048(11) |
N/A N/A |
$573,711 $376,739 |
| Carlos
Alberto Silva Ramos Former CEO and former Director (2) |
2024 2023 |
N/A $320,384 |
N/A N/A |
N/A N/A |
N/A $80,749(12) |
N/A N/A |
N/A $401,133 |
| Andres
Bedregal CFO, Interim CFO and VP Finance Bolivia(3) |
2024 2023 |
$358,033 N/A |
$317,856 N/A |
N/A N/A |
$12,848(13) N/A |
N/A N/A |
$688,737 N/A |
| Gregg
Orr Former CFO and former Corporate Secretary(4)(14) |
2024 2023 |
$242,820 $351,293 |
$280,333 N/A |
N/A N/A |
N/A N/A |
N/A N/A |
$520,153 $351,293 |
| Grant
Tanaka Consultant providing CFO services (5) (14) |
2024 2023 |
N/A $24,861 |
N/A N/A |
N/A N/A |
N/A N/A |
N/A $152,745 |
N/A $177,606 |
| Eduardo Torrecillas COO and Executive President Bolivia(6) | 2024 2023 |
$462,965 $348,140 |
$440,035 $339,992 |
N/A N/A |
$10,349(13) $8,967(13) |
N/A N/A |
$913,349 $697,099 |
| Barry
Girling Director (7)(14) |
2024 2023 |
$43,072 $26,969 |
N/A N/A |
N/A N/A |
N/A N/A |
N/A N/A |
$43,072 $26,969 |
| Roland
Löhner Director(8) (14) |
2024 2023 |
$37,232 $19,115 |
N/A N/A |
N/A N/A |
N/A N/A |
N/A N/A |
$37,232 $19,115 |
| Larry
Okada Director (9) (14) |
2024 2023 |
$45,262 $28,895 |
N/A N/A |
N/A N/A |
N/A N/A |
N/A N/A |
$45,262 $28,895 |
| Federico
Villaseñor Director(10)(14) |
2024 2023 |
$40,152 $23,857 |
N/A N/A |
N/A N/A |
N/A N/A |
N/A N/A |
$40,152 $23,857 |
| (1) | Mr. Arturo Préstamo Elizondo was appointed as Executive Chairman on May 11, 2020. Mr. Préstamo Elizondo was appointed as Interim CFO between July 15, 2020 and January 9, 2023. Mr. Préstamo Elizondo acted as Interim CEO between August 10, 2023 and September 16, 2024 and then was appointed as CEO effective September 16, 2024. Mr. Préstamo Elizondo also serves as a director of the Company. Mr. Préstamo Elizondo received nil compensation in 2023 and 2024 for his services as a director of the Company. |
| -12- |
| (2) | Mr. Silva Ramos resigned his positions with the Company on August 10, 2023. Mr. Silva Ramos received nil compensation in 2023 for his services as a director of the Company. |
| (3) | Mr. Bedregal was appointed Vice President of Finance – Bolivia June 1, 2022. He was appointed as Interim CFO effective October 15, 2024 and was appointed CFO effective June 16, 2025. The amounts included in the table show the annual compensation earned as Interim CFO and CFO. |
| (4) | Mr. Orr was appointed as CFO and Corporate Secretary of the Company effective January 9, 2023 and resigned from both positions effective October 15, 2024. |
| (5) | Mr. Tanaka was hired to perform CFO services on August 15, 2021 and ceased performing CFO services for the Company on January 30, 2023. |
| (6) | Mr. Torrecillas was appointed as Executive President - Bolivia on June 1, 2022 and was appointed as Chief Operating Officer effective March 3, 2025. |
| (7) | Mr. Barry Girling was appointed as a director of the Company effective October 17, 2018. |
| (8) | Mr. Roland Löhner was appointed as a director of the Company effective February 24, 2015. |
| (9) | Mr. Larry Okada was appointed as a director of the Company effective April 28, 2015. |
| (10) | Mr. Federico Villaseñor was appointed as a director of the Company effective April 8, 2014. |
| (11) | The value of perquisites paid to Mr. Arturo Préstamo Elizondo consisted of vehicle related expenses. |
| (12) | The value of the perquisites paid to Mr. Carlos Alberto Silva Ramos consisted of $56,964 in personal insurance, and $23,785 in vehicle related expenses. |
| (13) | The value of the perquisites paid to Mr. Bedregal and Mr. Torrecillas consisted of personal insurance policies provided by the Company. |
| (14) | Compensation was paid to this individual in Canadian dollars, the amount included in this table has been converted into United States dollars based on the 2023 and 2024 average United States dollar exchange rate of 1.3497 and 1.3698, respectively. |
Director Compensation
Effective July 1, 2024 compensation for directors has been established as follows:
| (a) | an annual cash fee of C$75,000, paid in quarterly installments, to each director of the Company; | |
| (b) | an additional cash fee of C$9,000, paid in quarterly installments, for the Chair of the Audit Committee; and | |
| (c) | an additional cash fee of C$7,500, paid in quarterly installments, for the Chair of the Compensation Committee. |
| -13- |
External Management Companies
None of the NEOs or directors of the Company have been retained or employed by an external management company which has entered into an understanding, arrangement or agreement with the Company to provide executive management services to the Company, directly or indirectly.
Stock Options and Other Compensation Securities
The following table provides a summary of all compensation securities granted or issued by the Company or one of its subsidiaries to each NEO and director of the Company in the financial year ended December 31, 2024, for services provided or to be provided, directly or indirectly, to the Company or any of its subsidiaries.
| COMPENSATION SECURITIES | |||||||
| Name and Position | Type of Compensation Security | Number of Compensation Securities, Number of Underlying Securities (#) |
Date of Issue or Grant | Issue, Conversion or Exercise Price ($) |
Closing
Price of Securities or Underlying Security on Date of Grant(2) ($) |
Closing Price of Security or Underlying Security at Year End ($) |
Expiry Date |
| Arturo
Préstamo Elizondo(1) CEO, Executive Chairman and Director |
PSUs RSUs |
1,000,000 (12) 750,000 (9) |
Aug 1, 2024 Aug 1, 2024 |
N/A N/A |
C$0.345 C$0.345 |
C$0.275 C$0.275 |
N/A N/A |
| Andres
Bedregal(2) CFO, Interim CFO and VP Finance Bolivia |
N/A | N/A | N/A | N/A
|
N/A | N/A | N/A
|
| Gregg
Orr(3) Former CFO and former Corporate Secretary |
PSUs Options |
250,000 (12) 500,000 (10) |
Aug 1, 2024 Aug 1, 2024 |
N/A C$0.40 |
C$0.345 C$0.345 |
C$0.275 C$0.275 |
N/A Aug 1, 2029 |
| Eduardo
Torrecillas(4) COO and Executive President Bolivia |
N/A | N/A | N/A | N/A
|
N/A | N/A | N/A
|
| Barry
Girling(5) Director |
DSUs Options |
168,750 (11) 337,500 (10) |
Aug 1, 2024 Aug 1, 2024 |
N/A C$0.40 |
C$0.345 C$0.345 |
C$0.275 C$0.275 |
N/A Aug 1, 2029 |
| Roland
Löhner(6) Director |
DSUs Options |
168,750 (11) 337,500 (10) |
Aug 1, 2024 Aug 1, 2024 |
N/A C$0.40 |
C$0.345 C$0.345 |
C$0.275 C$0.275 |
N/A Aug 1, 2029 |
| Larry
Okada(7) Director |
DSUs Options |
168,750 (11) 337,500 (10) |
Aug 1, 2024 Aug 1, 2024 |
N/A C$0.40 |
C$0.345 C$0.345 |
C$0.275 C$0.275 |
N/A Aug 1, 2029 |
| Federico
Villaseñor(8) Director |
DSUs Options |
168,750 (11) 337,500 (10) |
Aug 1, 2024 Aug 1, 2024 |
N/A C$0.40 |
C$0.345 C$0.345 |
C$0.275 C$0.275 |
N/A Aug 1, 2029 |
| (1) | As at December 31, 2024, Mr. Arturo Préstamo Elizondo held 1,800,000 stock options to purchase 1,800,000 common shares, all of which are fully vested. He also held 1,000,000 PSUs which vest in one year after issuance upon meeting performance criteria established by the Board. |
| (2) | As at December 31, 2024, Mr. Andres Bedregal does not hold any stock options of the Company. |
| (3) | On October 15, 2024 Mr. Gregg Orr resigned as CFO and Corporate Secretary which cancelled all of the outstanding 1,500,000 stock options to purchase 1,500,000 common shares and also cancelled all of the 250,000 PSUs outstanding. As at December 31, 2024, Mr. Orr held nil options and nil PSUs. |
| (4) | As at December 31, 2024, Mr. Eduardo Torrecillas held nil stock options. |
| (5) | As at December 31, 2024, Mr. Barry Girling held 2,737,500 stock options, to purchase 2,737,500 common shares, of which 2,400,000 are fully vested. He also held 168,750 DSUs. |
| (6) | As at December 31, 2024, Mr. Roland Löhner held 2,337,500 stock options, to purchase 2,337,500 common shares, of which 2,000,000 are fully vested. He also held 168,750 DSUs. |
| (7) | As at December 31, 2024, Mr. Larry Okada held 2,337,500 stock options to purchase 2,337,500 common shares, of which 2,000,000 are fully vested. He also held 168,750 DSUs. |
| (8) | As at December 31, 2024, Mr. Federico Villaseñor held 2,337,500 stock options to purchase 2,337,500 common shares, of which 2,000,000 are fully vested. |
| (9) | 1/3 of the RSUs shall vest one year after grant, 1/3 shall vest on March 31, 2026 and 1/3 shall vest on March 31, 2027. |
| (10) | 1/3 of the Options shall vest one year after grant, 1/3 shall vest on March 31, 2026 and 1/3 shall vest on March 31, 2027. |
| (11) | Deferred share units (DSUs) vest on year after issuance and will be settled within one year of the Termination Date (as defined in the Omnibus Equity Incentive Plan). |
| (12) | Performance share units (PSUs) vest one year after issuance upon meeting performance criteria established by the Board which compares the performance of the Company’s share price to a group of peer companies. |
| -14- |
Exercise of Compensation Securities
| Exercise of Compensation Securities by Directors and NEOs | |||||||
| Name and Position | Type of compen-sation security | Number of underlying securities exercised | Exercise price per security ($) | Date of exercise | Closing price per security on date of exercise ($) | Difference between exercise price and closing price on date of exercise ($) | Total value on exercise date ($) |
| Arturo
Préstamo Elizondo CEO, Executive Chairman and Director |
Options | 900,000 | $0.18 | August 6, 2024 | $0.32 | $0.14 | $126,000 |
| Barry
Girling Director |
Options | 1,000,000 | $0.18 | August 6, 2024 | $0.32 | $0.14 | $140,000 |
| Roland
Löhner(6) Director |
Options | 191,680 | $0.18 | August 6, 2024 | $0.32 | $0.14 | $26,835 |
| Larry
Okada(7) Director |
Options | 1,000,000 | $0.18 | August 6, 2024 | $0.32 | $0.14 | $140,000 |
| Federico
Villaseñor(8) Director |
Options | 200,000 | $.018 | August 6, 2024 | $0.32 | $0.14 | $28,000 |
Stock Option Plan and Other Incentive Plans
On September 16, 2024, the Company’s shareholders reapproved the adoption of the Omnibus Equity Incentive Plan which was approved by the board of directors effective November 13, 2023.
Options granted under the Company’s previous 10% rolling stock option plan prior to November 13, 2023 (the “Stock Option Plan”), remain outstanding and are governed by the Omnibus Incentive Plan.
For information about the material terms of the Company’s Omnibus Incentive Plan, please refer to the heading “Particulars of Other Matters to be Acted Upon – Approval of Omnibus Incentive Plan”.
Employment, Consulting and Management Agreements
Other than described below, there are no agreements or arrangements under which compensation was provided during the financial year ended December 31, 2024 or is payable in respect of services provided to the Company or any of its subsidiaries that were performed by a Named Executive Officer or director of the Company or performed by any other party but are services typically provided by a Named Executive Officer or director of the Company.
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Other than described below, neither the Company, nor its subsidiaries, has a contract, agreement, plan or arrangement that provides for payments to a Named Executive Officer at, following or in connection with any termination (whether voluntary, involuntary or constructive), resignation, retirement, a change of control of the Company or its subsidiaries, or a change in responsibilities of the NEO following a change in control.
On January 9, 2023, the Company entered into an employment agreement (the “Employment Agreement”) with Gregg Orr. Pursuant to the Employment Agreement Mr. Orr shall act as Chief Financial Officer and Corporate Secretary of the Company, in exchange Mr. Orr shall receive an annual salary of C$480,000 and a target bonus equal to 80% of Mr. Orr’s annual salary, dependent on meeting certain goals and objectives. The Company may terminate the Employment Agreement without just cause at any time by notice in writing stating the last day of employment (the “Termination Date”), in which case the Company shall be obligated to provide Mr. Orr with the compensation set out below (the “Severance”), as well as payment of earned salary, untaken wages, accrued vacation pay, reimbursement of any expenses and any unpaid bonus (the “Final Wages”). The Severance shall consist of the following: a) payment of six (6) months’ salary should Mr. Orr be terminated within the first six months of employment or 24 months’ salary should Mr. Orr be terminated after the first six months of employment (the “Severance Period”); b) a further payment equal to the then current year target bonus divided by 12, and multiplied by the Severance Period; and c) continuation by the Company at its cost the benefits then in effect for Mr. Orr until the earlier of the end of the Severance Period or Mr. Orr obtaining alternate coverage (of which prompt written notice must be given to the Company). Should the Company undergo a change of control (“COC”) which results in the termination of the Employment Agreement then, on the seventh (7th) business day following the earlier of the last day of the specified notice of resignation or termination and the date Mr. Orr actually ceases supplying services to the Company (the “COC Termination Date”), the Company shall provide Mr. Orr with the compensation set out below (the “COC Severance”). The lump sum portions of the COC Severance shall be payable within seven (7) business days following the COC Termination Date, in addition to Final Wages. The COC Severance shall consist of the following: (a) a lump sum amount equivalent to 24 months’ of Mr. Orr’s annual salary; (b) a further lump sum equal to two times the average annual bonus received by Mr. Orr for the 3 preceding fiscal years but, if 3 such bonuses have not been calculated at the material time, the amount of the current year target bonus shall be used instead of each missing year to arrive at the average annual bonus amount; (c) continuation by the Company at its cost the benefits then in effect for Mr. Orr, until the earlier of the end of the Severance Period or Mr. Orr obtaining alternate coverage (of which prompt written notice must be given to the Company); and (d) notwithstanding any other plan or agreement: (i) all then non-vested options held by Mr. Orr shall vest as of the COC Termination Date; and (ii) Mr. Orr may exercise all such options until the earlier of their expiry date or one year from the COC Termination Date. On October 5, 2024, the Employment Agreement terminated following the resignation of Mr. Orr.
Pension Plan Benefits
The Company does not have a pension plan that provides for payments or benefits to the Named Executive Officers or directors at, following, or in connection with retirement.
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Securities Authorized for Issuance Under Equity Compensation Plans
The following table sets forth the Company’s compensation plans under which equity securities are authorized for issuance as at December 31, 2024:
| Plan Category | Number of securities to be issued upon exercise of outstanding RSUs, PSUs, DSUs and options (a) |
Weighted-average exercise price of outstanding RSUs, PSUs, DSUs and options (b) |
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) |
| Equity compensation plans approved by securityholders | 16,800,000 | $0.46 | 18,785,554 |
| Equity compensation plans not approved by securityholders | N/A | N/A | N/A |
| Total | 16,800,000 | $0.46 | 18,785,554 |
| (1) | Represents the number of Shares remaining available for future issuance under stock options available for grant as of December 31, 2024 under the Plan. The maximum number of Shares which may be issued pursuant to options granted under the Plan is 10% of the issued and outstanding Shares at the time of grant. |
Indebtedness of Directors and Executive Officers
As at the date of this Information Circular there was no indebtedness outstanding of any current or former director, executive officer or employee of the Company or its subsidiaries which is owing to the Company or its subsidiaries, or which is owing to another entity which indebtedness is the subject of a guarantee, support agreement, letter of credit or other similar arrangement or understanding provided by the Company or its subsidiaries, entered into in connection with a purchase of securities or otherwise.
No individual who is, or at any time during the most recently completed financial year was, a director or executive officer of the Company, no proposed nominee for election as a director of the Company and no associate of such persons:
| (i) | is, or at any time since the beginning of the most recently completed financial year has been, indebted to the Company or its subsidiaries; or |
| (ii) | is indebted to another entity, which indebtedness is, or at any time since the beginning of the most recently completed financial year has been, the subject of a guarantee, support agreement, letter of credit or other similar arrangement or understanding provided by the Company or its subsidiaries, |
in relation to a securities purchase program or other program.
Management Contracts
No management functions of the Company or its subsidiaries are performed or, since the start of the company’s most recently completed financial year, have been performed to any substantial degree by a person other than the directors or executive officers of the Company or its subsidiaries.
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Interest of Certain Persons in Matters to be Acted Upon
Except as set out herein, no person who has been a director or executive officer of the Company at any time since the beginning of the Company’s last financial year, no proposed nominee of management of the Company for election as a director of the Company and no associate or affiliate of the foregoing persons, has any material interest, direct or indirect, by way of beneficial ownership or otherwise, in matters to be acted upon at the Meeting other than the election of directors or the appointment of auditors.
Interest of Informed Persons in Material Transactions
Except as set out herein, no informed person or proposed director of the Company and no associate or affiliate of the foregoing persons has or has had any material interest, direct or indirect, in any transaction since the commencement of the Company’s most recently completed financial year or in any proposed transaction which in either such case has materially affected or would materially affect the Company or its subsidiaries.
Appointment of Auditors
On August 21, 2025, Deloitte LLP, Chartered Professional Accountants, resigned as auditors of the Company. On September 1, 2025, the Board, on the recommendation of the Audit Committee, approved the appointment of Davidson & Company LLP as auditors of the Company. A copy of the “reporting package” (as defined in National Instrument 51-102 – Continuous Disclosure Obligations) in respect of the change of auditors is attached as Schedule “A” to the Information Circular.
At the Meeting, Shareholders will be asked to pass an ordinary resolution to re-appoint Davidson & Company LLP as auditors of the Company and to authorize the directors of the Company to fix the remuneration to be to be paid to the auditors. An ordinary resolution needs to be passed by a simple majority of the votes cast by the Shareholders present in person or represented by proxy and entitled to vote at the Meeting.
Management of the Company recommends that Shareholders vote for the re-appointment of Davidson & Company LLP, as the Company’s auditors and to authorize the directors of the Company to fix the remuneration to be paid to the auditors.
Audit Committee
The Audit Committee’s Charter
Purpose
The primary function of the Audit Committee (the “Committee”) is to assist the Company’s Board in fulfilling its financial oversight responsibilities by reviewing the financial reports and other financial information provided by the Company to regulatory authorities and shareholders, the Company’s systems of internal controls regarding finance and accounting and the Company’s auditing, accounting, and financial reporting processes. Consistent with this function, the Committee will encourage continuous improvement of, and should foster adherence to, the Company’s policies, procedures and practices at all levels. The Committee’s primary duties and responsibilities are to:
| (a) | Serve as an independent and objective party to monitor the Company’s financial reporting and internal control systems and review the Company’s financial statements. | |
| (b) | Review and appraise the performance of the Company’s external auditors. | |
| (c) | Provide an open avenue of communication among the Company’s auditors, financial and senior management, and the Board. |
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Composition of the Audit Committee
The Committee will be comprised of at least three directors as determined by the Board, the majority of whom will not be officers, employees, or control persons of the Company or of an affiliate of the Company.
At least one member of the Committee will have Canadian financial reporting skills and experience with audit engagements for public companies. All members of the Committee will be financially literate. For the purposes of this Audit Committee Charter (the “Charter”), the definition of “financially literate” is the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can presumably be expected to be raised by the Company’s financial statements.
The members of the Committee will be elected by the Board from time to time. Unless a chairperson of the Committee (the “Chair”) is elected by the full Board, the members of the Committee may designate a Chair by a majority vote of the full Committee membership. The Chair must have Canadian financial reporting skills and experience with audit engagements for public companies.
Meetings
The Committee will meet at least once per financial quarter, or more frequently as circumstances dictate. As part of its job to foster open communication, the Committee will meet at least annually with the Chief Financial Officer and the external auditors in separate sessions.
Responsibilities and Duties
To fulfill its responsibilities and duties, the Committee will:
Documents/Reports Review
| (a) | Review and update this Charter annually. |
| (b) | Review the Company’s financial statements, management’s discussion and analysis and any annual and interim earnings press releases before the Company publicly discloses this information and any reports or other financial information (including quarterly financial statements), which are submitted to any governmental body, or to the public, including any certification, report, opinion, or review rendered by the external auditors. |
External Auditors
| (a) | Review annually, the performance of the external auditors who will be ultimately accountable to the Board and the Committee as representatives of the shareholders of the Company. |
| (b) | Obtain annually, a formal written statement of external auditors setting forth all relationships between the external auditors and the Company, in accordance with any applicable regulatory requirements. |
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| (c) | Review and discuss with the external auditors any disclosed relationships or services that may impact the objectivity and independence of the external auditors. |
| (d) | Take, or recommend that the full Board take, appropriate action to oversee the independence of the external auditors. |
| (e) | Recommend to the Board the selection and, where applicable, the replacement of the external auditors nominated annually for shareholder approval. |
| (f) | At least annually, consult with the external auditors, without the presence of management, about the quality of the Company’s accounting principles, internal controls and the completeness and accuracy of the Company’s financial statements, and discuss any event or matter which suggests the possibility of fraud, illegal acts or deficiencies in internal controls. |
| (g) | Review and approve the Company’s hiring policies regarding partners, employees and former partners and employees of the present and former external auditors of the Company. |
| (h) | Review with management and the external auditors the audit plan for the year-end financial statements and intended template for such statements. |
| (i) | Review and pre-approve all audit and audit-related services and the fees and other compensation related thereto, and any non-audit services, provided by the Company’s external auditors. The pre-approval requirement is waived with respect to the provision of non-audit services if: |
| (i) | the aggregate amount of all such non-audit services provided to the Company constitutes not more than five percent of the total amount of fees paid by the Company to its external auditors during the fiscal year in which the non-audit services are provided; |
| (ii) | such services were not recognized by the Company at the time of the engagement to be non-audit services; and |
| (iii) | such services are promptly brought to the attention of the Committee by the Company and approved prior to the completion of the audit by the Committee or by one or more members of the Committee who are members of the Board to whom authority to grant such approvals has been delegated by the Committee. |
Provided the pre-approval of the non-audit services is presented to the Committee’s first scheduled meeting following such approval, such authority may be delegated by the Committee to one or more independent members of the Committee.
Financial Reporting Processes
| (a) | Review the draft financial statements and management’s discussion and analysis with respect to each reporting period and provide a recommendation to the Board with respect to the approval of the financial statements and management’s discussion and analysis. |
| (b) | Prior to approving the annual financial statements, review the results of management’s evaluation of the effectiveness of the Company’s internal controls over financial reporting and disclosure controls and procedures as at the date of the Company’s annual financial statements. |
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| (c) | In consultation with the external auditors, review with management the integrity of the Company’s financial reporting process, both internal and external. |
| (d) | Consider the external auditor’s judgments about the quality and appropriateness of the Company’s accounting principles as applied in its financial reporting. |
| (e) | Consider and approve, if appropriate, changes to the Company’s auditing and accounting principles and practices as suggested by the external auditors and management. |
| (f) | Review significant judgments made by management in the preparation of the financial statements and the view of the external auditors as to appropriateness of such judgments. |
| (g) | Following completion of the annual audit, review separately with management and the external auditors any significant difficulties encountered during the course of the audit, including any restrictions on the scope of work or access to required information. |
| (h) | Review any significant disagreement among management and the external auditors in connection with the preparation of the financial statements. |
| (i) | Review with the external auditors and management the extent to which changes and improvements in financial or accounting practices have been implemented. |
| (j) | Review any complaints or concerns about any questionable accounting, internal accounting controls or auditing matters. |
| (k) | Review certification process. |
| (l) | Establish a procedure for the confidential, anonymous submission by employees of the Company of concerns regarding questionable accounting or auditing matters. |
Other
Review any related-party transactions.
Composition of the Audit Committee
The following are the members of the Committee:
| Larry Okada (1) | Independent (2) | Financially literate (2) | ||
| Federico Villaseñor | Independent (2) | Financially literate(2) | ||
| Barry Girling | Independent (2) | Financially literate (2) |
| (1) | Chair of the Audit Committee. |
| (2) | As defined by NI 52-110. |
Relevant Education and Experience
Larry Okada is the Chair of the Audit Committee. Mr. Okada is financially literate and familiar with public company financial statements and the accounting principles used in reading and preparing financial statements. He graduated from the University of British Columbia with a BA after which he articled to become a CPA, CA in Canada followed by a CPA in the United States.
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Barry Girling is currently an independent business consultant. He obtained a Bachelor of Commerce, Finance from the University of British Columbia in 1990. Mr. Girling has provided consulting services to a number of public companies for over 25 years as well as being a director or officer of many client companies. Through his education and work experience, Mr. Girling has an understanding of public company financial statements and related disclosure.
Federico Villaseñor holds a B.Sc in Mining and Metallurgy from the University of Guanajuato, a M.S. of Mineral Economics from Columbia University and a Finance Degree from The Instituto Tecnológico Autónomo de Mexico. His career has spanned 40 years in the mining industry and he is financially literate and familiar with public company financial statements and the accounting principles used in reading and preparing financial statements.
Audit Committee Oversight
At no time since the commencement of the Company’s most recently completed financial year was a recommendation of the Committee to nominate or compensate an external auditor not adopted by the Board.
Reliance on Certain Exemptions
At no time since the commencement of the Company’s most recently completed financial year has the Company relied on the exemption in Section 2.4 of NI 52-110 (De Minimis Non-audit Services), an exemption in subsections 6.1.1.1(4), (5) or (6) of NI 52-110 or an exemption from NI 52-110, in whole or in part, granted under Part 8 of NI 52-110.
Pre-Approval Policies and Procedures
The Audit Committee has adopted specific policies and procedures for the engagement of non-audit services as described in the Company’s Audit Committee Charter under the heading “Duties and Responsibilities”.
External Auditors Service Fees (By Category)
The aggregate fees billed by the Company’s external auditors during the last two fiscal years for audit fees are as follows:
| Financial Year Ending | Audit Fees(1) | Audit Related Fees(2) | Tax Fees(3) | All Other Fees(4) | ||||
| December 31, 2024 | C$1,544,736 | C$19,390 | Nil | Nil | ||||
| December 31, 2023 | C$1,441,105 | C$16,605 | Nil | Nil |
| (1) | Includes the aggregate fees billed by the issuer’s external auditor in each of the last two fiscal years for audit fees. |
| (2) | Includes the aggregate fees billed in each of the last two fiscal years for assurance and related services by the issuer’s external auditor that are reasonably related to the performance of the audit or review of the issuer’s financial statements and are not reported under “Audit Fees”. |
| (3) | Includes the aggregate fees billed in each of the last two fiscal years for professional services rendered by the issuer’s external auditor for tax compliance, tax advice, and tax planning. |
| (4) | Includes the aggregate fees billed in each of the last two fiscal years for products and services provided by the issuer’s external auditor, other than the services reported under “Audit Fees”, “Audit Related Fees” and “Tax Fees”. |
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Corporate Governance Disclosure
National Policy 58-201 establishes corporate governance guidelines which apply to all public companies. The Company has reviewed its own corporate governance practices in light of these guidelines. In certain cases, the Company’s practices comply with the guidelines, however, the Board considers that some of the guidelines are not suitable for the Company at its current stage of development and therefore these guidelines have not been adopted. National Instrument 58-101 mandates disclosure of corporate governance practices which disclosure is set out below.
Independence of Members of Board
The Company’s Board consists of five (5) directors, four of whom are independent based upon the tests for independence set forth in NI 52-110. Federico Villaseñor, Roland Löhner, Larry Okada and Barry Girling are independent. Arturo Préstamo Elizondo is not independent as he is the CEO and Executive Chairman of the Company.
Management Supervision by Board
The size of the Company is such that all the Company’s operations are conducted by a small management team which is also represented on the Board. The Board considers that management is effectively supervised by the independent directors on an informal basis as the independent directors are actively and regularly involved in reviewing and supervising the operations of the Company and have regular and full access to management. The independent directors are also able to meet at any time without any members of management, including the non-independent directors, being present. Further supervision is performed through the Audit Committee (which is composed entirely of independent directors) who meet with the Company’s auditors without management being in attendance.
Participation of Directors in Other Reporting Issuers
The participation of the directors in other reporting issuers is described in the table provided under “Election of Directors” in this Information Circular.
Orientation and Continuing Education
While the Company does not have formal orientation and training programs, new Board members are provided with:
| (1) | information respecting the functioning of the Board, committees and copies of the Company’s corporate governance policies; |
| (2) | access to recent, publicly filed documents of the Company, technical reports and the Company’s internal financial information; |
| (3) | access to management, technical experts and consultants; and |
| (4) | a summary of significant corporate and securities responsibilities. |
Board members are encouraged to communicate with management, auditors and technical consultants; to keep themselves current with industry trends and developments and changes in legislation with management’s assistance; and to attend related industry seminars and visit the Company’s operations. Board members have full access to the Company’s records.
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Ethical Business Conduct
The Board views good corporate governance as an integral component to the success of the Company and to meet responsibilities to Shareholders. The Board has adopted a Code of Business Conduct and Ethics that is posted on its website at www.santacruzsilver.com and has instructed its management and employees to abide by the Code.
Nomination of Directors
The Corporate Governance and Nomination Committee (the “Nominating Committee”) has responsibility for identifying potential Board candidates. The members of the Nominating Committee are Larry Okada, Roland Löhner, and Arturo Préstamo Elizondo. Larry Okada and Roland Löhner are independent directors of the Company; Arturo Prestamo Elizondo is not an independent director as he is the CEO and Executive Chairman of the Company. The Nominating Committee assesses potential Board candidates to fill perceived needs on the Board for required skill, expertise, independence and other factors. Members of the Board and representatives are consulted for possible candidates. The Board has adopted a written charter that sets forth the responsibilities of the Nominating Committee and gives the Nominating Committee the authority to engage outside experts to assist in identifying potential candidates if considered advisable. A copy of the Nominating Committee’s charter is posted on the Company’s website at www.santacruzsilver.com.
Compensation of Directors and the CEO
The members of the Compensation Committee are Federico Villaseñor, Barry Girling and Larry Okada. Federico Villaseñor, Barry Girling and Larry Okada are all considered independent. The Compensation Committee has responsibility for determining compensation for the directors and senior management.
To determine compensation payable, the Compensation Committee reviews compensation paid for directors and CEOs of companies of similar size and stage of development in the mineral exploration and mining industries and determines an appropriate compensation reflecting the need to provide incentive and compensation for the time and effort expended by the directors and senior management while taking into account the financial and other resources of the Company. In setting compensation the Compensation Committee annually reviews the performance of the Company’s CEO and other executive officers in light of the Company’s objectives and considers other factors that may have impacted the success of the Company in achieving its objectives. The Board has adopted a written charter that sets forth the responsibilities of the Compensation Committee and gives the Compensation Committee the authority to engage outside experts to assist in identifying potential candidates if considered advisable. A copy of the Compensation Committee’s charter is posted on the Company’s website at www.santacruzsilver.com. For further information regarding how the Company determines compensation for its directors and executive officers, see “Executive Compensation– Compensation Discussion and Analysis”.
Board Committees
In addition to the Audit, Compensation and Nominating Committee, the Company has a Health, Safety and Environment Committee. The members of the Health, Safety and Environment Committee are Federico Villaseñor, Barry Girling and Larry Okada.
The Board had adopted a written mandate that sets forth the responsibilities of the Health, Safety and Environment Committee, which includes overseeing the development and implementation of policies and procedures for ensuring a safe, healthy work environment and sustainable development. The mandate of the Health, Safety and Environment Committee is posted on the Company’s website at www.santacruzsilver.com.
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Assessments
Each year, the Board conducts annual self-assessments to determine whether it, the directors, and the committees are performing effectively. The Corporate Governance and Nominating Committee is responsible for seeking comments from all directors and reporting to the Board the collective assessment of the Board’s performance as well as the performance of the committees and individual directors. Assessments of the Board and its committees consider the mandate and committee charter, as the case may be. Assessments of individual directors consider the position description and skills and competencies applicable to that individual. The Board discusses the assessment reports to determine what, if any, action should be taken to improve performance
Particulars of Other Matters to be Acted Upon
Approval of Omnibus Incentive Plan
On December 20, 2023, the Company’s shareholders approved the adoption of the Omnibus Incentive Plan to replace the Stock Option Plan, effective November 13, 2023. The Omnibus Incentive Plan was most recently reapproved by the Company’s shareholders on September 16, 2024.
Subject to the approval of the applicable securities exchange and the Shareholders, it is intended that the Company will reapprove an omnibus equity incentive plan in substantially the form attached as Schedule “B” to this Information Circular. The Omnibus Incentive Plan is being placed before Shareholders at the Meeting for reapproval.
The following is a summary of the key provisions of the Omnibus Incentive Plan and is qualified in all respects by the full text of the Omnibus Incentive Plan. Capitalized terms used in this section and not otherwise defined, have the meanings ascribed thereto in the Omnibus Incentive Plan.
Summary of Omnibus Incentive Plan
The purpose of the Omnibus Incentive Plan is to promote the long-term success of the Company and the creation of shareholder value by: (a) encouraging the attraction and retention of Eligible Persons (as defined below); (b) encouraging such Eligible Persons to focus on critical long-term objectives; and (c) promoting greater alignment of the interests of such Eligible Persons with the interests of the Company, in each case as applicable to the type of Eligible Person to whom an Award is granted.
The Omnibus Incentive Plan shall provide for the award of Restricted Share Units (“RSUs”), Performance Share Units (“PSUs”), Deferred Share Units (“DSUs”) and options to purchase Common Shares (“Options” and together with RSUs, PSUs and DSUs, “Awards”) to Directors, Officers, Employees, Management Company Employees and Consultants (as such terms are defined by the TSXV Policy 4.4) of the Company or a subsidiary of the Company (collectively, “Eligible Persons”), as further described in the following summary. The RSUs, PSUs, DSUs, and Options issuable to any participant under the Omnibus Incentive Plan (a “Participant”), or in the case of Options, any pre-existing stock option plan of the Company, shall be hereinafter referred to as “Incentive Securities”.
All capitalized terms used but not defined in this section have the meaning ascribed thereto in the Omnibus Incentive Plan.
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Plan Administration
The Omnibus Incentive Plan shall be administered and interpreted by the Board or, if the Board by resolution so decides, by a committee appointed by the Board. All actions taken and all interpretations and determinations made or approved by the Board in good faith shall be final and conclusive and shall be binding on any Participants of the Omnibus Incentive Plan and the Company, subject to any required approval of the TSXV.
Common Shares Available for Awards
The maximum aggregate number of Common Shares issuable in respect of all Options granted or issued under the Omnibus Incentive Plan and all of the Company’s other previously established or proposed Security Based Compensation plans to which these limitations apply under Exchange policies (collectively, “Security Based Compensation Plans”), at any point in time, shall not exceed ten percent (10%) of the total number of issued and outstanding Common Shares on a non-diluted basis at such point in time. The maximum aggregate number of Common Shares issuable in respect of all Incentive Securities, other than Options, granted or issued under the Omnibus Incentive Plan and all of the Company’s other previously established or proposed Security Based Compensation Plans shall not exceed 35,099,113 Common Shares.
Participation Limits
The Omnibus Incentive Plan provides the following limitations on grants:
| (a) | The aggregate number of Common Shares issuable to any one Consultant in any twelve (12) month period in respect of Incentive Securities shall not exceed two percent (2%) of the issued and outstanding Common Shares on a non-diluted basis, calculated at the date an Award is granted to the Consultant. |
| (b) | The aggregate number of Common Shares issuable to any one person in any twelve (12) month period in respect of Incentive Securities shall not exceed five percent (5%) of the issued and outstanding Common Shares on a non-diluted basis, calculated on the date an Award is granted to the person, unless the Company has obtained the requisite disinterested shareholder approval. |
| (c) | The aggregate number of Common Shares issuable to all Insiders (as a group) in any twelve (12) month period in respect of Incentive Securities, shall not exceed ten (10%) of the issued and outstanding Common Shares on a non-diluted basis, calculated on the date an Award is granted to a particular Insider, unless the Company has obtained the requisite disinterested shareholder approval. |
| (d) | Eligible Persons who are Investor Relations Service Providers may only receive Options as Awards under the Omnibus Incentive Plan (if the Common Shares are listed on the TSXV) and the aggregate number of Common Shares issuable to all Investor Relations Service Providers in respect of Incentive Securities in any twelve (12) month period shall not exceed two percent (2%) of the issued and outstanding Common Shares on a non-diluted basis, calculated on the date an Award is granted to the Investor Relations Service Provider. |
Eligibility and Participation
Subject to the provisions of the Omnibus Incentive Plan (including, without limitation, restrictions on grants to Investor Relations Service Providers) and such other terms and conditions as the Board may prescribe, the Board may, from time to time, grant Awards of RSUs, PSUs, DSUs and Options to all categories of Eligible Persons.
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General Vesting Requirement
No Award granted or issued under the Omnibus Incentive Plan, other than Options, may vest before the date that is one year following the date it is granted or issued. Notwithstanding this provision, subject to the approval of the TSXV with respect to Awards held by Investor Relations Service Providers, vesting may be accelerated by the Board in its sole discretion for Awards held by a Participant who dies or who ceases to be an Eligible Person under the Omnibus Incentive Plan in connection with a change of control, take-over bid, reverse takeover or other similar transaction as permitted by section 4.6 of the TSXV Policy. All Options granted to Investor Relations Service Providers must vest and become exercisable in stages over a period of not less than twelve (12) months, with no more than one-quarter (1/4) of such Options vesting no sooner than three (3) months after the Options were granted and no more than another one-quarter (1/4) of the Options becoming exercisable in any following three (3) month period.
Description of RSUs
A RSU is an Award that is a bonus for services rendered in the year of grant that, upon settlement, entitles the recipient Participant to receive a number of Common Shares equal to the number of RSUs credited to a Participant on certain vesting dates.
RSUs shall be subject to such restrictions as the Board, in its discretion, may establish or determine in the applicable Award Agreement or at the time an Award is granted. Unless otherwise provided for in an Award Agreement, all RSUs will vest and become payable by the issuance of Common Shares at the end of the restricted period as specified by the Board in the applicable Award Agreement. Unless otherwise determined by the Board, upon the occurrence of a Change of Control, all restrictions upon any RSUs shall lapse immediately and all such RSUs shall become fully vested; provided that no acceleration of vesting of RSUs upon a Change of Control can occur prior to the date that is one year from the date of grant of such RSUs unless the Participant ceases to be an Eligible Person in connection with such Change of Control.
When and if RSUs become payable, the Participant issued such units shall be entitled to receive payment from the Company in settlement of such units of, in the Committee’s discretion, cash or Shares (issued from treasury) of equivalent value (based on the FMV, as defined in the Award Agreement at the time of grant or thereafter by the Committee).
Effect of Termination on RSUs
Except as otherwise set forth in an applicable Award Agreement and subject to the provisions of the Omnibus Incentive Plan, RSUs shall be subject to the following conditions:
| (a) | Death: Upon death of a Participant, any RSUs granted to such Participant which, prior to the Participant’s death, had not vested, shall vest immediately. Any RSUs granted to such Participant, which prior to the Participant’s death, had vested, will accrue to the Participant’s estate in accordance with the provisions of the Omnibus Incentive Plan. |
| (b) | Termination of Employment or Service for Cause: Where a Participant’s employment is terminated by the Company or a subsidiary of the Company for cause, or where a Participant’s consulting agreement is terminated as a result of the Participant’s breach, all RSUs granted to such Participant will be immediately and automatically forfeited and cancelled. |
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| (c) | Termination of Employment or Service without Cause, Voluntary Termination, Retirement or Disability: Where a Participant’s employment is terminated by the Company or a subsidiary of the Company without cause, by voluntary termination, due to retirement or due to disability, or where a Participant’s consulting agreement is terminated for a reason other than the Participant’s breach or due to disability, any RSUs granted to such Participant which, prior to termination, had not vested, will be immediately and automatically forfeited and cancelled. Any RSUs granted to such Participant, which prior to termination, had vested, will accrue to the Participant in accordance with the provisions of the Omnibus Incentive Plan. |
| (d) | Directorships: Where a Participant ceases to be a Director for any reason, any RSUs granted to such Participant which, prior to cessation, have not vested, will be immediately and automatically forfeited and cancelled. Any RSUs granted to such Participant, which prior to cessation, have vested, will accrue to the Participant in accordance with the provisions of the Omnibus Incentive Plan. |
Description of PSUs
A PSU is an Award that is awarded based on the attainment of performance criteria within a certain period, which criteria and period shall be selected, settled and determined by the Board. An Award Agreement may provide the Board with the right during a Performance Period or after it has ended, to revise Performance Goals and Award amounts if unforeseen events occur.
All PSUs will vest and become payable to the extent that the Performance Goals set forth in the Award Agreement are satisfied for a Performance Period, as determined by the Board. Unless otherwise determined by the Board, upon the occurrence of a Change of Control, all PSUs shall become fully vested; provided that no acceleration of vesting of PSUs upon a Change of Control can occur prior to the date that is one year from the date of grant of such PSUs unless the Participant ceases to be an Eligible Person in connection with such Change of Control.
Payment of vested PSUs shall be as determined by the Committee and as set forth in the Award Agreement. Subject to the terms of the Plan, and in the Committee’s discretion, the Company will pay vested PSUs in the form of cash or Shares issued from treasury equal to the value of the vested PSUs at the end of the applicable Performance Period. Any Shares may be issued subject to any restrictions deemed appropriate by the Committee.
Effect of Termination on PSUs
Except as otherwise set forth in an applicable Award Agreement and subject to the provisions of the Omnibus Incentive Plan, PSUs shall be subject to the following conditions:
| (a) | Death: Upon death of a Participant, any PSUs granted to such Participant which, prior to the Participant’s death, had not vested, will be immediately and automatically forfeited and cancelled. However, the Board may determine that certain PSUs have vested based on the extent which Performance Goals have been satisfied in that portion of the Performance Period that has lapsed. Any PSUs granted to such Participant, which prior to the Participant’s death, had vested, will accrue to the Participant’s estate in accordance with the provisions of the Omnibus Incentive Plan. |
| (b) | Termination of Employment or Service for Cause: Where a Participant’s employment is terminated by the Company or a subsidiary of the Company for cause, or where a Participant’s consulting agreement is terminated as a result of the Participant’s breach, all PSUs granted to such Participant will be immediately and automatically forfeited and cancelled. |
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| (c) | Termination of Employment or Service without Cause, Voluntary Termination, Retirement or Disability: Where a Participant’s employment is terminated by the Company or a subsidiary of the Company without cause, by voluntary termination, due to retirement or due to disability, or where a Participant’s consulting agreement is terminated for a reason other than the Participant’s breach or due to disability, any PSUs granted to such Participant which, prior to termination, had not vested, will be immediately and automatically forfeited and cancelled. However, the Board may determine that certain PSUs have vested based on the extent which Performance Goals have been satisfied in that portion of the Performance Period that has lapsed. Any PSUs granted to such Participant, which prior to termination, had vested, will accrue to the Participant in accordance with the provisions of the Omnibus Incentive Plan. |
| (d) | Directorships: Where a Participant ceases to be a Director for any reason, any PSUs granted to such Participant which, prior to cessation, had not vested, will be immediately and automatically forfeited and cancelled. However, the Board may determine that certain PSUs have vested based on the extent which Performance Goals have been satisfied in that portion of the Performance Period that has lapsed. Any PSUs granted to such Participant, which prior to cessation, had vested, will accrue to the Participant in accordance with the provisions of the Omnibus Incentive Plan. |
Description of DSUs
A DSU is an Award that is payable after the effective date that a Participant ceases to be an Eligible Person under the Omnibus Incentive Plan, subject to certain vesting criteria. Unless otherwise determined by the Board, upon the occurrence of a Change of Control, all DSUs shall become fully vested; provided that no acceleration of vesting of DSUs upon a Change of Control can occur prior to the date that is one year from the date of grant of such DSUs unless the Participant ceases to be an Eligible Person in connection with such Change of Control.
The payment of DSUs will occur on the date that is designated by the Participant and communicated to the Company by the Participant in writing at least fifteen (15) days prior to the designated day, or such earlier date as the Participant and Company may agree. If no notice is given by the Participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the Participant ceases to be an Eligible Person for any reason or any earlier period on which the DSUs vested, as the case may be, at the sole discretion of the Participant.
Election by Directors - DSUs
Under the Omnibus Incentive Plan, Directors may elect to receive directorship fees in the form of DSUs which election must be made within certain timeframes as specified in the Omnibus Incentive Plan. In case of an election by a Director, the number of DSUs to be credited shall be determined by dividing applicable directorship fees with the Market Price on the Grant Date of the DSUs or if more appropriate, another trading range that best represents the period for which the DSUs were earned (subject to minimum pricing requirements under TSXV policies). No fractional DSUs shall be credited to any Director.
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Dividend Equivalents
Participants holding RSUs, DSUs and PSUs granted under the Omnibus Equity Incentive Plan may, if the Committee so determines, be credited with dividends paid with respect to the underlying Shares or Dividend Equivalents while they are so held in accordance with the Omnibus Equity Incentive Plan and otherwise in such a manner determined by the Committee in its sole discretion. Dividend Equivalents shall not apply to an Award unless specifically provided for in the Award Agreement. The Committee may apply any restrictions to the dividends or Dividend Equivalents that the Committee deems appropriate. The Committee, in its sole discretion, may determine the form of payment of dividends or Dividend Equivalents, including cash, Shares and Awards, provided that any Dividend Equivalents paid in the form of additional Awards shall reduce the applicable pool of Shares available for issuance of Awards and will be subject to the limits set forth in the Omnibus Equity Incentive Plan. In the event that the issuance of additional Awards would cause the Company to exceed the limits set forth in Omnibus Equity Incentive Plan, the Company shall pay such dividend or Dividend Equivalent in cash. Further, any additional Awards credited to the Participant’s account in satisfaction of payment of dividends or Dividend Equivalents will vest in proportion to and will be paid under the Plan in the same manner as the Awards to which they relate.
Description of Options
An Option is an Award that gives a Participant the right to purchase one Share at a specified price in accordance with the terms of the Option and the Omnibus Incentive Plan. The exercise price of the Options shall be determined by the Board at the time the Option is granted but in no event shall such exercise price be lower than the discounted Market Price permitted by the TSXV (provided that no such discount will be permitted with respect to Options awarded to U.S. Participants).
The maximum term of any Option shall not exceed ten (10) years and the Board shall determine the vesting, performance and other conditions, if any, that must be satisfied before all or part of an Option may be exercised, subject to any vesting restrictions set out in TSXV Policy 4.4. Unless otherwise determined by the Board, upon the occurrence of a Change of Control, all Options shall become fully vested except for Options held by Investor Relations Service Providers which acceleration is subject to acceptance of the TSXV.
Options will be exercised pursuant to their applicable Award Agreement which exercise shall be contingent upon receipt by the Company of a written notice of exercise set forth in the applicable Award Agreement and of a form of cash payment acceptable to the Company for the full purchase price of the Common Shares to be issued.
The Omnibus Incentive Plan also includes the provision for the payment of the exercise price by way of a “cashless exercise” or “net exercise” whereby Options excluding Options held by Investor Relations Service Providers are exercised without the Participant making any cash payment to the Company (“Net Exercise”) and the Participant receives only the number of Shares that are equal to the quotient calculated by dividing:
| (i) | the number of Options being exercised multiplied by the difference between the VWAP (as defined in the policies of the TSXV) of the underlying Shares and the exercise price of the Options; by |
| (ii) | the VWAP of the underlying Shares. |
In the event of Net Exercise, the number of Awards exercised, surrendered or converted, and not the number of Shares actually issued by the Company, must be included in calculating the limits of the Omnibus Equity Incentive Plan.
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Effect of Termination on Options
Except as otherwise set forth in an applicable Award Agreement and subject to the provisions of the Omnibus Incentive Plan, Options shall be subject to the following conditions:
| (a) | Death: Upon death of a Participant, any Options held by such Participant at the date of death shall be exercisable (by an inheritor or the Participant’s estate) for a period of 120 days after the date of death or prior to the expiration of the Option, whichever is sooner, only to the extent the Participant was entitled to exercise the Option at the date of death of such Participant. |
| (b) | Termination of Employment or Service for Cause: Where a Participant’s employment is terminated by the Company or a subsidiary of the Company for cause, or where a Participant’s consulting agreement is terminated as a result of the Participant’s breach, no Option shall be exercisable from the date of termination as determined by the Board. |
| (c) | Termination of Employment or Service without Cause, Voluntary Termination or Retirement: Where a Participant’s employment is terminated by the Company or a subsidiary of the Company without cause, by voluntary termination, due to retirement, or where a Participant’s consulting agreement is terminated for a reason other than the Participant’s breach, any Options held by such Participant at the date of termination shall be exercisable for a period of 90 days after the date of termination determined by the Board or prior to the expiration of the Option, whichever is sooner, only to the extent the Participant was entitled to exercise the Option at the date of termination. |
| (d) | Disability: Where a Participant’s employment or consulting agreement is terminated by the Company or a subsidiary of the Company due to disability, any Options held by such Participant at the date of termination shall be exercisable for a period of 120 days after the date of termination determined by the Board or prior to the expiration of the Option, whichever is sooner, only to the extent the Participant was entitled to exercise the Option at the date of termination. |
| (e) | Directorships: Where a Participant ceases to be a Director for any reason, any Options held by such Participant on the Cessation Date shall be exercisable for a period of 90 days (120 days in case of termination due to disability) after the Cessation Date or prior to the expiration of the Option, whichever is sooner, only to the extent the Director was entitled to exercise the Option at the Cessation Date. |
Non-Transferability of Awards
No Award and no right under any such Award, shall be assignable, alienable, saleable, or transferable by a Participant otherwise than by will or by the laws of descent and distribution. No Award and no right under any such Award, may be pledged, alienated, attached, or otherwise encumbered, and any purported pledge, alienation, attachment, or encumbrance thereof shall be void and unenforceable against the Company.
Amendment and Termination of the Omnibus Incentive Plan
The Board may at any time or from time to time, in its sole and absolute discretion, amend, suspend, terminate or discontinue the Omnibus Incentive Plan and may amend the terms and conditions of any Awards granted thereunder, subject to (a) any required approval of any applicable regulatory authority or TSXV, and (b) any required approval of Shareholders in accordance with the TSXV Policy 4.4 or applicable law. Without limitation, Shareholder approval shall not be required for the following amendments:
| (a) | amendments to fix typographical errors; |
| (b) | amendments to clarify existing provisions of the Omnibus Incentive Plan that do not have the effect of altering the scope, nature and intent of such provisions; and |
| (c) | amendments that are necessary to comply with applicable law or the requirements of the TSXV. |
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Amendments to Awards
Subject to compliance with applicable laws and TSXV policies, the Board may make amendments or alterations to Awards, provided that no amendment or alteration shall be made which would impair the rights of any Participant, without such Participant’s consent, provided that no such consent shall be required if the amendment or alteration is: (a) either required or advisable in respect of compliance with any law, regulation or requirement of any accounting standard; or (b) not reasonably likely to significantly diminish the benefits provided under such Award.
The Company will be required to obtain disinterested Shareholder approval in accordance with TSXV Policy 4.4 in respect of any extension or reduction in the exercise price of Options granted to any Participant if the Participant is an Insider at the time of the proposed reduction or extension.
Method for Calculating Prices under the Omnibus Equity Incentive Plan
The Board does not employ a set method or formula for calculating prices of any grants. Instead, the Board undertakes a discretionary assessment to determine pricing that aligns with the Company’s objectives in granting Awards, taking into account recent trading activity and the limitations imposed by TSXV policies.
Omnibus Incentive Plan Resolution
The complete text of the resolution, with or without variation, to be placed before the Meeting authorizing the adoption of the Omnibus Incentive Plan (the “Omnibus Incentive Plan Resolution”) will be substantively as follows:
“BE IT HEREBY RESOLVED as an ordinary resolution of the Company that:
| 1. | the omnibus equity incentive plan (the “Omnibus Incentive Plan”), substantially in the form attached as Schedule “B” to the management information circular of the Company dated October 15, 2025, is hereby authorized, approved, ratified and confirm, subject to regulatory approval; |
| 2. | the number of Common Shares of the Company made available for issuance pursuant to stock options, in accordance with the terms of the Omnibus Incentive Plan, be and is hereby set not to exceed 10% of the total issued and outstanding Common Shares from time to time; |
| 3. | the maximum aggregate number of Common Shares capable of being issued pursuant to restricted share units, performance share units and deferred share units under the Omnibus Incentive Plan shall not exceed 36,538,844; |
| 4. | any director or officer be and is hereby authorized to make any and all additions, deletions and modifications to the Omnibus Incentive Plan as may be necessary or advisable to give effect to this ordinary resolution or as may be required by applicable regulatory authorities including any stock exchange on which the Common Shares are or will be listed; and |
| 5. | any director or officer be and is hereby authorized, to execute and deliver all such other deeds, documents and other writings and perform such other acts as may be necessary or desirable to give effect to this resolution; and notwithstanding approval of the shareholders of the Company as herein provided, the Board may, in its sole discretion, determine not to adopt the Omnibus Incentive Plan without further approval of the shareholders of the Company.” |
To be adopted, this resolution is required to be passed by a simple majority of Shareholder votes cast in person or by proxy at the Meeting. If Shareholders do not approve the Omnibus Incentive Plan, the Current Plan will continue to be in effect. The Board unanimously recommends that Shareholders vote in favour of the Omnibus Incentive Plan Resolution. The persons designated as proxyholders in the accompanying Instrument of Proxy (absent contrary directions) intend to vote FOR the Omnibus Incentive Plan Resolution.
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Approval of Consolidation
The Company proposes to consolidate the issued and outstanding Shares by a ratio in the range of up to 10:1 (the “Consolidation”). If the Consolidation is approved by Shareholders, the exact ratio within the range will be determined and approved by the Board.
The Consolidation is being proposed in connection with the Company’s intended cross-listing on the Nasdaq Stock Market. Prior to listing, the Company’s listing application must be approved by Nasdaq, and the Consolidation is intended to increase the quoted price per share of the Shares to satisfy the Nasdaq’s initial listing requirements which include, among other things, a minimum bid price of US$4 per share. However, there can be no assurance the Company’s listing application will be approved or that the Company will satisfy the required listing conditions in a timely manner, or at all.
Any fractional Share resulting from the Consolidation will be rounded either up or down to the next highest or lowest number of the whole post-Consolidation Share, as the case may be.
As at October 15, 2025, 365,384,489 Shares were issued and outstanding. Assuming completion of the Consolidation on a 10:1 ratio and that there are no other changes to the Company’s share capitalization prior to the record date for the Consolidation, the number of Shares issued and outstanding will be approximately 36,538,448.
Assuming completion of the Consolidation, holders of physical share certificates of the Company will be required to complete and return a letter of transmittal which will be mailed to such holders to the Company’s transfer agent, Computershare Investor Services Inc., in order to receive their post-Consolidation Shares. Shareholders whose shares are represented by a direct registration system statement will automatically receive their post-Consolidation shares without any further action. Shareholders who hold their shares through an intermediary are encouraged to contact their intermediaries if they have any questions.
Shareholders are being asked to consider and, if thought advisable, approve an ordinary resolution of the Company to approve the Consolidation Resolution, subject to such amendments, variations or additions as may be approved at the Meeting, in order to effect the Consolidation. The Consolidation must be approved by a simple majority of Shareholder votes cast in person or represented by proxy at the Meeting. Notwithstanding the foregoing, even if the Consolidation is approved by Shareholders at the Meeting, the Board may elect not to proceed with the Consolidation, in its sole discretion. Completion of the Consolidation is also subject to the acceptance of the TSXV.
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Consolidation Resolution
The complete text of the resolution, with or without variation, to be placed before the Meeting authorizing the adoption of the Consolidation (the “Consolidation Resolution”) will be substantively as follows:
“BE IT HEREBY RESOLVED as an ordinary resolution of the Company that:
| 1. | The Company is hereby authorized to consolidate the issued and outstanding common shares in the capital of the Company (the “Common Shares”) by a ratio in the range of up to 10:1, with such ratio to be determined and approved by the board of directors of the Company and such consolidation to be effective as of the date to be determined by board of the directors of the Company (the “Consolidation”). |
| 2. | In the event the Consolidation would otherwise result in the issuance of a fractional Common Share, no fractional Common Share shall be issued and any fractional Common Share interest of 0.50 or higher will be rounded up to one whole Common Share and any fractional Common Share interest of less than 0.50 will be cancelled. |
| 3. | Any one director or officer of the Company is hereby authorized to fix the record date for determining the holders of Common Shares eligible to have their Common Shares consolidated, and only such shareholders of record on the date so fixed shall be entitled to have their Common Shares consolidated. |
| 4. | Notwithstanding that this resolution has been passed by the holders of the Common Shares of the Company, the directors of the Company, at their sole discretion, are hereby authorized and empowered without further notice to, or approval of, such shareholders, to determine not to proceed with the Consolidation at any time prior to the completion of the Consolidation. |
| 5. | Any one officer and director of the Company is hereby authorized for and on behalf of the Company to execute and deliver all such instruments and documents and to do all such acts and things as may be necessary to effect to this special resolution, the execution of any such document or the doing of any such other act or thing being conclusive evidence of such determination.” |
To be adopted, this resolution is required to be passed by a simple majority of Shareholder votes cast in person or by proxy at the Meeting. The Board unanimously recommends that Shareholders vote in favour of the Consolidation Resolution. The persons designated as proxyholders in the accompanying Instrument of Proxy (absent contrary directions) intend to vote FOR the Consolidation Resolution.
Additional Information
Additional information relating to the Company is on SEDAR+ at www.sedarplus.ca. Shareholders may contact the Company at 604-569-1609 to request copies of the Company’s financial statements and MD&A.
Financial information is provided in the Company’s comparative financial statements and MD&A for its most recently completed financial year which are filed on SEDAR+.
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Other Matters
Management of the Company is not aware of any other matter to come before the Meeting other than as set forth in the notice of Meeting. If any other matter properly comes before the Meeting, it is the intention of the persons named in the enclosed form of proxy to vote the Shares represented thereby in accordance with their best judgment on such matter.
DATED this 15th day of October, 2025.
| APPROVED BY THE BOARD OF DIRECTORS | ||
| “Arturo Prestamo Elizondo” | ||
| Arturo Prestamo Elizondo | ||
| Chief Executive Officer, Executive Chairman and a Director |
Schedule “A”
Change of Auditor Reporting Package
Schedule “B”
Omnibus Incentive Plan
Exhibit 99.27

PROXY SET UP FORM
This set up form will determine the attributes and content of your customized Form of Proxy. If Notice & Access is being utilized, additional information will be required for each resolution provided. Computershare has created this form for use with our high volume scanning using optical character recognition technology, allowing for faster processing of holder-related forms, and minimizing manual data entry. All Computershare’s forms are based on standard templates to achieve consistency for ease of recognition by holders, while at the same time affording the flexibility for company-specific customisation.
In use for many years, public companies in Australia, U.K., U.S. and Canada are enjoying the benefits of the Computershare’s Form of Proxy concept and holders are benefiting from their clear and consistent design.
Please make the necessary amendments in this form for us to prepare your proxy by completing the blue sections within the form. Once completed, please e-mail your Proxy Set Up Form to your Relationship Manager.
If you have any questions, please don’t hesitate to contact your Relationship Manager.
Meeting Information
| A. | Company Name & Colour Company Logo |
| Santacruz Silver Mining Ltd. |
| <Insert Full Company Name – French> |
In most cases, we will already have on file your company’s black & white logo. If Internet Voting will be offered, please also e-mail your colour company logo in .jpg or .gif format, in both English and French (as applicable). For more information and pricing for electronic proxy voting and electronic document delivery, please contact your Computershare Relationship Manager.
| B. | Meeting Type, Meeting Date and Quorum Requirements |
| Annual General and Special Meeting to be held on November 20, 2025 |
We also require your Company Quorum requirements for this meeting in order to prepare your proxy tabulation reports:
| A quorum for a meeting of shareholders is two persons who are, or represent by proxy, shareholders holding, in the aggregate, at least 5% of the issued shares entitled to vote. |
| 1 |

| C. | Notes to Proxy |
The text displayed below conforms to the Provincial and Federal Business Corporations Acts for contents of a Form of Proxy:
1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse). 2. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy. 3. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy. 4. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder. 5. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management. 6. The securities represented by this proxy will be voted in favor or withheld from voting or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly. 7. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof. 8. This proxy should be read in conjunction with the accompanying documentation provided by Management. |
| D. | Electronic Voting/Electronic Document Delivery Options |
Many companies are now taking advantage of the changes in legislation to offer these options to their holders. Enter ‘X’ in relevant box(es) below or leave blank if you will not be offering these options to holders.
| X | Telephone Voting |
| X | Internet Voting |
| Electronic Document Delivery* |
* To web-enable your company for e-delivery, please speak with your Computershare Relationship Manager to have this set up for your company.
| 2 |

| E. | Proxy Cut-off Time |
Generally, the meeting cut-off time for voting is 48 hours prior to the meeting, or close of business 2 business days prior to the meeting date.
| ● | 48 hours example: For a meeting held at 10:00 a.m. on June 6th 2013, proxies submitted must be received by 10:00 a.m. on June 4th. |
| ● | 2 business days example: For a meeting held at 10:00 a.m. on June 6th 2013, proxies submitted must be received by close of business (5:00 p.m.) on June 4th. |
| Proxies submitted must be received by 10:00 a.m., Pacific Standard Time on November 18, 2025 |
| F. | Appointment of Proxyholder |
| I/We being holder(s) of Santacruz Silver Mining Ltd. hereby appoint(s): Barry Girling or failing him/her Larry Okada, or failing him/her Mackenzie Guy. |
| G. | Appointment of Proxy (continued) |
| as my/our proxyholder with full power of substitution and to attend, act and to vote for and on behalf of the shareholder in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual General and Special Meeting of shareholders of Santacruz Silver Mining Ltd. to be held at the Offices of DuMoulin Black LLP, 15th Floor, 1111 West Hastings Street, Vancouver, BC , on November 20, 2025 at 10:00 a.m. Pacific Standard Time and at any adjournment or postponement thereof. |
S
| H. | Alternate Proxy Appointee Text |
| Print the name of the person you are appointing if this person is someone other than the Chairman of the Meeting. |
| 3 |

Resolutions
Please mark appropriate boxes below as applicable:
| I. | Number of Directors: |
| To Set the Number of Directors at 5. * |
* Will be the first resolution on the proxy form if applicable
Please note allowable responses for setting the number of Directors are FOR and AGAINST.
If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| J. | Election of Directors (select one of the following options): |
| x | Individual Voting | (no Directors election) |
J a) Election of Directors – If INDIVIDUAL VOTING
Please list the names of each Director in each of the following lines:
| 1. Arturo Prestamo Elizondo |
| 2. Federico Villasenor |
| 3. Roland Lohner |
| 4. Larry Okada |
| 5. Barry Girling |
| 6. <Insert Director’s Name> |
| 7. <Insert Director’s Name> |
| 8. <Insert Director’s Name> |
| 9.<Insert Director’s Name> |
| 10.<Insert Director’s Name> |
| 11.<Insert Director’s Name> |
Please note the allowable responses for Election of Directors are FOR and WITHHOLD for Individual Voting of Directors.
| 4 |

If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| K. | Appointment of Auditors |
| Appointment of Davidson & Company LLP as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. |
Please note allowable responses for the Appointment of Auditors are FOR and WITHHOLD.
If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| L. | Other Resolutions |
You might have other resolutions to add to your proxy form, such as changes in the company’s by-laws, special resolution on Directors’ Stock Option Plan, upcoming Private Placements and other future corporate events, or any other business to be voted on at the meeting.
Each resolution title can be a maximum of 250 characters and each resolution text can be a maximum of 3500 characters, and these are limited to the spacing available as per the document options.
In the below, complete Resolution Title and Resolution Text to be displayed on the Proxy form, in sequential order, and enter “X” in appropriate box to indicate each allowable response. We also require each Resolution Passing requirement (in %) in order to prepare our proxy tabulation reports.
| Approval of Omnibus Incentive Plan |
| To consider and, if thought fit, to approve an ordinary resolution approving the Company’s Omnibus Incentive Plan, as more fully set forth in the information circular accompanying this proxy form. | FOR | AGAINST | WITHHOLD | % Pass |
| X | X | 50 + 1 |
If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| Approval of Consolidation |
To consider and, if thought advisable, to approve, with or without variation, an ordinary resolution approving the consolidation of the common shares of the Company, as more particularly described in the information circular. |
FOR | AGAINST | WITHHOLD | % Pass |
| X | X | 50 + 1 |
| 5 |

If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| <Insert Resolution #3 Title> |
<Insert Resolution #3 Text>
|
FOR | AGAINST | WITHHOLD | % Pass |
If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| <Insert Resolution #4 Title> |
<Insert Resolution #4 Text>
|
FOR | AGAINST | WITHHOLD | % Pass |
If Notice & Access is being utilized, please provide the Section Title from the Information Circular for this resolution.
Section Title: |
| <Insert Resolution #5 Title> |
<Insert Resolution #5 Text>
|
FOR | AGAINST | WITHHOLD | % Pass |
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Exhibit 99.49
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DATE AND SIGNATURE PAGE
This report entitled NI 43-101 Technical Report, Soracaya Project, effective as of January 1, 2024, was prepared and signed by the following authors:
Original document signed and sealed by:
| “original signed and sealed by Garth Kirkham, P.Geo.” | October 4, 2024 |
| Garth Kirkham, P.Geo. | Date Signed |
Original document signed and sealed by:
| “original signed and sealed by Tad Crowie, P.Eng.” | October 4, 2024 |
| Tad Crowie, P.Eng. | Date Signed |
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | i |
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NOTICE
Kirkham Geosystems Ltd. prepared this National Instrument 43-101 Technical Report, in accordance with Form 43-101F1, for Santacruz Silver Mining Ltd. The quality of information, conclusions and estimates contained herein is based on: (i) information available at the time of preparation; (ii) data supplied by outside sources, and (iii) the assumptions, conditions, and qualifications set forth in this report.
Santacruz Silver Mining Ltd. filed this Technical Report with the Canadian Securities Regulatory Authorities pursuant to provincial securities legislation. Except for the purposes legislated under provincial securities law, any other use of this report by any third party is at that party’s sole risk.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | ii |
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TABLE OF CONTENTS
| 1 | Executive Summary | 1-1 | ||
| 1.1 | Introduction | 1-1 | ||
| 1.2 | Ownership | 1-1 | ||
| 1.3 | Location | 1-1 | ||
| 1.4 | Ownership and History | 1-2 | ||
| 1.5 | Geology and Mineralization | 1-2 | ||
| 1.6 | Mineral Processing and Metallurgy | 1-3 | ||
| 1.7 | Mineral Resource Estimate | 1-4 | ||
| 1.8 | Infrastructure | 1-4 | ||
| 1.9 | Environment and Permitting | 1-5 | ||
| 1.9.1 | Environmental Considerations | 1-5 | ||
| 1.9.2 | Regulatory and Permitting | 1-5 | ||
| 1.9.3 | Community Relations | 1-6 | ||
| 1.10 | Risks, Opportunities and Recommendations | 1-6 | ||
| 1.10.1 | Risks | 1-6 | ||
| 1.10.2 | Opportunities | 1-7 | ||
| 1.10.3 | Recommendations | 1-7 | ||
| 2 | Introduction | 2-1 | ||
| 2.1 | Terms of Reference | 2-1 | ||
| 2.2 | Qualifications and Responsibilities | 2-1 | ||
| 2.3 | Site Visit | 2-2 | ||
| 2.4 | Units, Currency and Rounding | 2-2 | ||
| 2.5 | Sources of Information | 2-2 | ||
| 3 | Reliance on Other Experts | 3-1 | ||
| 4 | Property Description and Location | 4-1 | ||
| 4.1 | Location | 4-1 | ||
| 4.2 | Property Description and Tenure | 4-2 | ||
| 4.3 | Environmental, Permitting and Social Impacts | 4-4 | ||
| 4.3.1 | Regulatory Framework | 4-5 | ||
| 4.3.2 | Community and Socio-Economic Development | 4-6 | ||
| 4.3.3 | Environmental Management | 4-7 | ||
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | iii |
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| 5 | Accessibility, Climate, Local Resources, Infrastructure and Physiography | 5-1 | ||
| 5.1 | Accessibility | 5-1 | ||
| 5.2 | Climate and Physiography | 5-3 | ||
| 5.3 | Infrastructure | 5-4 | ||
| 5.3.1 | Power | 5-4 | ||
| 6 | History | 6-1 | ||
| 6.1 | Management and Ownership | 6-1 | ||
| 6.2 | Historical Exploration | 6-1 | ||
| 7 | Geological Setting and Mineralization | 7-1 | ||
| 7.1 | Introduction | 7-1 | ||
| 7.2 | Geological Tectonic and Lithological Framework | 7-1 | ||
| 7.2.1 | Eastern Cordillera | 7-4 | ||
| 7.2.2 | Tacsarian Cycle (Upper Cambrian to Ordovician) | 7-10 | ||
| 7.2.3 | The Cordilleran Cycle (Late Ordovician to Late Devonian) | 7-10 | ||
| 7.2.4 | Subandean (Gondwana) Cycle (Upper Paleozoic) | 7-11 | ||
| 7.2.5 | The Mesozoic to Cenozoic Andean Cycle: The Serere, Puca and Corcoro Supersequences | 7-12 | ||
| 7.2.6 | The Andean Orogeny | 7-13 | ||
| 7.2.7 | Mesozoic to Cenozoic Magmatism | 7-13 | ||
| 7.3 | Regional Geology | 7-14 | ||
| 7.3.1 | Regional, local, and property geology | 7-14 | ||
| 7.4 | Local Geology | 7-15 | ||
| 7.4.1 | Lithology | 7-15 | ||
| 7.4.2 | Structural Geology | 7-16 | ||
| 7.5 | Mineralization | 7-17 | ||
| 7.5.1 | Alteration | 7-18 | ||
| 7.5.2 | Mineralized Veins | 7-19 | ||
| 8 | Deposit Types | 8-1 | ||
| 9 | Exploration | 9-1 | ||
| 10 | Drilling | 10-1 | ||
| 10.1 | Drilling Summary | 10-1 | ||
| 10.2 | Drilling Programs | 10-11 | ||
| 11 | Sample Preparation, Analyses and Security | 11-1 | ||
| 11.1 | Drillhole and Sub-Surface Sampling and Security | 11-1 | ||
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | iv |
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| 11.1.1 | Drill Core Logging, Photography, Sampling and Security | 11-1 | ||
| 11.1.2 | Sub-Surface Sampling and Logging | 11-7 | ||
| 11.2 | Sample Preparation and Analysis | 11-12 | ||
| 11.3 | QA/QC Procedures and Discussion of Results | 11-15 | ||
| 11.3.1 | Blanks | 11-16 | ||
| 11.4 | Standards | 11-18 | ||
| 11.4.1 | Duplicates | 11-22 | ||
| 11.5 | QP Statement | 11-26 | ||
| 12 | Data Verification | 12-1 | ||
| 12.1 | Verifications by the Authors of this Technical Report | 12-1 | ||
| 12.2 | Geology and Resources | 12-1 | ||
| 12.2.1 | Site Visit & Verification | 12-1 | ||
| 12.2.2 | Sample Database Verification | 12-2 | ||
| 12.2.3 | Independent Sampling | 12-2 | ||
| 12.2.4 | Geological Model Verification | 12-5 | ||
| 12.2.5 | Conclusions | 12-5 | ||
| 13 | Mineral Processing and Metallurgical Testing | 13-1 | ||
| 13.1 | Laboratory Bench Scale Testing | 13-1 | ||
| 13.2 | Pilot Plant Operations | 13-4 | ||
| 13.3 | San Vicente Comparative Analysis | 13-5 | ||
| 13.4 | Recovery Recommendation | 13-5 | ||
| 14 | Mineral Resource Estimates | 14-1 | ||
| 14.1 | Introduction | 14-1 | ||
| 14.2 | Data | 14-1 | ||
| 14.3 | Geology Model | 14-2 | ||
| 14.4 | Data Analysis | 14-3 | ||
| 14.5 | Composites | 14-8 | ||
| 14.6 | Evaluation of Outlier Assay Values | 14-14 | ||
| 14.7 | Specific Gravity Estimation | 14-19 | ||
| 14.8 | ZnEq and Cut-off Grade Calculation | 14-19 | ||
| 14.9 | Mined Out Development Volumes | 14-20 | ||
| 14.10 | Block Model Definition | 14-21 | ||
| 14.11 | Resource Estimation Methodology | 14-21 | ||
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | v |
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| 14.12 | Mineral Resource Classification | 14-24 | |
| 14.13 | Reasonable Prospect of Eventual Economic Extraction | 14-25 | |
| 14.14 | Resource Validation | 14-27 | |
| 14.15 | Mineral Resource Statement | 14-28 | |
| 14.16 | Sensitivity of the Block Model to Selection Cut-off Grade | 14-29 | |
| 14.17 | Discussion with Respect to Potential Material Risks to the Resources | 14-30 | |
| 15 | Mineral Reserve Estimate | 15-1 | |
| 16 | Mining Methods | 16-1 | |
| 17 | Process Description and Recovery Methods | 17-1 | |
| 18 | Project Infrastructure and Services | 18-1 | |
| 19 | Market Studies and Contracts | 19-1 | |
| 20 | Environmental Studies, Permitting and Social or Community Impacts | 20-1 | |
| 21 | Capital and Operating Costs | 21-1 | |
| 22 | Economic Analysis | 22-1 | |
| 23 | Adjacent Properties | 23-1 | |
| 24 | Other Relevant Data and Information | 24-1 | |
| 25 | Interpretations and Conclusions | 25-1 | |
| 25.1 | Observations | 25-1 | |
| 25.2 | Risks | 25-3 | |
| 25.3 | Opportunities | 25-4 | |
| 26 | Recommendations | 26-1 | |
| 27 | References | 27-1 | |
| 28 | Units of Measure, Abbreviations, Acronyms, and Glossary of Spanish Terms | 28-1 | |
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | vi |
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LIST OF TABLES
| Table 1-1: Recovery Factors | 1-3 |
| Table 1-2: Base-Case Total Mineral Resources at 10.0% ZnEq Cut-off | 1-4 |
| Table 1-3: Environmental Licenses Held by Santacruz | 1-5 |
| Table 2-1: QP Responsibilities | 2-2 |
| Table 2-2: QP Site Visits | 2-2 |
| Table 4-1: Sinchi Wayra Concessions | 4-3 |
| Table 5-1: Routes to Sinchi Wayra from La Paz | 5-2 |
| Table 7-1: La Dulce Vein Sampling | 7-23 |
| Table 7-2: Carlita Vein Sampling | 7-25 |
| Table 7-3: Pormetedor Vein Sampling | 7-25 |
| Table 7-4: Española Vein Sampling | 7-26 |
| Table 10-1: Soracaya Drilling Programs from 1999 through 2018 | 10-1 |
| Table 10-2: Soracaya Drilling Programs from 1999 through 2008 | 10-3 |
| Table 10-3: Soracaya Drilling Programs from 2008 through 2021 | 10-4 |
| Table 10-4: Significant Results from Soracaya Drilling Programs from 1999 through 2008 | 10-5 |
| Table 10-5: Significant Results Soracaya Drilling Programs from 2005 through 2008 | 10-9 |
| Table 10-6: Significant Results Soracaya Drilling Programs from 2008 through 2021 | 10-10 |
| Table 10-7: Soracaya Drilling Program Operations | 10-11 |
| Table 11-1: Underground Sample Locations | 11-8 |
| Table 11-2: Assay Results for the Soracaya Underground Channel Sampling | 11-10 |
| Table 11-3: QA/QC Sample Insertion Rates | 11-15 |
| Table 11-4: Quantity of Control Samples by Type | 11-16 |
| Table 11-5: Recommended Metal Concentrations of Standards Used at Soracaya | 11-18 |
| Table 12-1: Soracaya Independent Verification Sampling | 12-2 |
| Table 13-1: Summary of Results from Lab Flotation Test | 13-3 |
| Table 13-2: Recovery Factors | 13-5 |
| Table 14-1: Vein Codes and Descriptions for the Soracaya Deposit | 14-3 |
| Table 14-2: Statistics Silver, Lead and Zinc for the Soracaya Deposit by Vein | 14-4 |
| Table 14-3: Iron Statistics for the Soracaya Deposit by Vein | 14-6 |
| Table 14-4: Statistics Assay Interval Lengths for the Soracaya Deposit by Vein | 14-7 |
| Table 14-5: Composite Statistics for the Soracaya Deposit by Vein | 14-10 |
| Table 14-6: Outlier Cutting Analysis for the Soracaya Deposit | 14-14 |
| Table 14-7: Outlier Cutting Analysis for the Soracaya Deposit | 14-17 |
| Table 14-8: Base Case Total Mineral Resources at 10% ZnEq Cut-off | 14-28 |
| Table 14-9: Base Case Total Mineral Resources at 10% ZnEq Cut-off Split by Area | 14-29 |
| Table 14-10: Sensitivity Analyses at Various ZnEq Cut-off Grades for the Inferred Resources | 14-30 |
| Table 23-1: 2023 Resources and Reserves for San Vicente | 23-1 |
| Table 25-1: Base-Case Total Mineral Resources at 10% ZnEq Cut-off | 25-3 |
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | vii |
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LIST OF FIGURES
| Figure 4-1: Project Location Map | 4-1 |
| Figure 4-2: Soracaya Project Site | 4-2 |
| Figure 4-3: Santa Cruz Soracaya Exploration Tenements | 4-4 |
| Figure 4-4: Communities Affected by Potential Development of the Soracaya Project | 4-6 |
| Figure 4-5: Soracaya Water Sampling | 4-7 |
| Figure 5-1: Access Routes to Soracaya | 5-2 |
| Figure 5-2: Location of High-Voltage Lines in Proximity to Soracaya | 5-4 |
| Figure 6-1: Geophysical Survey Results – Soracaya | 6-3 |
| Figure 6-2: Geological Mapping at Soracaya | 6-4 |
| Figure 7-1: Regional Geology Setting | 7-1 |
| Figure 7-2: Regional Geology Setting with Deposit Types | 7-2 |
| Figure 7-3: Plate Tectonic Reconstructions of the Neoproterozoic Subcontinent and the Late Precambrian Supercontinent after the Opening of the Southern Iapetus Ocean | 7-5 |
| Figure 7-4: Plate Tectonic Reconstructions of the Neoproterozoic and Late Precambrian Subcontinents | 7-6 |
| Figure 7-5: Paleogeography of SW Gondwana Margin in the Early Ordovician | 7-7 |
| Figure 7-6: The Famatinian – Taconic Orogen in the Middle Ordovician | 7-8 |
| Figure 7-7: The Ordovician of the Central Andes (Cunningham et al., 1994b) | 7-9 |
| Figure 7-8: Regional Geology Map at Soracaya | 7-15 |
| Figure 7-9: Sectors Map at Soracaya | 7-20 |
| Figure 8-1: Conceptual Model of the San Vicente and Soracaya Deposits (blue dashed = faults, red dashed = veins) | 8-1 |
| Figure 10-1: Plan View of Drillhole Locations at Soracaya | 10-2 |
| Figure 10-2: Plan View of Drillhole Locations at Soracaya with Vein and Topographic Contours | 10-2 |
| Figure 11-1: Example of Core Box Photography | 11-2 |
| Figure 11-2: Example of Core Marked for Splitting | 11-3 |
| Figure 11-3: Core Splitting Facilities | 11-4 |
| Figure 11-4: Samples Prepared for Analysis Transport | 11-5 |
| Figure 11-5: Sample Submission Form | 11-6 |
| Figure 11-6: Drill Core Storage Facilities | 11-7 |
| Figure 11-7: Assay Methods Employed at the Soracaya Project | 11-13 |
| Figure 11-8: Example of Don Diego Laboratory Assay Certificate | 11-14 |
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | viii |
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| Figure 11-9: Plot of Ag g/t Values for Blanks | 11-16 |
| Figure 11-10: Plot of Pb% Values for Blanks | 11-17 |
| Figure 11-11: Plot of Zn% Values for Blanks | 11-17 |
| Figure 11-12: Plot of Ag g/t Values for Standards ME-017 | 11-19 |
| Figure 11-13: Plot of Pb% Values for Standards ME-017 | 11-19 |
| Figure 11-14: Plot of Pb% Values for Standards ME-017 | 11-20 |
| Figure 11-15: Plot of Ag g/t Values for Standards ME-1402 | 11-20 |
| Figure 11-16: Plot of Pb% Values for Standards ME-1402 | 11-21 |
| Figure 11-17: Plot of Zn% Values for Standards ME-1402 | 11-21 |
| Figure 11-18: Plot of Coarse Reject Duplicates – Ag g/t | 11-22 |
| Figure 11-19: Plot of Coarse Reject Duplicates – Pb% | 11-23 |
| Figure 11-20: Plot of Coarse Reject Duplicates – Zn% | 11-23 |
| Figure 11-21: Plot of Pulp Duplicates – Ag g/t | 11-24 |
| Figure 11-22: Plot of Pulp Duplicates – Pb% | 11-25 |
| Figure 11-23: Plot of Pulp Duplicates – Zn% | 11-25 |
| Figure 12-1: Results of Independent Verification Sampling for Ag g/t | 12-3 |
| Figure 12-2: Results of Independent Verification Sampling for Pb% | 12-4 |
| Figure 12-3: Results of Independent Verification Sampling for Zn% | 12-4 |
| Figure 12-4: Results of Independent Verification Sampling for Fe% | 12-5 |
| Figure 12-5: Results of Independent Verification Sampling for Cu% | 12-5 |
| Figure 13-1: Lab Flotation Testwork Flowsheet | 13-2 |
| Figure 13-2: Pilot Plant Testwork Flowsheet | 13-4 |
| Figure 14-1: Plan View of Soracaya Drillholes | 14-1 |
| Figure 14-2: Plan View of Soracaya Mineralized Zones and Drillholes | 14-2 |
| Figure 14-3: Section View of Soracaya Mineralized Zones and Drillholes Looking Southwest with Topography | 14-2 |
| Figure 14-4: Long Section View of Soracaya Mineralized Zones and Drillholes Looking Northwest | 14-3 |
| Figure 14-5: Assay Interval Lengths | 14-7 |
| Figure 14-6: Assay Interval Length vs. Silver Grades | 14-8 |
| Figure 14-7: Long Section View of the Underground Channel Samples | 14-9 |
| Figure 14-8: Long Section of the Manually Declustered Underground Channel Samples | 14-9 |
| Figure 14-9: Composite Interval Lengths vs. Silver Grades | 14-12 |
| Figure 14-10: Box Plot of Zn% Composites for the Soracaya Deposit | 14-12 |
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | ix |
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SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | x |
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| 1 | EXECUTIVE SUMMARY |
| 1.1 | Introduction |
Kirkham Geosystems Ltd. (KGL) was commissioned by Santacruz Silver Mining Ltd. (Santacruz or the Company) to prepare a Technical Report in accordance with the Canadian Securities Administrators’ National Instrument 43-101 and Form 43-101F1, collectively referred to as National Instrument (NI) 43-101 for the Soracaya Project (Soracaya or the Project) located in the Department of Potosí, Bolivia.
This report is the first declaration of resources for the Soracaya Project which has a reasonable prospect of eventual economic extraction via underground mining methods The project is fully permitted for exploration and development. The effective date of the resource estimate is January 1, 2024.
| 1.2 | Ownership |
On October 11, 2021, Santacruz entered into the Definitive Agreement with Glencore whereby Santacruz agreed to acquire a portfolio of Bolivian silver assets from Glencore, including the following: (a) a 45% interest in the Soracaya Project and the Porco Mine, held through an unincorporated joint venture between Glencore’s wholly-owned subsidiary Contrato de Asociación Sociedad Minera Illapa S.A. (Illapa) and COMIBOL, a Bolivian state-owned entity; (b) a 100% interest in the Sinchi Wayra S.A. (Sinchi Wayra) business, which includes the producing Caballo Blanco mining complex; (c) the Soracaya exploration project; and (d) the San Lucas ore sourcing and trading business.
On March 21, 2022, Santacruz completed this purchase, including Glencore’s interest in the Soracaya Project.
Santacruz thus owns 100% of the two Bolivian operating companies Illapa and Sinchi Wayra, which in turn own 45% of the Soracaya Project, 45% of the Porco Mine, and 100% of the Caballo Blanco mining complex.
Sinchi Wayra is the operating company for all three active mining operations, including the Soracaya Project.
| 1.3 | Location |
The Soracaya Project is located in the province of Sud-Chicas, in the department of Potosí in Bolivia. The Project has UTM WGS-84 coordinates of 784,896E; 7,645,567N at an elevation of 4,421 meters above sea level (masl). Paved and gravel roads connect the Soracaya Project to the capital city La Paz (676 km), the town of Uyumi (132 km) and the San Vicente mine site (12 km).
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 1-1 |
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| 1.4 | Ownership and History |
The Soracaya site has been worked since colonial times by the Spanish population, this argument is corroborated by the ruins of population and mining activity found in the sector. The quantification of silver production in the past is difficult to establish, however we can assume that in the years when the price of silver, lead and zinc were very important, mining activities were restarted. The first written records of mining activity are from approximately 1820, when the area was named Minas Guernica. The name Soracaya derives from the native Quechua language “Surikhoya”, which in Spanish means “mine with ostriches”.
Soracaya has been experienced modern mineral exploration since 1992 initiated by Compañía Minera del Sur S.A. (COMSUR S.A.).
In 2005, COMSUR S.A. sold Soracaya to Glencore which formed Sinchi Wayra S.A.
On October 11, 2021, Santacruz entered into the Definitive Agreement with Glencore whereby Santacruz agreed to acquire a portfolio of Bolivian silver assets from Glencore, including the following: (a) a 45% interest in the Bolivar Mine and the Porco Mine, held through an unincorporated joint venture between Glencore’s wholly-owned subsidiary Contrato de Asociación Sociedad Minera Illapa S.A. (Illapa) and COMIBOL, a Bolivian state-owned entity; (b) a 100% interest in the Sinchi Wayra S.A. (Sinchi Wayra) business, which includes the producing Caballo Blanco mining complex; (c) the Soracaya exploration project; and (d) the San Lucas ore sourcing and trading business (the Assets).
On May 10, 2023, Santacruz and Glencore entered into a framework agreement to amend certain terms of the transaction documents pertaining to the acquisition of the assets. On March 28, 2024, Santacruz and Glencore entered into the binding term sheet which amends the terms of certain deferred consideration and ancillary documents pertaining to the acquisition of the Assets.
Santacruz thus currently owns 100% of the Soracaya Project.
| 1.5 | Geology and Mineralization |
Regionally, the Paleozoic basement forms anticlines and synclines with preferential north-west orientation. The Soracaya property is located approximately 8 km west of the prominent north-south striking San Vicente thrust fault, which forms the eastern limit of the intermountain Bolivian Altiplano basin. Low-angle faults, parallel to the folded structures, confirm the presence of compressive stresses in an easterly direction and this is the case for the San Vicente fault, which causes the Ordovician sedimentary package to overlie the polymictic conglomerates of the San Vicente formation. As a result of the tensile phases which are reactivated, high-angle, typically mineralized, faulting and veining occurs in an east-west preferential direction.
The lithology comprises an alternation of shale-slate, followed by siltstone-sandstone and finally laminated sandstones. In the extreme west, outcrops of reddish conglomerates are observed, which are in discordant contact with Ordovician rocks bounded by a regional fault called the San Vicente fault.
Structurally, a series of anticlinal and synclinal folds with an almost north-south direction can be observed. The mineralization-filled fractures have a NEE strike and a second system transverse to the former but related to the vicinity of the Soracaya volcanic complex.
The predominant alteration is argillic followed by propylitization and/or chloritization. Alteration in sedimentary rocks is restricted to areas of possible mineralization. Most of the rocks are fresh.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 1-2 |
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Mineralization in the Soracaya deposit is structurally controlled, while lithological control plays a minimal role. Pre-existing faults, fractures, and zones of weakness served as conduits for the mineralizing solutions. Structural preparation is very important for the passage of mineralizing solutions. From what has been observed in the Project, the control for mineralization is basically structural and probably lithological in the Tuna Rumi sector.
In the deposit, there are two generations of mineralization; Polymetallic mineralization of the Philonian type, i.e. fissure and/or fracture filled with local dissemination of syngenetic pyrite transformed into iron oxides of probably meteoric character, located in the areas of (Potos Orkho, Tuna Rumi, Sud de Tuna Rumi and Cerro Evangelista).
Another low-grade, high-volume mineralization system where mineralization is likely to be in disseminated form, limonitic box work from pyrite and limonitic stockwork; this type of mineralization could be found in Cerro Evangelista and in volcanic breccia that outcrops in the form of a process on the hill (Potos Orkho) and could be important targets for exploration with drilling.
Surface mineralization is represented by oxides such as Limonite, Hematite, Jarosite; Sectors with barite and quartz, are generally observed in the traces of structures and point sectors dissemination of pyrite also related to nearby structures. The structures identified at the surface were recognized at depth as massive structures, branched with pyrite, possibly silver (tetrahedrite) and copper ores within the pyrite mass and chalcopyrite veins.
| 1.6 | Mineral Processing and Metallurgy |
Based on the test data and comparison to San Vicente results, the following recovery factors are assumed as shown in Table 1-1.
Table 1-1: Recovery Factors
| Recovery | |||
| Report | Zn | Pb | Ag |
| Calculated Lab Test Rougher Recovery | 87.46 | 50.44 | 82.52 |
| Lab Test (Reported) | 90.43 | 62.41 | 86.63 |
| Pilot Plant (Reported) | 79.81 | 68.27 | 83.85 |
| San Vicente | 76.3 | 79.43 | 91.4 |
| Recovery Recommendation | 85 | 65 | 85 |
Source: Sinchi Wayra (2024)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 1-3 |
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| 1.7 | Mineral Resource Estimate |
The mineral resources were estimated in conformity with CIM’s “Estimation of Mineral Resources and Mineral Reserves Best Practices Guidelines” (December 2019) and are reported in accordance with NI 43-101 guidelines.
Mineral resources are classified under the inferred category according to CIM guidelines. The author evaluated the resource in order to ensure that it meets the condition of “reasonable prospects of eventual economic extraction” as suggested under NI 43-101. The criteria considered were confidence, continuity and economic cut-off in addition to considering constraining the resources within an underground mining volumes.
Using a cut-off grade of 10.0% ZnEq, the Soracaya Project resources are presented in Table 1-2.
Table 1-2: Base-Case Total Mineral Resources at 10.0% ZnEq Cut-off
| Tonnes | ZnEq | Zn | Ag | Pb | Cu | NSR |
| 4,137,000 | 31.62 | 1.23 | 259.76 | 7.23 | 0.09 | 248.82 |
Notes:
| 1) | The current Resource Estimate was prepared by Garth Kirkham, P.Geo., of Kirkham Geosystems Ltd. |
| 2) | All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under National Instrument 43-101 (“NI43-101”). |
| 3) | The Mineral Resource Estimate was prepared using a 10% zinc equivalent cut-off grade. Cut-off grades were derived from $3.65/lb. copper, $21.00/oz silver, $1.15/lb. zinc and $1.00/lb. lead. This cut-off grade was based on current smelter agreements and total OPEX costs of $156.00/t based on 2023 actual costs derived from the Porco mine data, with process recoveries of 70.0% for copper, 80.0% for zinc, 70.0% for lead, and 85% for silver. All prices are stated in $USD. |
| 4) | An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. |
| 5) | Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource’s mineability, selectivity, mining loss, or dilution. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely. . |
| 1.8 | Infrastructure |
The Soracaya site is that of a typical exploration project with the existence of office, storage facilities and workspaces. In addition, the site has the underground portal along with small ore and waste stockpiles.
There is a relatively significant road network for site access and drilling.
There are three high voltage lines that may be potential sources of power at Soracaya. The closest connects to the 34.5 kV transmission line at the San Vicente mine currently terminates at 3.3 km NWW of Soracaya camp atop Pupusani hill, which is the location of the ENTEL communications antenna.
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| 1.9 | Environment and Permitting |
| 1.9.1 | Environmental Considerations |
Responsible environmental management is a critical part of Santacruz’s license to operate and our responsible, compliant operation of Bolivian assets has continued for the last 30 years. Environmental Compliance with national laws and regulations is the basis of Santacruz’s environmental management system and is governed by a framework of oversight by the relevant Environmental Authority. Its environmental commitments are reported to the authorities annually in an Environmental Monitoring Report, which summarizes environmental management of its operations under applicable laws and regulations.
Environmental Licenses have been formally granted to allow operation for all mining activity, by the Ministry of Environment and Water. Table 1-3 shows the licenses held by Santacruz:
Table 1-3: Environmental Licenses Held by Santacruz
| Operation | License |
| Soracaya | 050801-02-CD-C3-002/2017 |
Source: Santacruz (2024)
| 1.9.1.1 | Water Management |
The streams that feed into the Soracaya basin have permanent water, although in the dry season the flow tends to be infrequent and intermittent.
The Soracaya River is the main waterway which several streams contribute. One is a creek that is adjacent, transecting the Soracaya camp that exits the underground mine development. The other stream descends from a ravine that comes down from Cerro Pupusani. Both of these water egresses join to the main Soracaya ravine and stream. There is a third contributor to the ravine water input which is a spring that exits at the foot of Cerro Evangelista.
| 1.9.2 | Regulatory and Permitting |
Bolivia’s central statute governing environment protection is Law 1333, of April 27, 1992; specific regulations for which are set out in Regulation of Environmental Prevention and Control, December 8, 1995. Special Decree No. 24782 of July 31, 1997 sets out specific environmental requirements related to mining. Breaching environmental obligations can result in criminal liability under the Bolivian Constitution, in addition to other administrative penalties (such as a loss of mining rights).
An Environmental Impact Assessment (EIA) would be required for a project on the scale of a mining and processing operation. As well, public consultation with any potentially affected indigenous communities and local populations may also be necessary. The granting of the operating permit allows the proponent to obtain the appropriate operating licenses, which must be updated with any relevant changes during the life of the operation.
Specialized environmental authorities control compliance. As required under the license, any impact on the environment must be reported to these authorities. Remediation measures and rehabilitation projects are compulsory, and financial reserve funds are maintained annually to cover closure costs. A final closing study on the effect on the environment will also be required, and restitution met.
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The Soracaya Project is still an exploration stage project and as such does not yet require an operating permit or operating license.
The Project area includes land with no agricultural activity and only the presence of auchenids and small cattle. It is assumed that the potential environmental impacts of exploration work will be minimal; however, to carry out the exploratory activities, the Company has a Dispensation Certificate, dated June 6, 2005, issued by the Prefecture of the Department of Potosí. According to this certificate, the exploratory activities in Soracaya are classified as Category III, therefore it is exempt from the EIA.
Although to date there is only one environmental license for exploration, Sinchi Wayra has commenced the procedures for an environmental license for mineral extraction and development including creation of water treatment pits along with clearing of areas for potential mine development.
| 1.9.3 | Community Relations |
The communities that will likely be affected or otherwise impacted in Soracaya going forward, are organized within the structure of the “San Vicente Regional Committee”. The small communities that are part of this committee are the following: San Vicente, Chilco, Portugalete, Vetillas, Cieneguillas, Loma Colorada, Cocani, Viacha, Uyuni K, Guadalupe, Villa Loma and Cerrillos. These small communities are made up of family units that range from 10 to 30 families. The communities in closest proximity to Soracaya are Chilco, Vetillas, San Vicente and Cieneguillas.
| 1.10 | Risks, Opportunities and Recommendations |
| 1.10.1 | Risks |
The Soracaya Project is subject to all the risks normally associated with an operating mine, and some unique to its situation. These include:
| ■ | The current political and socio-economic climate in Bolivia poses risks and uncertainties that could delay or even stop development as reported within the Fraser Institute Annual Report 2022 where Bolivia ranks very low in many non-technical metrics. Bolivia has been ranked consistently low for the past five years and ranks in the lower quartile on all metrics that gauge risk and uncertainty. It is difficult to gauge or qualify the level or extents of the risks however, all companies working in Bolivia must continue to be aware of the potential risks and develop mitigation strategies. A significant risk related to the Santacruz Bolivian mineral assets, in particular the mineral resources and mineral reserves, is the significant artisanal activity that continues to exist. This activity is not only a socio-economic risk but also affects access to resources and reserves along with potential sterilization of mineral resources; | |
| ■ | Geological interpretations may be subjective and may result in the location and extent of some of the mineralized structure to change although as the Soracaya Project is comprised of well constrained veins, this risk is minimal; |
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| ■ | As vein thicknesses are narrow, resources may be sensitive to dilution although the relative high grades that exist at the Soracaya Project are successful at mitigating such risks to date; | |
| ■ | Information and data that documents the location and amount of material extracted during colonial times is limited, therefore accounting for lose of this material n the resource is not precise; | |
| ■ | Varying resource classification methods and criteria may vary as more data is considered; | |
| ■ | There is no guarantee that further drilling will result in additional resources or increased classification; | |
| ■ | Lower commodity prices could change size and grade of the potential targets; | |
| ■ | Further work may disprove previous models and therefore result in condemnation of targets and potential negative economic outcomes; and | |
| ■ | Maintenance of permits. |
| 1.10.2 | Opportunities |
Project opportunities include:
| ■ | A systematic exploration program could provide an excellent opportunity for successfully uncovering new discoveries; | |
| ■ | An increased understanding and derivation of alternative theories may result in further discovery and expansion for the Project; | |
| ■ | A hydrogeological study could help the operation to better characterize and understand water inflows, aiding design work and planning to reduce the impact of major seasonal inflows; | |
| ■ | Higher commodity prices will change size and grade of the potential targets; and | |
| ■ | Potential for expansion and classification upgrade of resources as mining activities progress. |
| 1.10.3 | Recommendations |
To advance the Soracaya Project and further evaluate the potential additional veins and increase resources thereby displacing depletion due to ongoing mining activities, the following is recommended:
| ■ | Regional exploration for identification of new veins; | |
| ■ | Incorporate structural interpretations to assist regional understanding; | |
| ■ | Review and improve QA/QC program; | |
| ■ | Investigate source of anomalous lead values experienced with the field blanks; | |
| ■ | Incorporate externally certified blanks and standards into the QA/QC program; | |
| ■ | Insert QA/QC samples throughout at a rate of 1 in 20 for blanks, standards and duplicates; | |
| ■ | Analyze thickness and grade-thickness profiles for resource targeting and predictive dilution study; | |
| ■ | Investigate geo-metallurgical characteristics; |
| ■ | Run a metallurgical program to develop an understanding of the Soracaya mineralization. The program should include the assembly of a composite that is representative of the Soracaya mineralized structures. | |
| ■ | Metallurgical study composed of a testwork program that should include mineralogy, comminution and flotation along with settling and filtration testwork; | |
| ■ | Economic study to test the economic viability of the Soracaya Project to understand sensitivities to varying metal prices, costs, mining and processing methods; | |
| ■ | Hydrogeological study and modelling should be done to better understand water inflows and minimize their impact on production; and | |
| ■ | Extensive surface drilling for near surface targets along with underground drilling for resource delineation and extension. |
These recommendations have not been costed, as they represent changes to current practices that can be funded by existing operating budgets.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 1-7 |
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| 2 | INTRODUCTION |
| 2.1 | Terms of Reference |
Kirkham Geosystems Ltd. (KGL) was commissioned by Santacruz Silver Mining Ltd. (Santacruz or the Company) to prepare a Technical Report in accordance with the Canadian Securities Administrators’ National Instrument 43-101 and Form 43-101F1, collectively referred to as National Instrument (NI) 43-101 for the Soracaya Project (Soracaya or the Project) located in the Department of Potosí, Bolivia.
Santacruz is based in Vancouver, British Columbia and is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc. Santacruz was incorporated on January 24, 2011, under the laws of British Columbia and is listed on the TSX Venture Exchange under the trading symbol “SCZ”.
On October 11, 2021, Santacruz entered into the Definitive Agreement with Glencore whereby Santacruz agreed to acquire a portfolio of Bolivian silver assets from Glencore, including the following: (a) a 45% interest in the Soracaya Project and the Porco Mine, held through an unincorporated joint venture between Glencore’s wholly-owned subsidiary Contrato de Asociación Sociedad Minera Illapa S.A. (Illapa) and COMIBOL, a Bolivian state-owned entity; (b) a 100% interest in the Sinchi Wayra S.A. (Sinchi Wayra) business, which includes the producing Caballo Blanco mining complex; (c) the Soracaya exploration project; and (d) the San Lucas ore sourcing and trading business.
On March 21, 2022, Santacruz completed this purchase, including Glencore’s interest in the Soracaya Project.
Santacruz thus owns 100% of the two Bolivian operating companies Illapa and Sinchi Wayra, which in turn own 45% of the Soracaya Project, 45% of the Porco Mine, and 100% of the Caballo Blanco mining complex. Sinchi Wayra is the operating company for all three active mining operations, including the Soracaya Project.
This report is the first declaration of resources for the Soracaya Project by Santacruz. The effective date of the resource is January 1, 2024.
| 2.2 | Qualifications and Responsibilities |
The Qualified Persons (QPs) preparing this report are specialists in the fields of geology, exploration, mineral resource estimation, metallurgy and mining.
None of the QPs or any associates employed in the preparation of this report has any beneficial interest in Santacruz and neither are any insiders, associates, or affiliates. The results of this report are not dependent upon any prior agreements concerning the conclusions to be reached, nor are there any undisclosed understandings concerning any future business dealings between Santacruz and the QPs. The QPs are being paid a fee for their work in accordance with normal professional consulting practice.
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The following individuals, by virtue of their education, experience and professional association, are considered QPs as defined in the NI 43-101, and are members in good standing of appropriate professional institutions / associations. The QPs are responsible for the specific report sections as listed in Table 2-1.
Table 2-1: QP Responsibilities
| Qualified Person | Company | QP Responsibility / Role | Report Section(s) |
| Garth Kirkham, P.Geo. | Kirkham Geosystems Inc. | Geology, QA/QC, Data Verification, Drilling, Resource Estimate | All sections with the exception of 13 |
| Tad Crowie, P.Eng. | JDS Energy & Mining Inc. | Metallurgy | 13 |
| 2.3 | Site Visit |
In accordance with NI 43-101 guidelines, site visits are summarized in Table 2-2. Sinchi Wayra staff and management were cooperative and helpful during the course of each visit. Access to all requested information and physical sites was provided voluntarily.
Table 2-2: QP Site Visits
| Qualified Person | Company | Date | Description of Inspection |
Garth Kirkham, P.Geo. |
Kirkham Geosystems Inc. |
March 28-30, 2023 |
Soracaya deposit and project site; including outcrops and trenches, the Potosí professional offices, Don Diego Mill Complex and assay laboratory, sample storage facilities, La Paz company offices, discussions with site and company personnel. |
| 2.4 | Units, Currency and Rounding |
The units of measure used in this report are as per the International System of Units (SI) or metric, except for Imperial units that are commonly used in industry (e.g., ounces (oz.) and pounds (lb.) for the mass of precious and base metals).
All dollar figures quoted in this report refer to United States dollars (US$ or $) unless otherwise noted.
Frequently used abbreviations and acronyms can be found in Section 28. This report includes technical information that required subsequent calculations to derive subtotals, totals and weighted averages. Such calculations inherently involve a degree of rounding and consequently introduce a margin of error. Where these occur, the QPs do not consider them to be material.
This report may include technical information that requires subsequent calculations to derive sub-totals, totals and weighted averages. Such calculations inherently involve a degree of rounding and consequently introduce a margin of error. Where these occur, JDS Energy & Mining Inc. (JDS) and KGL do not consider them to be material.
| 2.5 | Sources of Information |
This report is based on information collected by the QP during their site visits performed on March 28-30, 2023 (Garth Kirkham, P.Geo.) and on additional information provided by Santacruz and Sinchi Wayra throughout the course of the QPs investigations. Other information was obtained from the public domain. The QPs conducted adequate verification of the information and took responsibility for the information provided by Santacruz.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 2-2 |
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| 3 | RELIANCE ON OTHER EXPERTS |
The QPs have relied on information provided by Santacruz on claims, ownership, property agreements, royalties, environmental liabilities, and permits as described in Section 4. The information appears reasonable but has not independently verified beyond the information that is publicly available.
The QPs have relied upon a legal opinion provided by Enrique Barrios of the firm Dentons Guevara & Gutierrez S.C., located in La Paz, Bolivia, in the documents “Local Counsel Legal Opinion on the Porco Mine”, “Local Counsel Legal Opinion on the Caballo Blanco Project”, “Local Counsel Legal Opinion on Empresa Minera San Lucas S.A.”, “Local Counsel Legal Opinion on Sociedad Minero Metalúrgica Reserva Ltda.”, “Local Counsel Legal Opinion on Sociedad Minera Illapa S.A.”, “Local Counsel Legal Opinion on Sinchi Wayra S.A.”, and “Local Counsel Legal Opinion on the Illapa Joint Venture”, all dated March 18, 2022 with regards to the Project’s location, title, and environmental licenses described in Section 4 of this report.
In accordance with the procedure and legal framework of the Mining Rights Adjustment Regulation approved by Ministerial Resolution No. 0294/2016 dated December 5, 2016, and Law No. 535 dated May 28, 2024, Sinchi Wayra has signed mining administrative contracts for five areas that together constitute the Sector called “Soracaya”:
| 1. | Testimony No. 541/2021. regarding “public writing of a minute mining administrative contract for adequacy” corresponding to the Evangelista Area with Unique Code 1500081 and National Register No. 508 – 09517. | |
| 2. | Testimony No. 539/2021. regarding “public writing of a minute mining administrative contract for adequacy” corresponding to the Intilaqhayay II Area with Unique Code 1500080 and Nation Register No. 508 – 09516. | |
| 3. | Testimony No. 540/2021. regarding “public writing of a minute mining administrative contract for adequacy” corresponding to the Monica Area with Unique Code 1500083 and National Register No. 508 – 09519. | |
| 4. | Testimony No. 542/2021. regarding “public writing of a minute mining administrative contract for adequacy” corresponding to the LEALTAD Lealtad Area with Unique Code 15000079 and National Register No. 508 – 09515. | |
| 5. | Testimony No. 538/2021. regarding “public writing of a minute mining administrative contract for adequacy” corresponding to the Sol de Manana Area with Unique Code 1500082 and National Register No. 508 – 09518. |
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| 4 | PROPERTY DESCRIPTION AND LOCATION |
| 4.1 | Location |
The Soracaya Project (Figure 4-1) is located in the province of Sud-Chicas, in the department of Potosí in Bolivia. The Project has UTM WGS-84 coordinates of 784,896E; 7,645,567N at an elevation of 4,421 meters above sea level (masl). Paved and gravel roads connect the Soracaya Project to the capital city La Paz (676 km), the town of Uyumi (132 km) and the San Vicente mine site (12 km).
Figure 4-1: Project Location Map

Source: KGL (2024)
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| 4.2 | Property Description and Tenure |
The Soracaya site has been worked since colonial times initiated by the Spanish, which is confirmed through the existence of archeological artifacts and evidence of mining activity found in the vicinity. No records exist that quantify or otherwise identify the silver and base metal production in the area.
The Soracaya property has been the subject of modern exploration activities by COMSUR S.A. from 1992 through 2005 with Sinchi Wayra S.A. performing mineral exploration and development activities from 2005 to present.
The Soracaya site, as shown in Figure 4-2, is typical for an early-stage exploration property with access and drill roads, limited infrastructure which includes offices, living quarters and related facilities, power generation and electrical distribution, water treatment, core logging and temporary warehousing facilities. In addition, an underground exploration drift and portal has been developed, but is not currently accessible for safety reasons. Surface exploration trenches have also been developed and remain open and accessible. Furthermore, there are small stockpiles of mineralized material and waste that have been extracted from the underground workings.
Figure 4-2: Soracaya Project Site

Source: Sinchi Wayra (2024)
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On October 11, 2021, Santacruz entered into the Definitive Agreement with Glencore whereby Santacruz agreed to acquire a portfolio of Bolivian silver assets from Glencore, including the following: (a) a 45% interest in the Bolivar Mine and the Porco Mine, held through an unincorporated joint venture between Glencore’s wholly-owned subsidiary Illapa and COMIBOL, a Bolivian state-owned entity; (b) a 100% interest in the Sinchi Wayra business, which includes the producing Caballo Blanco mining complex; (c) the Soracaya exploration project; and (d) the San Lucas ore sourcing and trading business (the Assets).
On May 10, 2023, Santacruz and Glencore entered into a framework agreement to amend certain terms of the transaction documents pertaining to the acquisition of the Assets. On March 28, 2024, Santacruz and Glencore entered into the binding Term Sheet which amends the terms of certain deferred consideration and ancillary documents pertaining to the acquisition of the Assets.
Santacruz thus owns 100% of the two Bolivian operating companies Illapa and Sinchi Wayra, which in turn own 45% of the Bolivar Mine, 45% of the Porco Mine, 100% of the Caballo Blanco mining complex and 100% of Soracaya.
There are currently six mining concessions at Soracaya owned by Sinchi Wayra, as listed in Table 4-1 and shown in Figure 4-3.
Table 4-1: Sinchi Wayra Concessions
| Number | Name of Concession (ATE) | Owner | Area (hectares) | Expiry Date |
| 12434 | INTIILAQUAYAY | SINCHI WAYRA S.A. | 70 | August 10, 2051 |
| 12750 | MONICA | SINCHI WAYRA S.A. | 96 | August 10, 2051 |
| 15010 | LEALTAD | SINCHI WAYRA S.A. | 71 | August 10, 2051 |
| 14706 | SOL DE MAÑANA | SINCHI WAYRA S.A. | 95 | August 10, 2051 |
| 18440 | EVANGELISTA | SINCHI WAYRA S.A. | 1 | August 10, 2051 |
| Total | 8,325 Ha. |
Source: Sinchi Wayra (2024)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 4-3 |
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Figure 4-3: Santa Cruz Soracaya Exploration Tenements

Source: Sinchi Wayra (2024)
| 4.3 | Environmental, Permitting and Social Impacts |
Santacruz continues to manage its operations using a sustainability approach consistent with international standards. From the 2022 Sustainability Report:
We are: “A leading Business Group in the mining industry in Bolivia, sustainable, committed to the safety, health, and well-being of our Human Capital, and the preservation of the environment, with an entrepreneurial spirit, openness to change and innovation, and we strive to generate value and positive impact for society as a whole.”
This integrative approach is employed throughout all of the Santacruz Bolivian operations including Soracaya where the following key areas are addressed and monitored:
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| ■ | Employees Wellbeing; | |
| ■ | Occupational Health & Safety; | |
| ■ | Governance and Compliance; | |
| ■ | Stakeholder Engagement; | |
| ■ | Contributing to Community; | |
| ■ | Environmental Protection; and | |
| ■ | Product Stewardship & Material Handling. |
| 4.3.1 | Regulatory Framework |
Bolivia’s central statute governing environment protection is Law 1333, of April 27, 1992; specific regulations for which are set out in Regulation of Environmental Prevention and Control, December 8, 1995. Special Decree No. 24782 of July 31, 1997 sets out specific environmental requirements related to mining. Breaching environmental obligations can result in criminal liability under the Bolivian Constitution, in addition to other administrative penalties (such as a loss of mining rights).
An Environmental Impact Assessment (EIA) would be required for a project on the scale of a mining and processing operation. As well, public consultation with any potentially affected indigenous communities and local populations may also be necessary. The granting of the operating permit allows the proponent to obtain the appropriate operating licenses, which must be updated with any relevant changes during the life of the operation.
Specialized environmental authorities control compliance. As required under the license, any impact on the environment must be reported to these authorities. Remediation measures and rehabilitation projects are compulsory, and financial reserve funds are maintained annually to cover closure costs. A final closing study on the effect on the environment will also be required, and restitution met.
The Soracaya Project is still an exploration stage project and as such does not yet require an operating permit or operating license.
The Project area includes land with no agricultural activity and only the presence of auchenids and small cattle. It is assumed that the potential environmental impacts of exploration work will be minimal; however, to carry out the exploratory activities, the Company has a Dispensation Certificate, dated June 6, 2005, issued by the Prefecture of the Department of Potosí. According to this certificate, the exploratory activities in Soracaya are classified as Category III, therefore it is exempt from the EIA.
Although to date there is only one environmental license for exploration, Sinchi Wayra has commenced the procedures for an environmental license for mineral extraction and development including creation of water treatment pits along with clearing of areas for potential mine development.
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| 4.3.2 | Community and Socio-Economic Development |
The communities that will likely be affected or otherwise impacted in Soracaya going forward, are organized within the structure of the “San Vicente Regional Committee”. The small communities that are part of this committee are the following: San Vicente, Chilco, Portugalete, Vetillas, Cieneguillas, Loma Colorada, Cocani, Viacha, Uyuni K, Guadalupe, Villa Loma and Cerrillos. These small communities are made up of family units that range from 10 to 30 families. The communities in closest proximity to Soracaya are Chilco, Vetillas, San Vicente and Cieneguillas as shown in Figure 4-4.
Figure 4-4: Communities Affected by Potential Development of the Soracaya Project

Source: Sinchi Wayra (2024)
The region is home to a population that includes a labor force with both skilled and unskilled workers. This is due to Soracaya being adjacent to the San Vicente mine in addition to the sector being home to the Tatasi-Portugalete Mine. Chilcobija, Abaroa, and Chorolque are important mining centers, therefore the availability of sourcing human resources with significant experience in exploration and mining activities, who have mining construction and operations experience, is readily available. In particular, the community of Chilco, has actively advocated the desire to supply labor and supporting services for exploration and mining activities.
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| 4.3.3 | Environmental Management |
The streams that feed into the Soracaya basin have permanent water, although in the dry season the flow tends to be infrequent and intermittent.
The Soracaya River is the main waterway which several streams contribute. One is a creek that is adjacent, transecting the Soracaya camp that exits the underground mine development. The other stream descends from a ravine that comes down from Cerro Pupusani. Both of these water egresses join to the main Soracaya ravine and stream. There is a third contributor to the ravine water input which is a spring that exits at the foot of Cerro Evangelista.
Measurements of flow rate have been taken and documented (Figure 4-5). In addition, a small number of measurements of pH of the water have been taken, which were sent to the Don Diego Laboratory for analysis and tests to determine the amount lime that may be expected for acid neutralization.
For the four water samples, pH values showed the water to be acidic with pH ranging from 3 to 4 therefore the application of lime will be necessary for the required water treatment. Preliminary results illustrated that approximately 1 kilogram (kg) of lime may be required per cubic meter of water needing treatment.
Figure 4-5: Soracaya Water Sampling

Source: Sinchi Wayra (2024)
The QP is not aware of any other significant factors and risks that may affect access, title, or the right or ability to perform the proposed work program on the property.
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| 5 | ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY |
| 5.1 | Accessibility |
The optimal routes for driving are via the capital city of La Paz, Bolivia in the north, or from Arica, Chile or Antofagasta, Chile to the west (Figure 5-1 and Table 5-1).
From La Paz, a paved highway leads south to Potosí (approximately 550 km) via Highway 1. Once at Potosí, head south on Highway 14 to Tupiza (approximately 265 km). From Potosí, take Highway 14 to Tupiza which is approximately 265 km to the south. Once in Tupiza, turn right at the Arandia exit across river bridge approximately 400 m to Avenida La Paz and head north approximately 500 m to the Puente de Villa Fatima bridge and continue north for approximately Avenida Los Alamos for 1.6 km. At this point take a left and head west on the Tupiza-San Vicente Road for approximately 120 km to the San Vicente mine.
An alternative route from La Paz is to take Highway 1 south to Oruco and continue south to the town of Challapata (approximately 350 km), then head south on Highway 30 to Uyuni. From Uyuni head south on Highway 21 for approximately 110 km (13 km south of Villa Providencia) to a three-way intersection at the junction of Highway 21 the San Vicente gravel access road. Care must be taken as the exit is not clearly marked. From the junction the San Vicente mine is accessed via a two lane, maintained, packed gravel road approximately 126 km south of the town of Uyuni.
Additionally, one may arrive in Uyuni via either Antofagasta, Chile or Arcia, Chile. From Antofagasta, take Chilean Highways 5 to Highway 25 north to Highway 21 north until crossing the Bolivian border which turns to Bolivian Highway 701 north and then Highway 5 north to Uyuni.
However, from Arica head north on Chilean Highway 5 until the Highway 11 junction and proceed east. Follow Highway 11 over the border to Bolivia where the highway becomes Bolivian Highway 27 and head east to Highway 601 south which connects to Highway 430 and proceed south on 430 to the junction or Highway 603 heading. At the intersection of Highway 603 and Highway 30, head south on Highway 30 to Uyuni and from there follow the same directions as per those detailed above.
All potential and possible routes listed above bring those wishing to access Soracaya to the San Vicente mine. So once at the San Vicente mine, Soracaya is accessible by way of a 12-km one lane, loose gravel extension road to the San Vicente mine access road. The road is maintained however during the rainy season and when snow is present, access may be difficult or even impassable due and safe travel practices must be exercised.
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Figure 5-1: Access Routes to Soracaya

Source: Kirkham 2024
Table 5-1: Routes to Sinchi Wayra from La Paz
| Route | Distance |
| Red Route | |
| La Paz – Oruro - Huari (paved) | 347 km |
| Huari - Rio Mulatos -Uyuni (paved) | 191 km |
| Uyuni - Cocani Crossing - San Vicente (maintained packed gravel) | 126 km |
| San Vicente - Soracaya (tertiary one-lane loose gravel) | 12 km |
| TOTAL | 676 km |
| Orange Route | |
| La Paz - Potosí (paved) | 552 km |
| Potosí - Uyuni (paved) | 166 km / 240 km |
| Uyuni - Cocani Crossing - San Vicente (maintained packed gravel) | 126 km |
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| Route | Distance |
| San Vicente - Soracaya (tertiary one-lane loose gravel) | 12 km |
| TOTAL | 924 km |
| Green Route | |
| La Paz - Potosí (paved) | 552 km |
| Potosí - Tupiza (paved) | 265 km |
| Tupiza -San Vicente (maintained packed gravel) | 250 km |
| San Vicente - Soracaya (tertiary one-lane loose gravel) | 120 km |
| TOTAL | 949 km |
Source: Sinchi Wayra (2024)
Daily commercial flights operate between Uyuni and La Paz. Both Uyuni and Tupiza are connected to the rail system, which serves Bolivia and connects with the ports of Arica and Antofagasta, Chile. The closest railway stations to the Project are Tupiza, Atocha and Uyuni.
Santacruz has its primary office located in the city of La Paz and has regional offices in Potosí where the majority of the purchasing and logistics are arranged.
For potential future ore extraction at Soracaya, there is an access road that is 2.5 m wide and 6.5 km in length that would require rehabilitation and widening. In addition, there is the potential for the construction of a 7-km access road that would connect the San Vicente mine to the Chilcobija-Tupiza road.
| 5.2 | Climate and Physiography |
Soracaya is located in a high plateau known as the Altiplano, which is characterized by its high elevation and arid climate. The topography is rugged and lies approximately 4,400 masl. Vegetation is sparse and the only use of the land, other than for mining activities, is as wild pasture for llamas.
Daytime temperatures range from 4°C in winter and 14°C in the summer. In the winter, nighttime temperatures are frequently below zero with extremes of -15°C. The average annual rainfall is 190 mm, with little to no rain falling between May and September as the rainy season takes place from December to March when up to 20 mm of rain can fall in a single day.
The region occupies one of the western foothills of the Cordillera Oriental. Geomorphologically, it is characterized by arid and steep terrain with elevations that vary between 4,700 masl and 4,000 masl formed into young valleys with steep slopes.
Year-round exploration activities are possible for the Soracaya Project.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 5-3 |
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| 5.3 | Infrastructure |
| 5.3.1 | Power |
There are three high voltage lines that may be potential sources of power at Soracaya. The closest connects to the 34.5 kV transmission line at the San Vicente mine currently terminates at 3.3 km NWW of Soracaya camp atop Pupusani hill, which is the location of the ENTEL communications antenna.
A power transmission line approximately 20 km in length connects the mine to the Bolivian national power grid at Portugalete which is 69 kV and supplies sufficient power for the plant and mining operations.
Alternatively, is a 34.5 kV transmission line which connects the San Vicente mine to Portusalete and the Tatasi mine. The line passes through Vetillas which is the location of a sub-station for connectivity located
5.2 km NNE of Soracaya.
Finally, a third option is a 34.5 kV transmission line located 10 km east of Soracaya. This line connects Telamayu with the Chilcobija mine however a substation for connectivity would require installation. The location and the potential high-voltage power sources are shown in Figure 5-2.
Figure 5-2: Location of High-Voltage Lines in Proximity to Soracaya

Source: Sinchi Wayra (2024)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 5-4 |
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| 6 | HISTORY |
The Soracaya site has been worked since colonial times by the Spanish population, this argument is corroborated by the ruins of population and mining activity found in the sector. The quantification of silver production in the past is difficult to establish, however we can assume that in the years when the price of silver, lead and zinc were very important, mining activities were restarted. The first written records of mining activity are from approximately 1820, when the area was named Minas Guernica. The name Soracaya derives from the native Quechua language “Surikhoya”, which in Spanish means “mine with ostriches”.
| 6.1 | Management and Ownership |
Soracaya has been experienced modern mineral exploration since 1992 initiated by Compañía Minera del Sur S.A. (COMSUR S.A.).
In 2005, COMSUR S.A. sold Soracaya to Glencore which formed Sinchi Wayra S.A.
On October 11, 2021, Santacruz entered into the Definitive Agreement with Glencore whereby Santacruz agreed to acquire a portfolio of Bolivian silver assets from Glencore, including the following: (a) a 45% interest in the Bolivar Mine and the Porco Mine, held through an unincorporated joint venture between Glencore’s wholly-owned subsidiary Illapa and COMIBOL, a Bolivian state-owned entity; (b) a 100% interest in the Sinchi Wayra business, which includes the producing Caballo Blanco mining complex; (c) the Soracaya exploration project; and (d) the San Lucas ore sourcing and trading business (the Assets).
On May 10, 2023, Santacruz and Glencore entered into a framework agreement to amend certain terms of the transaction documents pertaining to the acquisition of the assets. On March 28, 2024, Santacruz and Glencore entered into the binding term sheet which amends the terms of certain deferred consideration and ancillary documents pertaining to the acquisition of the Assets.
Santacruz thus currently owns 100% of the Soracaya Project.
| 6.2 | Historical Exploration |
Modern exploration activities have been performed on the Soracaya property since 1992, initiated by COMSUR S.A., which consisted of geological mapping and geochemical sampling of the main structures including the Esperanza and España veins within the historically explored areas. This resulted in anomalous silver, zinc and lead values.
In 1992, COMSUR S.A. carried out a systematic sampling of veins and rocks within the historic mining openings level-0 located near the Soracaya camp. The Esperanza mineralized structure was encountered and systematically sampled every 2 m. The most significant interceptions on this structure were 156 m of 525 g/t Ag, 38 m of 5.5% Pb, 52 m of 536 g/t Ag, 74 m of 968 g/t Ag, 34 m of 3.8% Pb and 22 m of 5.45% Zn. There is no database nor documentation available to validate and verify this information. A “Qualified Person” as per NI 43-101 has not done sufficient work to validate or verify this information and results. Santacruz is not treating this information however believes it to be relevant as a historical reference and illustrates location, extent and tenure of the deposit and mineralization. Twin drilling would be required to verify these results.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 6-1 |
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Exploration programs were suspended in 1993 due to depressed metal prices.
From 1995 to 1996, 72 samples of stream sediments were collected throughout the Soracaya Project area resulting in several gold and silver anomalies. In addition, geochemical sampling was performed on 645 soil samples that were collected throughout the area. For the most part, the program was focused on targeting low-grade but high-volume argentiferous and auriferous mineralization, primarily at and around Cerro Evangelista. This work resulted in the identification of an approximately 240 m long by 40 m wide, anomalous zone which was then investigated via excavated trenches as a precursor to drilling. The samples were only analyzed silver, zinc and lead. No records of the assay results are available.
In 1998, COMSUR S.A. restarted exploration activities, with the objective of evaluating the potential of extending the mineralization to depth which had been identified on the surface during the 1995 to 1996 campaign. This included a 36-hole diamond drillhole program totaling 8,896.7 m of drilling. Operations were again suspended in 2001 due to reduction of exploration budgets and depressed metals prices, particularly zinc. However, results from the exploration program were positive culminating in a preliminary resource estimate in addition to establishing the exploration potential in the adjacent Tuna Rumi and Cerro Evangelista sectors. The Cerro Evangelista sector had been previously prospected between 1995 and 1996, where work included regional mapping in addition to soil, stream sediment and rock sampling.
Furthermore, a 13.8 line-km induced polarization (IP) dipole-dipole geophysical survey was performed, however the results were not encouraging. In addition, a ground magnetic survey was performed on the Cerro Evangelista, which resulted in the interpreted location of the contact between the Paleozoic and the volcanic complex, the identification of structures which have a preferential EW and NS orientation and the classification of an intrusive as an apophysis of a major intrusion. No records of the raw data are available.
Between 1998 and 2001, sampling was carried out throughout the Soracaya property, mainly within the Tuna Rumi, Potos Orkho and Cerro Evangelista sectors. This work was primarily focused on exploring the extensions of the main structures, namely the Esperanza, España and 10 de Febrero veins. Trenching was performed followed by systematic sampling of mineralized material and vein structures. A total of 244 rock and/or vein splinter samples were taken, covering the central and eastern areas of the Soracaya property. No records of the assay results are available.
In 2005, COMSUR S.A. sold Soracaya to Glencore which formed Sinchi Wayra. From 2005 through 2008, exploration activities were resumed at Soracaya, including detailed geological mapping of the property particularly the volcanics, 41 trenches were created 495 surface samples being collected, performing a detailed 42.3 km2 topographic survey, and performing a 33.2 km2 geophysical survey including IP and ground magnetics.
Results of the sampling program showed anomalous gold, greater than 0.20 g/t, within the Cerro Evangelista sector and the breccias within the central areas of the Tuna Rumi sector. Anomalous silver values, greater than 81 g/t, were encountered at Cerro Evangelista which is the location of the Candelaria vein, Tuna Rumi which has the La Dulce, Española veins and south of Cerro Evangelista which is the location of the Carlita and Prometedora veins. Anomalous zinc values have only been encountered in the south-west sector of Cerro Evangelista. Anomalous lead throughout correlate with the anomalous silver.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 6-2 |
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In 2006, a topographic survey was performed that entailed the georeferencing of six geodetic points for horizontal control at the Soracaya Project. These points were tied into the CM-24 reference station, belonging to the Mining Geodetic Network of the National Technical Service of Mines (SETMIN). With these reference points, the 42.3 km2 topographic survey was performed, along with surveying 35 geophysical lines totaling 141.1 km.
In 2005, COMSUR S.A. contracted Arce Geofísica del Perú of Lima, Peru to carry out a 33.18 km2 IP geophysical survey. This program resulted in the identification of anomalous zones with possible sulfide mineralization. Figure 6-1 illustrates the results from the 2005 geophysical survey which identified anomalies which indicated potential mineralization at Cerro Evangelista and the volcanic and siliceous brecciated areas identified from the geological mapping in the Tuna Rumi sector.
Figure 6-1: Geophysical Survey Results – Soracaya

Source: Sinchi Wayra (2024)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 6-3 |
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In addition, two diamond drilling programs were implemented, the first in 2005 to 2006 which resulted in the completion of 14 drillholes totaling 4,903 m which was focused on targeting geophysical anomalies. A second program was performed in 2008 which resulted in the completion of nine drillholes totaling 2,605.6 m.
The outcomes of the first program were not particularly encouraging, however the results of the second program were the discovery of massive and disseminated structures with significant gold mineralization in the Cerro Evangelista area.
The detailed geological survey and mapping (Figure 6-2) that occurred during this phase of the program within the deposit area was carried out, placing more emphasis on volcanics within the Potos Orkh, Tuna Rumi and Cerro Evangelista. Within the Potos Orkho sector mapping was focused on the Esperanza vein system along with the España and 10 de Febrero structures; the San Vicente, Reyes, La Dulce veins and Tuna Rumi veins within the Tuna Rumi sector; and investigation of hydrothermal high sulfidation siliceous and radial structures within the Cerro Evangelista sector.
Figure 6-2: Geological Mapping at Soracaya

Source: Sinchi Wayra 2024
In the 2015 to 2016 period, exploration work resumed.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 6-4 |
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| 7 | GEOLOGICAL SETTING AND MINERALIZATION |
| 7.1 | Introduction |
The regional geological setting and tectonic framework detailed herein, is primarily referenced from the definitive publications for Bolivian geology such as Redwood (2021) and Arce-Burgoa (2009). The local and property geology including structure and mineralization is sourced through local and site knowledge along with Company documentation.
| 7.2 | Geological Tectonic and Lithological Framework |
The geologic-tectonic framework of Bolivia can be divided into six physiographic provinces. From east to west (Figure 7-1), these are the Precambrian Shield, the Chaco-Beni Plains, the Sub Andean zone, the Eastern Cordillera (or Cordillera Oriental), the Altiplano, and the Western Cordillera (or Cordillera Occidental). The latter four provinces are elements of the Mesozoic-Cenozoic Andean orogen in Bolivia (Arce-Burgoa, 2002, 2007), which hosts an abundance of mineral deposits (Figure 7-2). The landward Precambrian Shield, exposed far to the east of the Andes, represents an area of great mineral potential, but has had limited exploration.
Figure 7-1: Regional Geology Setting

Source: Arce-Burgoa (2009)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-1 |
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Figure 7-2: Regional Geology Setting with Deposit Types

Source: Arce-Burgoa (2009)
Rocks of the Precambrian Shield in easternmost Bolivia have commonly been hypothesized to represent the southwestern part of the Amazon craton, covering an area of approximately 200,000 km2, or 18% of Bolivia. The lithological units are mainly Mesoproterozoic medium and high-grade metasedimentary and meta-igneous rocks, which have been covered by Tertiary laterites and Quaternary alluvial basin deposits.
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Earlier studies have referred to this as the Guaporé craton, but Santos et al. (2008) proposed that are not basement rocks belonging to the craton proper but rather, that they represent the 1.45–1.10 Ga Sunsas orogen, formed along the craton margin. Major tectonic events in the orogen are dated 1465– 1420, 1370– 1320, and 1180–1110 Ma. The subsequent Brazilian tectonism (ca. 600–500 Ma) only had minor effects on the orogen (Litherland et al., 1986, 1989). Subsequent Brazilian tectonism (ca. 600–500 Ma) had only minor effects on the orogen (Litherland et al., 1986, 1989).
The Chaco-Beni plains, located in the central part of the country, cover 40% of Bolivia. The topography is dominated by the southwestern Amazon basin wetlands. Lying below 250 m elevation the wetlands offer little relief or outcrop. These extensive plains are part of the foreland basin of the Central Andes and include a 1 km to 3 km thick sequence of Cenozoic foreland alluvial sediment in the west and much thinner accumulations atop a broad forebulge to the east (Horton and DeCelles, 1997). This sequence overlies Tertiary red-bed sediments that are >6 km thick which in turn rest unconformably on the Precambrian crystalline basement to the east and Paleozoic and Mesozoic sedimentary rocks to the west. The alluvial accumulations are products of several Neogene to Holocene episodes of post-kinematic and epeirogenetic isostatic adjustment in the Eastern Andes and its piedmont.
Rocks of the Bolivian Andean orogen include the Subandean zone, Eastern Cordillera, Altiplano, and the Western Cordillera, represent approximately 42% of Bolivia. These physiographic provinces form a series of mountain chains, isolated mountain ranges, and plains, with a north-to-south trend (Ahlfeld and Schneider-Scherbina, 1964). This part of the orogen has a length of 1,100 km, with a maximum width of 700 km, and an average crustal thickness of 70 km. The orogen displays a distinct oroclinal bend in the main fabric orientation at the Arica Elbow (18°–19°S).
The Subandean zone is the thin-skinned, inland margin of an orogen-parallel fold-and-thrust belt, which is partly covered by sediments of the western side of the active foreland basin. It is characterized by north- south-trending, narrow mountain ranges with elevations between 500 m and 2,000 m. Rock types in this province include Paleozoic siliciclastic marine and Mesozoic and Tertiary continental sedimentary rocks.
The Eastern Cordillera, the uplifted interior of the Andean thrust belt, includes poly deformed Ordovician to Recent shale, siltstone, limestone, sandstone, slate, and quartzite sequences. These mainly Paleozoic clastic and metamorphic rocks have an approximate area of 280,000 km2 and represent flysch basin sediments that were deposited along the ancient Gondwana margin and first deformed in the middle to late Paleozoic. After Permian to Jurassic rifting, they were uplifted to high elevation and folded and thrusted again during Andean compression, which may have begun as early as Late Cretaceous (McQuarrie et al., 2005).
The Altiplano is comprised of a series of intermontane, continental basins with a combined length of approximately 850 km, an average width of 130 km, and an area of approximately 110,000 km2. The basins have been uplifted to form a high plateau at elevations between 3,600 masl and 4,100 masl. Geomorphologically, the province consists of an extensive flat plain that is interrupted by isolated mountain ranges. Crustal shortening, rapid subsidence, and, with concurrent sedimentation accumulated a sequence thickness of as much as 15 km during the Andean orogeny (Richter et al., in USGS and GEOBOL, 1992). Basin fill was dominated by erosion of the Western Cordillera during Late Eocene-Oligocene, but Neogene shortening in the Eastern Cordillera and Subandean zone led to a subsequent dominance of younger sediments derived from the east (Horton et al., 2002).
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-3 |
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The Western Cordillera consists of a volcanic mountain chain that is 750 km in length and 40 km in average width, with an area of about 30,000 km2. Late Jurassic and Early Cretaceous flows and pyroclastic rocks and marine sandstone and siltstone sequences dominate the Cordillera in Peru and Chile. Lesser Late Cretaceous continental sediment was deposited above the marine rocks and, simultaneously, large granitoid plutons, many of which are associated with large porphyry orebodies, were emplaced along the coasts of adjacent Peru and Chile. In Bolivia, the province is dominated by high andesitic to dacitic strata volcanoes, erupted since ca. 28 Ma, which define the narrow, main Central Andes magmatic arc.
| 7.2.1 | Eastern Cordillera |
The Soracaya deposit is located in the southern part of the Eastern Cordillera, a thick sequence of Paleozoic marine siliciclastic and argillaceous sedimentary rocks deposited on the western margin of Gondwana and deformed in a fold-thrust belt. There were two major tectonic cycles in the Paleozoic: The Lower Paleozoic Famatinian cycle (the Tacsarian and Cordilleran cycles of Bolivia), and the Upper Paleozoic Gondwana cycle (Subandean cycle of Bolivia).
The late Precambrian supercontinent broke up with the opening of the southern Iapetus Ocean and the spreading of Laurentia away from Gondwana in the latest Precambrian or early Cambrian (Figure 7-3, Figure 7-4 and Figure 7-5). Ocean closure and collision of Laurentia and the South American segment of Gondwana during the Ordovician formed the Famatinian orogenic belt of NW Argentina (Dalla Salda et al., 1992a) which has been correlated with its probable Laurentian equivalent, the Taconic event of the Appalachian orogen (Dalla Salda et al., 1992b). The Famatinian belt records extension in the latest Precambrian with establishment of subduction during the Cambrian and closure of the ocean basin and continent-continent collision in the Ordovician (480-460 Ma) (Figure 7-6). The Pre-Cordillera Terrane carbonate platform of western Argentina, which has faunal similarities with eastern North America, may be a sliver of eastern Laurentia detached in the late Ordovician when Laurentia separated from Gondwana again (Dalla Salda et al., 1992a; b) (Figure 7-7).
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-4 |
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Figure 7-3: Plate Tectonic Reconstructions of the Neoproterozoic Subcontinent and the Late Precambrian Supercontinent after the Opening of the Southern Iapetus Ocean

Source: Hoffman (1991)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-5 |
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Figure 7-4: Plate Tectonic Reconstructions of the Neoproterozoic and Late Precambrian Subcontinents

Source: Story (1993)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-6 |
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Figure 7-5: Paleogeography of SW Gondwana Margin in the Early Ordovician

Source: Forsythe et al, (1993)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-7 |
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Figure 7-6: The Famatinian – Taconic Orogen in the Middle Ordovician

Source: Dalla Salda et al, (1992b)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-8 |
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Figure 7-7: The Ordovician of the Central Andes (Cunningham et al., 1994b)

Source: Forsythe et al, (1993)
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| 7.2.2 | Tacsarian Cycle (Upper Cambrian to Ordovician) |
During the Upper Cambrian to Caradoc Tacsarian Cycle a broad marine back-arc rift basin existed in Bolivia-Peru with its axis in the Eastern Cordillera. There was oceanic spreading in the southern part of the basin (Figure 7-6), the Puna Straits in NW Argentina, preserved as ophiolites, with intrusions of basic dikes and sills further north in the Bolivian basin. A possible magmatic arc on the Arequipa Terrane to the west of the basin, represented by calc-alkaline plutonic and volcanic rocks dated at 487-429 Ma (Mpodozis & Ramos, 1989), separated the back arc basin from a forearc. The Arequipa microplate swung about a hinge to the NW to form the Puna Straits and Bolivia-Peru back arc basin, as a Gulf of California-type basin (Sempere, 1991) or Japan-type basin (Forsythe et al., 1993). This was bordered to the east by another subduction-related magmatic arc in western Argentina, the Puna arc, and its southward continuation, the Sierras Pampeanas magmatic arc, represented by a granitoid belt (Mpodozis & Ramos, 1989). The Ocloyic Orogeny closed the Puna Straits Ocean basin during the Llanvirn-Caradoc, as evidenced by granitic magmatism.
In SW Bolivia, the sedimentary sequence begins with shallow marine clastic sediments of the basal Tremadoc transgression, which grade upwards into open marine thick graptolitic shales intercalated with subordinate turbidites and slumps of late Cambrian – Llanvirn age. The base of this super sequence outcrops in several localities along the Cochabamba-Chapare Road (central part of the Eastern Cordillera), which were described as part of the Limbo Group and of other Cambrian formations (Castaños & Rodrigo, 1978).
The majority of the sequence consists of thick and monotonous Lower to Middle Ordovician shale beds, with subordinate siltstones and sandstones are part of the Cochabamba Group, which from base to top includes the Capinota, Anzaldo, and San Benito Formations. In the southern part of Tarija, the sequence base includes shallow marine clastic rocks. These grade upward to thick, marine graptolitic shales with subordinate Cambrian turbidites of the Condado, Torohuayco, and Sama Formations (Castaños & Rodrigo, 1978). Further north, the sequence consists of thick graptolitic and cephalopodic shales: which have localized the main decollement zone during the Neogene, and consequently older rocks are rarely exposed in the Bolivian Andes.
In southern Bolivia the shales were affected by the Ocloyic deformation with development of folding, cleavage and schistosity. The effects of this orogeny diminished to the east and north, and are not identified north of 20°S. In the north and east, the basin developed as a marine foreland basin during deformation which was infilled with the deposition of a thick, monotonous sequence of shallowing upward, shallow marine siliciclastic interbedded sandstone and shale in the Middle to Late Ordovician (Llanvirn - Caradoc) (Sempere, 1990a, b, 1991, 1993).
| 7.2.3 | The Cordilleran Cycle (Late Ordovician to Late Devonian) |
During the Late Ordovician to Late Devonian Cordilleran Cycle (Chuquisaca Super sequence), the Bolivia- Peru basin occupied a back-arc setting, then from the late Llandovery formed a marine foreland basin. These basins lay east of the Puna arc on the Arequipa block, which continued south as the Sierra Pampeanas magmatic arc granitoid belt until the Early Carboniferous. These arcs were related to an eastward-dipping subduction regime east of the Precordillera. The cratonic Chilenia Terrane of the Cordillera Frontal collided with the continental margin in the latest Devonian to early Carboniferous, and the collision caused intense deformation in the western Precordillera. (Mpodozis & Ramos, 1989; Ramos et al., 1986; Ramos, 1988; Sempere, 1993).
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The Cordilleran cycle began in Bolivia with rapid deepening of the basin as a back-arc with black pyritic- shale deposition (Tokochi Formation) followed by resedimented glacial-marine diamictites sediments in the Ashgill (Cancañiri Formation) with rare thin fossiliferous limestones. These are overlain by thickly bedded, thinning-upward turbidites (Llallagua Formation) and/or dark shales with minor turbidites (Uncía/Kirusillas Formation) from late Llandovery to Ludlow. Deposition in the basin was controlled by active normal faulting. Facies succession was induced by a major glacio-eustatic sea level low (the Ashgillian ice age) which developed between two maximum flooding episodes. The Uncía/Kirusillas Formation was the first of three main shallowing-up megasequences, which began with thick dark shales and ended with sandstone dominated units, of late Llandovery - Lochkovian, Pragian - early Giventian and late Giventian - middle Famennian ages. These were deposited in a large subsiding marine foreland basin covering the Bolivian Andes, Subandean zone and Chaco-Beni plains, reaching as far as the SW edge of the craton where they onlap the Chiquitos Supergroup (Litherland et al., 1986). This interval was a time of onlap towards the northeast and of deposition of major hydrocarbon source rocks in Bolivia. (Sempere, 1990a; b;1991; 1993).
The Cordilleran Cycle is generally considered to have been terminated by the Late Devonian to Early Carboniferous Hercynian Orogeny, which has been defined in Perú where the effects are much more evident. The presence of Hercynian orogenesis in Bolivia has been questioned however, due to Late Triassic U-Pb zircon age dates of 225 Ma (Farrar et al., 1990) for both foliated and weakly foliated facies of the Zongo-Yani granite, and by implication its wide metamorphic aureole, which was assigned an “Eohercynian” age by Bard et al. (1974).
| 7.2.4 | Subandean (Gondwana) Cycle (Upper Paleozoic) |
The Upper Paleozoic Gondwana Cycle was characterized by establishment of eastward subduction along the new Pacific margin west of Chilenia (Cordillera Frontal) and development of a broad forearc accretionary prism, which contains blue schists and ocean floor fragments. A magmatic arc lay to the east of the subduction zone. This cycle was terminated by deformation during the lower Triassic Gondwanide orogeny, the effects of which southward. (Mpodozis & Ramos, 1989; Ramos et al., 1986; Ramos, 1988).
In Bolivia, the Upper Paleozoic Subandean Cycle is characterized by the Late Devonian (Late Famennian) - Early Carboniferous (Mississippian) Villamontes Supersequence, deposited in the Subandean zone, Chaco and Titicaca basin, is mainly marine and comprises mudstone, black shale, sandstone, coal, glacial- marine sediments, diamictites and slumps, the stratigraphy of which is conflictive due to rapid facies variations (Sempere, 1993). The Eastern Cordillera was emergent. This was a period of high epeirogenic activity and synsedimentary tectonic instability coeval with the Hercynian deformation in Peru. Sempere (1993) considers the Mississippian sedimentation to have been the culmination of the Silurian - Devonian evolution.
Subsequently the Late Carboniferous (Pennsylvanian) - Early Triassic Cueva Supersequence was developed during a period of low subsidence and subtropical climate. In western Bolivia there was a shallow carbonate platform in the Titicaca Basin (Copacabana Formation) with deposition of white littoral-fluvial- eolian sands and evaporites on the eastern platform in the Subandean zone. The compressional Gondwana (Late Hercynian) deformation in the middle Permian of the Eastern Cordillera of Peru had weak effects in the Eastern Cordillera of Bolivia. This deformation was accompanied by transgression of the marine carbonate platform to the east. Post-orogenic calc-alkaline magmatism in the Early - Middle Triassic evolved in the late Middle Triassic toward continental tholeiitic compositions, reflecting the extension which initiated the Andean Cycle (Sempere, 1990a; b; 1993; Soler & Sempere, 1993).
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| 7.2.5 | The Mesozoic to Cenozoic Andean Cycle: The Serere, Puca and Corcoro Supersequences |
The Andes developed during the Mesozoic to Cenozoic Andean Orogenic Cycle. Distension in the Middle to Upper Triassic related to the initial break up of Gondwana marked the start of the Andean Cycle. In the first part of the cycle, from Triassic to mid Cretaceous, an eastward dipping subduction zone existed along the length of the Pacific margin of Peru and Chile with a magmatic arc and back-arc basin, which in some segments had oceanic crust. In Chile, the arc was superimposed on the Late Paleozoic accretionary prism and an eastward younging coastal batholith intruded. (Cobbing, 1985; Dalziel, 1986; Mpodozis & Ramos, 1989).
During the Middle Triassic - Middle Jurassic, the Andean region of Bolivia was part of a stable cratonic regime. An initial rifting process of late Middle Triassic age developed in several areas, and numerous narrow grabens were filled by fluvio-lacustrine red beds and evaporites, accompanied by tholeiitic to transitional basalts (Sempere, 1990a; 1993; Soler & Sempere, 1993). Cessation of rifting in Bolivia was probably a consequence of a regional tectonic reorganization at about 220 Ma, which probably marked the resumption of subduction along the Pacific margin. The subsequent Late Triassic - Middle? Jurassic onlapping sedimentation of fluvial and eolian sands was probably controlled by post-rift thermal subsidence. The environment was of sandy deserts on the craton, akin to the Arabian Shield (Sempere, 1990a; 1993). These deposits of the Serere Supersequence occur in the Eastern Cordillera and Subandean Zone.
Since the Late Jurassic, Bolivia has been part of the Pacific subduction regime. This was marked by a Kimmeridgian rifting event in Bolivia, the “Araucana Phase”, with extrusion of alkaline basalts which initiated the Puna Supersequence (Sempere et al., 1989; Sempere, 1993; Soler & Sempere, 1993). Bolivia was set in a back arc setting to the east of the Pacific margin arc and back-arc basin, with deposition of coarse clastic continental sediments and alkali basalts in the Potosí and Titicaca basins in a distensive regime related to a transtensional continental margin until the Aptian (Sempere et al., 1989).
The Upper Cretaceous and Cenozoic of Perú - Chile was characterized by a subduction-related continental magmatic arc with no back-arc basin. In Peru, the 110 - 60 Ma Coastal Batholith was emplaced into the Jurassic - Early Cretaceous back-arc basin volcanic pile between the Mochica and Incaic 1-fold phases (Pitcher et al., 1985). At the same time in the Central Andes the magmatic arc migrated eastwards. Large parts of the forearc zone and Mesozoic arc were removed during the Cretaceous and Tertiary, either by subduction erosion or by longitudinal strike-slip faults such as the Atacama Fault (Mpodozis & Ramos, 1989).
The mid Cretaceous compressive event inverted the Tarapacá back-arc basin of north Chile (Late Triassic - Early Cretaceous) to form the proto-Domeyko Cordillera fold-thrust belt (Mpodozis & Ramos, 1989). In Bolivia, sedimentation of the Puca Supergroup continued in a distal external foreland basin, with deposition controlled by rifting and eustatic marine transgressions from the NW. The sequence is transgressive with successively younger units covering greater areas and reaching a total thickness of up to 5,600 m in the Sevaruyo area. The strata consist of fine red-bed sediments, evaporites and alkali basalts, with marine red shales in the Aptian and marine carbonates in the Cenomanian, Campanian and Maastrichtian. (Riccardi, 1988; Sempere et al., 1989; Soler & Sempere, 1993). The end of the Puca Supersequence is marked by an important unconformity developed at the end of the Paleocene, followed by deposition of thick red beds in the Altiplano and Eastern Cordillera in an external continental foreland basin during the Eocene and Oligocene (53 - 27 Ma; Sempere 1990a).
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The Cenozoic evolution of Bolivia was dominated by considerable horizontal shortening (Sempere, 1990). Cenozoic basins of the Corocoro Supersequence developed in the Cordillera and in the plains in that time are related to the uplift of the Andes. During the Lower Paleocene-Lower Oligocene, a foreland basin formed east of the Andes. A thickening of the crust enabled the accumulation of 2.5 km of red beds in the Altiplano and Eastern Cordillera (Sempere, 1995).
| 7.2.6 | The Andean Orogeny |
The first major deformation in the Andean Cycle in Bolivia occurred during the Late Oligocene to Early Miocene (27 - 19 Ma) when the orogenic front jumped from west of Bolivia to the Eastern Cordillera, and the Bolivian Andes started to develop as a mountain belt. Major crustal shortening by thrusting occurred in the Eastern Cordillera, and deformation of the Subandean Zone also began. Since the Late Oligocene, the Altiplano has functioned as an intermontane foreland basin with deposition of thick continental sediments, with smaller intermontane basins in the Eastern Cordillera.
The external foreland basin moved east to the Subandean - Llanura (Beni-Chaco) Basin. The second major period of thrusting occurred between 11 - 5 Ma. Thrusting is mainly eastward-verging towards the foreland, with an important west-verging back-thrust belt in the eastern Altiplano and western side of the Eastern Cordillera.
| 7.2.7 | Mesozoic to Cenozoic Magmatism |
Extension-related granites were intruded in the Cordillera Real in the Triassic–Jurassic (227 - 180 Ma) (Everden et al., 1977; McBride, 1977; Grant et al., 1979; Farrar et al., 1990).
Alkaline volcanic activity was initiated in the Late Oligocene (28 - 21 Ma) in the Western Cordillera and western Altiplano, coincident with the first major period of deformation. At the same time granitoid plutons intruded in the southern part of the Cordillera Real (Illimani, Quimsa Chata, Santa Vera Cruz) with related tin-tungsten-silver-lead-zinc-polymetallic mineralization (28 - 20 Ma). Similar deposits also developed to the south as far as Potosí, such as Colquiri and Chicote Grande. These deposits are hosted by Paleozoic sediments and related to buried plutons of this age. The main period of magmatism was the Middle Miocene (17 - 12 Ma) with an eastward “breakout” of magmatism in an unusually broad arc across the Western Cordillera, Altiplano and Eastern Cordillera, generally forming small extrusive (domes) and intrusive (stocks, sills) bodies. Further magmatism occurred across this wide arc during the Late Miocene (10 - 5 Ma) during the second main period of crustal shortening. This was characterized by stratovolcanoes, ash-flow calderas, and major ignimbrite shields such as Los Frailes and Morococala in the Eastern Cordillera. (Baker, 1981; Baker & Francis, 1978; Evernden et al., 1977; Grant et al., 1979; McBride et al., 1983; Redwood, 1987; Redwood & Macintyre, 1989; Soler & Jimenez, 1993; Thorpe et al., 1982).
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| 7.3 | Regional Geology |
| 7.3.1 | Regional, local, and property geology |
The oldest rocks in the area correspond to undifferentiated Ordovician Paleozoic sediments which are lithologically constituted by an intercalation of packages of dark gray micaceous slates, with alternating quartzite banks, in sectors they are quite deformed (folded) and with overturned stratification, due to the intrusion of small igneous bodies “domes”. The main area of interest in the area is the Potos Orkho volcanic complex, constituted in its lower parts by volcanic breccias (lithic tuff), then there are Tertiary age rocks of dacitic composition with porphyritic texture and probably related to domic intrusions. They are partly silicified, sericitized and propylitized, occasionally with quartz-alunite alteration.
The western part of the area (Figure 7-8) is covered by a polymictic conglomerate package corresponding to the San Vicente Formation, brown to reddish in color, formed by rounded to subrounded clasts of Paleozoic rocks and some archosic sandstones probably from the Cretaceous. These conglomerate rocks are home to the zinc-silver veins of the San Vicente Mine.
Regionally, the Paleozoic basement forms anticlines and synclines with preferential north-west orientation. The Soracaya property is located approximately 8 km west of the prominent north-south striking San Vicente thrust fault, which forms the eastern limit of the intermountain Bolivian Altiplano basin. Low-angle faults, parallel to the folded structures, confirm the presence of compressive stresses in an easterly direction as is the case for the San Vicente fault, which causes the Ordovician sedimentary package to overlie the polymictic conglomerates of the San Vicente formation. As a result of the tensile phases which are reactivated, high-angle, typically mineralized, faulting and veining occurs in an east-west preferential direction. This system houses mineralized structures such as the Esperanza, España and 10 de Febrero veins.
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Figure 7-8: Regional Geology Map at Soracaya

Source: Sinchi Wahra (2023)
| 7.4 | Local Geology |
The lithology is comprised of an altered shale-slate, followed by siltstone-sandstone and finally laminated sandstones. In the extreme west, outcrops of reddish conglomerates are observed, which are in discordant contact with Ordovician rocks bounded by a regional fault called the San Vicente fault.
Structurally, a series of anticlinal and synclinal folds with an almost north-south direction can be observed. The mineralization-filled fractures have a NEE strike and a second system transverse to the former but related to the vicinity of the Soracaya volcanic complex.
The predominant alteration is argillic followed by propylitization and/or chloritization. Alteration in sedimentary rocks is restricted to areas of possible mineralization. Most of the rocks are fresh.
| 7.4.1 | Lithology |
The lithology of the study area can be differentiated into four ages:
Quaternary – Generally composed of material which is the product of the disintegration of ancient rocks of Ordovician and Tertiary age. These materials are clays, sands and gravel that cover the slopes and plains called colluvium and alluvium, there is also material from moraines and friction mirrors as a result of the this decomposed material (Pupusani hills, Evangelista and Potos Orkho).
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Tertiary Sedimentary – The rocks of the San Vicente Formation are polymictic conglomerates of reddish- brown coloration due to the amount of iron contained in their matrix, their clasts are rounded to subrounded from Paleozoic rocks and some archosic sandstones probably from the Cretaceous.
These rocks are located to the west of the Soracaya deposit however some of these outcrops are within the property of Sinchi Wayra. They host the mineralized structures of San Vicente and are in discordant contact with sedimentary rocks of the Ordovician and the volcanic complex of Soracaya. The discordant contact is a regional reverse fault of called the “San Vicente fault”.
Tertiary Volcanic – These are rocks that are part of the volcanic complex of Potos Orcko and Evangelista (Soracaya) and are classified as follows:
| ● | Volcanic breccia composed of heterogeneous material with a siliceous matrix of gray to light gray coloration, usually argillized with pyrite dissemination. |
| ● | Coarse-grained porphyry dacite with light gray to greenish coloration due to chloritic alteration, generally compact and massive according to observations at level 0. |
| ● | Dacitic tuff of grey to dark grey colour, with heterogeneous material, with a rather porous brecciated appearance, mostly argillized and not very clarified. |
These rocks are very favorable for hosting mineralization and are seen in the Tuna Rumi, Evangelista Sur and Cerro Cantera areas.
| ● | Volcanic agglomerate composed of heterogeneous material, either volcanic or sedimentary, with volcanic ash paste, with clasts that vary from 2 cm to 10 cm to 80 cm in diameter. They are whitish- gray in color due to supergene alteration and are in discordant contact with the sedimentary rocks of the Ordovician south of the Soracaya camp. |
| ● | Andes-dacites the rocks at the extreme margins of the deposit, mostly developed to the east and north, and are compact gray rocks with little quartz, usually biotitic. |
Sedimentary Ordovician – These are rocks found at the edge of the volcanic complex.
They form part of a regional anticline with minor synclinal anticline folds. The hinge is composed of gray to olive-green slates and shale, with thicknesses that exceed 500 m, followed by a unit composed of laminated siltstones with a fairly compact greenish-gray sandstones of an approximate thickness of 300 m is also present on both flanks. It is again followed by a package of light gray slates and shales present only on the eastern flank and , laminated sandstones with very high siltstones outcrop on the west flank with an approximate thickness or 300 m. The Carlita, Promesa and Española veins, plus their branches, are hosted in these rocks.
| 7.4.2 | Structural Geology |
Illustrated within in geological mapping and field observations, the deformation of the sedimentary strata and the presence of fractures are evident through the presence of major folds and minor folds which are due to compressive and tensional stresses that correspond to different orogenic epochs. Also, the presence of minor fractures and folds in the sedimentary rocks is due to the intrusion of volcanogenic magmatic bodies.
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The most salient structural features of the area, in general, are the different orientations of the folds in the Palaeozoic rocks with respect to the structures.
Magmatism has played an important role in the architecture of the area. The Paleozoic strata are the ones that have undergone all the stresses since the first compressions of orogenesis. They have subparallel folds where the anticlines and synclines are well compressed and show marked symmetry. The general heading of the structures is from N 25º W to NS. According to the orogenic stresses suffered by these rocks, they correspond to the Andean Orogeny.
The remainder of the stress has developed reverse fractures, longitudinal faults and faults, shear fractures, which were filled by mineralizing solutions that gave rise to the mineralized structures.
There is evidence of a not very pronounced surface unconformity due to the Quaternary cover and puts the Tertiary in contact with the Paleozoic via a low-angle discordant contact with a general strike N 25° W (San Vicente Fault).
However, after averaging the variations in the heading of all structures, especially to the north, it follows that the compressive stresses are perpendicular to the axis of the folds formed by regional stresses.
Towards the south of the site, minor folds develop, where the influence of the Andean orogeny can be seen where the folds are faulted and show a subsidence towards the south, possibly due to the intrusion of the Potos Orkho Volcanic Complex of Soracaya.
The shape of the intrusive bodies within the volcanic complex plays a very important role in the architecture of the crust.
In some cases, fractures and faults are closely related to intrusive processes and flexures are related to regional stresses, but intrusive bodies have their influence on their neighboring rocks. As a result of these efforts, other intrusive bodies and conduits of volcanic rock may be located in areas of tectonic weakness.
| 7.5 | Mineralization |
Mineralization in the Soracaya deposit is structurally controlled, while lithology plays a minor role. Pre- existing faults, fractures, and zones of weakness served as conduits for the mineralizing solutions.
Structural preparation is very important for the passage of mineralizing solutions. Observations have shown that the control for mineralization is basically structural and probably lithological in the Tuna Rumi sector.
In the deposit, there are two generations of mineralization, the first being, polymetallic Philonian mineralization which presents as fissures and/or fractures filled with local disseminated syngenetic pyrite transformed into iron oxides found in the Potos Orkho, Tuna Rumi, Sud de Tuna Rumi and Cerro Evangelista areas.
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Another low-grade, high-volume mineralized system s a disseminated, limonitic matrix of pyrite and limonitic stockwork. This type of mineralization may be found at Cerro Evangelista and within a volcanic breccia that outcrops in the form of a process on the hill at Potos Orkho and may be an important target for exploration.
Surface mineralization presents as oxides such as Limonite, Hematite, Jarosite along with sectors where barite and quartz are present, and there are traces of disseminated of pyrite also related to nearby structures.
The structures identified at the surface were recognized at depth as massive structures, branched with pyrite, possibly silver (tetrahedrite) and chalcopyrite within some veins.
For this purpose, four underground workings that were previously rehabilitated have been mapped, such as at level-0 and level+20 which were worked on the Esperanza vein.
In order to establish the formation temperatures of the reservoir, it is recommended that fluid inclusion and salinity studies be performed. This research would be of great contribution to establishing the mineral paragenesis and metallogeny of the deposit.
| 7.5.1 | Alteration |
The hydrothermal alteration observed at the Soracaya deposit are sericitization, silicification, quartz- sericite-pyrite, quartz-alunite, and propylitization (chloritization).
| a. | Sericitization: The vast majority of feldspars are altered to sericite, of moderate to weak intensity. This type of alteration can be seen with greater exposure in the Tuna Rumi sector and the volcanic breccia outcrop area, as well as in other sectors. It accompanies halos of alteration between 5 m to 10 m confined to mineralized structures. |
| b. | Silicification: The hydrothermal breccias that can be seen in the northern part of Tuna Rumi have a greenish-gray to blackish and silicified matrix. In Cerro Evangelista there are sectors with penetrative to moderate silicification, in the form of a “silica cap”. They generally form silicified radial structures that are part of the morphology of Cerro Evangelista. |
| c. | Quartz-sericite-pyrite (medium argillization): This alteration mainly occurs at Cerro Evangelista and is related to mineralized structures. The alteration consists of sericite, secondary quartz and disseminated pyrite with a whitish coloration considered as argilization. This alteration is also observed to the south of the Ñuño Orcko Loma hill. |
| d. | Quartz-Alunite (Advanced Argyllic): This alteration occurs locally in Cerro Evangelista, with cavities and fissures filled by alunite in a siliceous paste. This type of alteration is very characteristic of high-sulphidation deposits and low-grade, but massive and/or disseminated mineralization contents. |
| e. | Propylitic (chlorite-calcite-epidote-pyrite): This alteration is the most widespread and is of moderate to weak intensity. It generally establishes the outer margins of mineralization. This alteration is characterized by the presence of chlorite, calcite, epidote and eventually pyrite. |
In summary, it can be indicated that Cerro Evangelista includes a zonation of alteration from the middle to the periphery from silicification, medium argilization, advanced argilization and chloritization at the extremes.
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| 7.5.2 | Mineralized Veins |
The mineralized structures are philonian and hydrothermal, resulting from the filling of pre-existing fissures and/or faults and are related to volcanic rocks that are part of an igneous body from which the mineralizing fluids ascended, coming from a magmatic source.
The minerals were deposited under appropriate pressure, temperature and age conditions giving rise to epithermal veins with minerals of medium to low temperatures.
The main mineralized structures recognized in this deposit from the first studies to the present management, are grouped into five mineralized sectors, namely: Potos Orkho Sector, Tuna Rumi, Evangelista, Evangelista Sur and Tuna Rumi Sur that will be described below. All these veins and/or structures are identified in Figure 7-9.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-19 |
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Figure 7-9: Sectors Map at Soracaya

Source: Sinchi Wahra (2023)
| 7.5.2.1 | Sector Potos Orcko |
It is the most recognized sector of the area, where mining works have been concentrated since colonial times. The main mineralized structures are Esperanza, España, sus Ramos and 10 de Febrero.
The Esperanza Structure is the main structure in the area, it has a general strike that varies between N 55° E and N 75° E with inclinations between 80° to north-west to almost vertical. Both the course and the dips become distorted when the structure is affected by faults. The mineralized width (set of veins and veinlets) ranges from 0.20 m to 4.0 m, composed of galena, silver sulfosalts, sphalerite, barite, pyrite, chalcopyrite, siderite, quartz, and iron oxides. On the surface, the structure can be recognized up to approximately 1,700 m. The south-west extension is truncated by faults and the north-east extension joins Spain.
The España Structure is parallel to the Esperanza structure and is located 150 m north of it, has an average orientation of N 70° E and in the north-east part has a direction of N 85° W. The dips are subvertical and tend to the south-east. The width of the crackle structure (set of veinlets) varies between 0.2 m to 2.6 m, its mineralogical composition is very similar to that of the Esperanza structure. On this structure there are also old works that consist of a 94-m cut and a reconnaissance of the depth of the vein. The recognized surface extension through the trenches is at least 3,300 m, although its extremes have not yet been established.
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About 400 m north of the España structure, there is a mineralized structure called 10 de Febrero, in a direction N 60° E, inclined between 62° to 65° NW, with mineralized width (set of veinlets) ranging from 0.20 m to 0.50 m, with mineralization of galena, sphalerite, limonite, iron oxides, and occasionally barite. The results of the sampling of the central part report values of 0.11% Zn, 142 g/t Ag, 12.17% Pb. This structure can be recognized on the surface at least 500 m and was not evaluated by drilling. However, corroborative sampling has been carried out.
Esperanza Vein – It is the main vein that has a general strike of 53° NE-SW, a variable dip between 80° to 85° NW-SE, it is hosted in chloritized porphyry dacite; it has a width varying between 0.20 m to 1.70 m. On the surface it can be followed 2,600 m, it has been recognized in two levels and ntersected by drilling. Its mineralogy features barite, galena, sphalerite, pyrite, chalcopyrite and limonite on the surface.
This vein had already been worked in the past, but there is no information on how much ore was extracted.
Veta España – Its name is due to the fact that this vein had already been worked in colonial times by the Spaniards since there are vestiges of such mining work.
This vein has a general strike of 62° NE-SW, a dip of 65° to 87° NW-SE, the host rock is also a chloritized porphyritic dacite. It has a variable width from 0.40 m to 1.42 m. On the surface it can be followed for 2,400 m, it has been recognized by the level of the cut made by the Spaniards and was also recognized through drilling. Its mineralogy contains barite, galena, sphalerite, siderite and limonite.
Ramo Esperanza Vein – This is a structure that detaches from the SE side of the Esperanza vein, on the surface it can be recognized 300 m, has a bearing of 65° NE-SW, a dip of 81° SE. At level-0 it was developed on this vein for 30 m. Six boreholes intercepted this branch. The thickness of this branch ranges from 0.60 m to 0.80 m or more and the host rock being a porphyritic dacite. Its mineralogy is composed of barite, galena, sphalerite, quartz, pyrite, kaolin and limonite. In the same way, mineral resources were calculated for this vein.
Ramo Esperanza Vein 1 – This vein was intercepted at level-0 and has a development of 50 m, it was not intercepted by drilling, on the surface it is recognized in an extension of 50 m. It has a bearing of 75°SW- NE and a dip of 75° to 80° SE-NW, its thickness varies from 0.10 m to 0.80 m. It is also hosted in chloritized porphyritic dacite rocks. Its mineralogy is composed of barite, pyrite, galena marcasite, silver sulfosalts and limonite.
Veta Ramo España – It is a vein that was recognized by drilling, based on projection it was recognized in an extension of 600 m on the surface; seven drillholes intersected this vein, it has a general bearing of 73° NE-SW, a dip of 80°SE, its thickness ranges from 0.4 m to 1.0 m. The host rock is a porphyritic chloritized dacite and its mineralogy is composed of barite, galena, siderite and limonite.
Veta 10 de Febrero – This is a vein recognized on the surface in an extension of 800 m, on which reconnaissance trenches were dug, it has a general bearing of 57° NE-SW, a dip from 64° to 75° NW, its average thickness is 0.40 m. The host rock is a light gray dacite. Its mineralogy is composed of limonite, hematite, and kaolin.
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Systematic sampling has been carried out on this vein in trenches, the results did not yield interesting values however, the maximum value is 11 g/t Ag, 0.58% Pb and 0.27% Zn.
| 7.5.2.2 | Sector Tuna Rumi |
This sector is located 2.5 km south of the Potos Orcko sector. There are five to six mineralized structures, subparallel and with a general orientation of N 75° E and dips that vary between 55° to 75° to the south- east. Likewise, some structures have subvertical dips. On the surface, the lengths are up to 250 m and with mineralized widths (set of veinlets) of up to 3.1 m. They have been named San Vicente, Reyes, Tuna Rumi and La Dulce structures. On these structures, there are several historic works, probably from the colonial era, which possibly testifies to the high contents of silver and lead in these structures.
In the northern part of Tuna Rumi, there are hydrothermal breccia process outcrops, with a silicified matrix and dark gray to greenish coloration and seritized volcanic clasts that, according to samples obtained, which indicate the presence of low-grade gold.
Veta San Vicente – It is a vein that was worked in colonial times, it can be recognized on the surface in an extension of 850 m, the rock that hosts this vein is dark gray dacitic tuff.
This vein was not recognized by drilling, the mining operations that exist are all collapsed; has a strike of 83°NW-SE, a dip of 75° to 80° NE-SW. Its surface thickness varies from 1.0m to 2.0 m. Its mineralogy is composed of limonite, jarosite, and kaolin.
Surface sampling of this vein yields anomalous silver values between 30 g/t and 73 g/t.
Veta Reyes – It is also a vein that was worked in colonial times, it has a bearing of 41° NE-SW, its dip is subvertical, it has an average thickness of 0.25 m, on the surface it is recognized in an extension of 200 m, the host rock is a dark gray dacitic tuff quite porous. Its surface mineralogy is composed of limonite, hematite, and kaolin.
This vein was also not recognized by drilling however sampling carried out in previous campaigns shows anomalous silver values in a range of 37 g/t to 96 g/t.
La Dulce Vein – It is considered as the main vein of the Tuna Rumi area, on the surface it has a strike length of 2,100 m, it was worked in the colonial era and two holes were drilled trying to intercept it, but they fell short.
It has a bearing of 66°NE-SW, a dip between 75° and 82° SE, a thckness that varies from 0.1 m to 1.0 m measured on the surface. The host rock is a dacitic tuff. Its mineralogy is composed of barite, galena, pyrite and limonite.
Samplings carried out on this vein at the surface yield anomalous values which are reflected in Table 7-1.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-22 |
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Table 7-1: La Dulce Vein Sampling
| Sample | Ag g/t | Zn % | Pb % |
| 10413 | 1,865 | 0.11 | 2.53 |
| 21105 | 592 | 0.29 | 28.13 |
| 21291 | 594 | 0.10 | 27.01 |
| 21515 | 116 | 0.02 | 0.08 |
| 10201 | 102 | 0.22 | 1.10 |
| Total | 236 | 0.13 | 3.66 |
Source: Sinchi Wahra (2023)
Apart from these three veins, according to the geological mapping, it has been possible to identify another five veins subparallel to the La Dulce vein and some branches that could show an area of high-volume mineralogical interest for future exploration with drilling.
| 7.5.2.3 | Sector Cerro Evangelista |
In the Cerro Evangelista sector, there is a series of siliceous structures banded and impregnated with pyrite and arranged radially to Cerro Evangelista. The widths of these structures are up to 20 m and lengths of up to 500 m. Sampling of these structures by EMICRUZ (1995-1996) reported anomalous gold and silver values. Undoubtedly, it is a high sulfation system and it is assumed that the siliceous structures are related to a possible mineralizing epicenter, associated with the emplacement of hydrothermal breccias.
It has also been possible to identify four structures with possible gold-silver mineralization, namely: Candelaria, Karina, Crucera and Camila. The Candelaria vein is the most prominent.
The Candelaria vein is the most geologically significant mineralized structure in the area, with a strike ranging from N 45° E to N 70° E dip 70° SE, thickness ranging from 0.20 to 0.80, with a recognized strike length of 976 m, with a vertical extension inferred from 350 m diamond drillhole intercepts.
Structurally, it is a vein classified as a “RAMEADA” type due to the different branches it presents as it deepens.
Mineralogically on the surface, it consists of a limonitized breccia, with traces of disseminated pyrite, in sectors with the presence of barite. The samples collected along the structure report anomalies of up to 306 g/t Ag, 0.35% Pb and in extreme NW strong anomalies of Au 1.78 g/t are recorded, while the values in zinc are very low < 0.01%.
Mineralogy at depth is represented by pyrite and possibly silver ores (Tetrahedrite) within the pyrite mass. However, core samples collected from drillholes reported grades of up to 402 g/t Ag, 2.63 g/t Au, 0.15% Cu with low anomalies in Pb and Zn and varying widths from 0.20 m to 1.85 m.
The host rock is defined as quartziferous sandstones, interbedded with slates and siltstones. These rocks have few hydrothermal alteration processes such as silicification, sericitization and are restricted to the structure.
The Karina Structure outcrops as siliceous stringers and in trenches it was recognized as a limonitised, silicified breccia with traces of barite.
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This structure was formed from Cerro Evangelista and was located in volcanic rocks where it takes a NW direction towards the San Vicente Mine which is located in Paleozoic rocks, and is possibly one of the structures currently being worked on in the San Vicente Mine.
Generally, the host rock is slightly silicified and with pyrite dissemination, in sections the seritization is very restricted to the structure while argillization is observed in the volcanic rock with halos of alteration of 2 m to 5 m.
This structure was recognized on the surface by trenches, and finally by boreholes, where it is defined as a horizontal length of 800 m, vertical extension of approximately 267 m, with a thickness that varies between 0.40 m and 1.40 m. and a bearing that ranges from EW to S 80° E, inclination from 65° to 72° to the SW. Anomalies reported from surface sampling range to 218 g/t, 1.44% Pb, 0.16% Zn and 0.012 g/t Au.
The Crucera vein has a NS direction with a dip of 70° W with a recognized surface length of 370 m and depth of up to 123 m with a variable thickness of up to 2.00 m.
The extent of the outcrop, is diminished by the fact that it has an almost flat topography covered by Quaternary material.
Mineralogically on the surface it is made up of silica, pyrite dissemination and oxide impregnation, while at depth it is a siliceous structure, crackled with pyrite dissemination and veins, (Ag sulfosalts?). Drill core taken from the structure reported grades of 48 g/t Ag, 1.45% Pb, 3.34% Zn and 0.14 g/t Au with a width of 0.63 m. The host rock is defined as porphyritic dacite, silicified with slight dissemination of pyrite. In this sector, below the siliceous layer (cryptocrystalline to microcrystalline), massive mineralization could be located that is susceptible to potential open-pit exploitation.
Candelaria Vein – It is a vein that intersects the Evangelista hill, and possibly continues to San Vicente since there are vestiges of having been worked in the Republican era. On the surface it can be recognized for 400 m, has a general bearing of 65° NE-SW, a dip of 80° NW, a variable thickness of 0.25 m to 0.40 m. The host rock is sandstones with dacites (discordant contact). Its mineralogy consists of pyrite, silver sulfosalts, limonite, hematite, barite and gold according to drillhole data.
Karina Vein – This vein is transverse to the Candelaria vein, and has low values that are in a range of 20 g/t Ag to 70 g/t Ag. This vein was not exploited in the past.
It has an EW strike, a dip of 65° to 72° SW, a surface measured thickness of 0.40 m to 1.40 m. Like the Candelaria vein, it develops in both types of lithology (sandstones and dacites). Its mineralogy consists of breccia with limonite, silica, pyrite and silver sulfosalts.
Crucera Vein – It is a vein that has a NS strike, a dip of 70° W, a thickness of 0.50 m to 2.00 m measured at the surface, this vein was intercepted by a drillhole whose results are shown in previous work.
It has an identified surface area of 370 m and is developed in dacites. Its mineralogy is composed of silica, pyrite, silver sulfosalts. This vein was also not worked.
Soledad Vein – It is a vein that develops in the extreme south of the area, and there are traces that it would have been worked for gold in colonial times.
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-24 |
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This vein has a strike of 35° NE-SW, a dip of 70° SE, a variable thickness of 0.10 m to 0.30 m. The host rock is a highly argillized and silicified dacite. Its mineralogy is composed of limonite, hematite, barite, and quartz.
Samples taken on this vein show very low values however there are periodic high grades such as an underground sample with a width of 0.40 m, 0.573 g/t Au, 9.2 g/t Ag, 0.001% Zn and 0.07% Pb.
The soil geochemistry carried out in this area shows a deep gold anomaly, which is interesting for future exploration since no drilling was carried out in this area.
Carlita Vein – It is a vein that develops in sedimentary rocks (sandstones and siltstones). This vein would have been worked on in the colonial past and on the surface it is can be tracked along strike for 400 m. It has a bearing of 66° NE-SW, a dip of 80° SE and a variable thickness of 0.10 m to 0.30 m.
This vein was not recognized by drilling. Its mineralogy is composed of quartz, barite, pyrite and galena. Surface samplings yield anomalous values as shown Table 7-2.
Table 7-2: Carlita Vein Sampling
| Sample | At g/t | Zn % | Pb % |
| 20672 | 55 | 0.10 | 0.54 |
| 20673 | 439 | 0.10 | 0.44 |
| 10248 | 201 | 0.00 | 0.15 |
| 21567 | 78 | 0.10 | 0.05 |
| Total | 191 | 0.08 | 0.26 |
Source: Sinchi Wahra (2023)
Veta Carlita Norte – It is a vein recognized on the surface for the alteration it presents and can be followed along strike for 300 m. To date it has not been exploited, it has a bearing of 58° NE-SW and dip 70°SE and its thickness varies between 0.20 m to 0.30 m. It also develops in sedimentary rocks (sandstone and siltstones). Its mineralogy is composed of barite, limonite, and quartz.
Surface sampling of this vein does not show interesting values, however there is an anomalous value of 61 g/t Ag.
Veta Carlita Sur – This vein has a strike length of 400 m, there are features of exploitation in the colonial era, it has a bearing of 65° NE-SW, a dip of 75° to 77° SE and its thickness is variable from 0.20 m to 0.50
m. It is a siliceous breccia, and its mineralogy consists of quartz, limonite and hematite only on surface.
According to surface sampling, only two samples yielded anomalous silver values of 258 g/t Ag and 19 g/t Ag while Zn and Pb did not yield values of significance.
Promising (Pormetedor) Vein – It is the main structure in this area, it has a strike of 47° NW-SE, a dip of 48° to 77° SW. This vein develops in laminated sandstones and siltstones and has a strike length of 1,800 m. Its thickness varies between 0.25 m to 0.50 m and its mineralogy is composed of barite, quartz, limonite and hematite. Grab samplings show interesting silver values as shown Table 7-3.
Table 7-3: Pormetedor Vein Sampling
| Sample | At g/t | Zn % | Pb % |
| 20667 | 1,508 | 0.10 | 1.41 |
| 20668 | 154 | 0.10 | 0.26 |
| 20669 | 73 | 0.10 | 4.56 |
| Total | 536 | 0.10 | 1.90 |
Source: Sinchi Wahra (2023)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-25 |
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Ramo Promising (Pormetedor) Vein – This is a vein that detaches from the main vein, has a strike length of 500 m and it was also worked during the colony. It has a bearing of 77° NW-SE, a dip of 58° SW and a a variable thickness of 0.20 m to 0.30 m. Its mineralogy is composed of barite, limonite, hematite, and quartz. It also develops in sedimentary rocks. A grab sample yielded 783 g/t Ag, 0.10% Zn and 0.47% Pb.
| 7.5.2.3.1 | Tuna Rumi South Sector |
Española Vein – This vein is interesting because it was worked in colonial times by way of shafts which have unknown depth due to flooding.
The Española vein has a strike length of 400 m and is orented at a strike of 67° NW-SW, a dip of 55° SW and has a variable thickness of 0.30 m to 0.75 m. This is a fault vein and its mineralogy is composed of limonite, hematite, quartz, and barite. The host rock of is a laminated alternation package of compact, massive sandstones and siltstones.
Samplings carried out on this vein-fault show anomalous values as shown in Table 7-4.
Table 7-4: Española Vein Sampling
| Sample | At g/t | Zn % | Pb % |
| 20012 | 90 | 0.51 | 2.01 |
| 20014 | 59 | 0.24 | 0.72 |
| 10443 | 291 | 0.01 | 1.88 |
| 10444 | 383 | 0.01 | 0.94 |
| Total | 180 | 0.22 | 1.41 |
Source: Sinchi Wahra (2023)
SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 7-26 |
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| 8 | DEPOSIT TYPES |
The Project’s mineralization is a intermediate to high sulfidation epithermal system with silver, lead, and zinc deposits hosted in stock works, breccia veins, faults and fractures. The above combinations are indicative of the epithermal mineralization that is sometimes associated with distal zoning around a volcanic intrusion (Figure 8-1).
Figure 8-1: Conceptual Model of the San Vicente and Soracaya Deposits (blue dashed = faults, red dashed = veins)

Source: Sinchi Wahra (2023)
Based on the geological mapping and surface sampling there are two types of mineralization and that are related to two volcanic events. The first volcanic event is of primary importance since it gave rise to the mineralization of the area which is best characterized within the Cerro Evangelista sector. The rocks here display hydrothermal alteration through advanced argillization (quartz-alunite), silicification, in the central area while the surrounding rocks have experienced a degree of low-grade metamorphism. However, this first volcanic event may also be displayed in other sectors such as Tuna Rumi which is characterzed by brecciated volcanic intrusions composed of a matrix of silicas and argillized dacitic clasts, which emerges as an apophysis. The predominant and most important mineralized structures at Soracaya are the Veta Esperanza and España, were likely pre-existing faults filled by magmatic solutions from this first volcanic event.
The second volcanic event is represented by isolated volcanic domes such as El Potos Orkho, Ñuño Orcko and Nuño Orcko Loma along with others of lesser importance, which are of unaltered dacitic to andesitic composition. This event can also be evidenced in Cerro Evangelista with small of greenish-gray dacitic domes that are weakly chloritized. Most of these domes present in their central part as and concentric pseudo-stratified (like onion layers). In some sectors it is observed that the dacitic flows of these domes superficially cover and displace the pre-existing siliceous structures, originated in the first volcanic event.
The Potos Orkho, Tuna Rumi, Tuna Rumi Sur, and Evangelista Sur sectors are considered to be vein type deposits related to pre-existing faults. The Evangelista sector appears to house a deposit of massive low- grade deep-sea mineralization, although there are vein-type structures that transect this sector.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 8-1 |
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| 9 | EXPLORATION |
No exploration has been carried out on behalf of Santacruz.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 9-1 |
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| 10 | DRILLING |
| 10.1 | Drilling Summary |
The Soracaya Project is an “exploration property” and has experienced exploration activity since 1992. Sinchi Wahra has performed exploration and resource expansion drilling of 95 surface drillholes totaling 29,554.3 m and 79 underground channel samples at the Soracaya Project since 1999.
Table 10-1 summarizes the historical drilling on the property from 1999 through 2018.
Table 10-1: Soracaya Drilling Programs from 1999 through 2018
Phase |
Year |
Hole ID |
Type |
Total (m) |
Core Size |
Target |
Total Cost ($US) |
| I | 1999 | DDH-01 to DDH-36 | Surface | 8,896.7 | NQ/BQ | Esperanza, España, La Dulce veins | 845,186 |
II |
2006 |
DDH-37S to DDH-50S |
Surface |
4,903.0 |
HQ/NQ |
Geophysical Anomanlies at Tuna Rumi, Evangelista |
480,494 |
III |
2008 |
DDH-51S to DDH-59S |
Surface |
2,605.6 |
HQ/NQ |
Mineralized Structures at Evangelista and Marquina |
265,771 |
IV |
2018 |
DDH-SOR-ESP-60s to DDH-SOR-ESP-85s; DDH-SOR-10F-86s; DDH-SOR-LDU-87s; DDH-SOR-ESP-88s to DDH-SOR-ESP-90s; DDH-SOR-CAN-91s to DDH-SOR-CAN-92s; DDH-SOR-LDU-93s; DDH-SOR-CAN-94s; DDH-SOR-LDU-95s |
Surface |
13,149.0 |
HQ/NQ |
Esperanza, España, 10 de Febrero, La Dulce, San Vicente veins |
1,776,946 |
Source: Sinchi Wahra (2023)
The drilling has been primarily focused upon the extension of the veins to depth particularly for definition and delineation of inferred resources. Figure 10-1 and Figure 10-2 shows a plan view of drillhole locations along with the underground channel sample data.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-1 |
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Figure 10-1: Plan View of Drillhole Locations at Soracaya

Source: KGL (2024)
Figure 10-2: Plan View of Drillhole Locations at Soracaya with Vein and Topographic Contours

Source: KGL (2024)
Table 10-2 and Table 10-3 summarizes the drilling programs on the property from 1999 through 2018 and 2008 to 2021 respectively.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-2 |
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Table 10-2: Soracaya Drilling Programs from 1999 through 2008
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-3 |
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Source: Kirkham 2024
Table 10-3: Soracaya Drilling Programs from 2008 through 2021
| DDH Name | Easting | Northing | Elevation | Depth |
| SOR-10F-86s | 786067.8 | 7646258.2 | 4536.901 | 320 |
| SOR-CAN-91s | 781311.88 | 7643871.7 | 4538.644 | 300 |
| SOR-CAN-92s | 781776.47 | 7644064.5 | 4667.591 | 440 |
| SOR-CAN-94s | 781614.49 | 7644101.8 | 4637.548 | 260 |
| SOR-ESP60s | 784891.96 | 7645381.8 | 4395.101 | 290 |
| SOR-ESP61s | 785090.55 | 7645561.5 | 4459.951 | 280 |
| SOR-ESP62s | 785344.09 | 7646142 | 4612.237 | 383 |
| SOR-ESP63s | 784889.9 | 7645382.9 | 4394.504 | 341 |
| SOR-ESP64s | 785085 | 7645564 | 4454.613 | 407 |
| SOR-ESP65s | 785345.54 | 7646142.9 | 4609.917 | 450 |
| SOR-ESP66s | 785091.38 | 7645563 | 4459.891 | 421 |
| SOR-ESP67s | 784892.31 | 7645380.4 | 4394.904 | 422 |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-4 |
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| DDH Name | Easting | Northing | Elevation | Depth |
| SOR-ESP68s | 785257.74 | 7645759.2 | 4525.139 | 130 |
| SOR-ESP69s | 785327.57 | 7645724.2 | 4514.258 | 400 |
| SOR-ESP70s | 784771.83 | 7645239.2 | 4403.315 | 450 |
| SOR-ESP71s | 784890.25 | 7645380.7 | 4394.855 | 400 |
| SOR-ESP72s | 785153.83 | 7645722.3 | 4508.324 | 310 |
| SOR-ESP73s | 785415.57 | 7645779.5 | 4545.332 | 390 |
| SOR-ESP74s | 784773.48 | 7645239.7 | 4403.308 | 420 |
| SOR-ESP75s | 784502.23 | 7645338.1 | 4506.11 | 191 |
| SOR-ESP76s | 785297.89 | 7646148.1 | 4609.594 | 470 |
| SOR-ESP77s | 785417.38 | 7645778.4 | 4545.206 | 413 |
| SOR-ESP78s | 784502.34 | 7645336.4 | 4505.535 | 210 |
| SOR-ESP79s | 784694.91 | 7645430.9 | 4423.988 | 320 |
| SOR-ESP80s | 785256.82 | 7646183.4 | 4597.412 | 530 |
| SOR-ESP81s | 785506.04 | 7645783.9 | 4581.315 | 371 |
| SOR-ESP82s | 785856.5 | 7645995.2 | 4579.153 | 401 |
| SOR-ESP83s | 784702.73 | 7645423.3 | 4424.107 | 425 |
| SOR-ESP84s | 785720.89 | 7645926.5 | 4615.368 | 434 |
| SOR-ESP85s | 785576.11 | 7646225 | 4557.408 | 365 |
| SOR-ESP88s | 785244.46 | 7645627.4 | 4486.843 | 362 |
| SOR-ESP89s | 785261.41 | 7645585.5 | 4488.603 | 520 |
| SOR-ESP90s | 784887.72 | 7645379.9 | 4393.202 | 375 |
| SOR-LDU-87s | 785033.07 | 7642680.2 | 4355.354 | 380 |
| SOR-LDU-93s | 784604.98 | 7642897.4 | 4321.446 | 288 |
| SOR-LDU-95s | 786134 | 7643106 | 4286 | 280 |
Source: Kirkham 2024
Most diamond drilling has intersected mineralized ranges, primarily from the Esperanza, España and splays of those veins. The results of these significant interceptions in each of the drillholes are summarized in Table 10-4.
Table 10-4: Significant Results from Soracaya Drilling Programs from 1999 through 2008
| Hole # | From | -To- | -AI- | Zn% | Pb% | Ag | ZnEq | Code | AgEq |
| DDH-1 | 127.11 | 127.36 | 0.25 | 9.72 | 15.86 | 667 | 37.83 | 14 | 1437 |
| DDH-1 | 127.36 | 128.17 | 0.81 | 6.14 | 12.28 | 352 | 23.95 | 14 | 899 |
| DDH-1 | 128.17 | 128.97 | 0.8 | 11.77 | 26.23 | 934 | 54.19 | 14 | 2055 |
| DDH-1 | 128.97 | 129.75 | 0.78 | 8.44 | 20.47 | 861 | 44.72 | 14 | 1710 |
| DDH-1 | 129.75 | 131 | 1.25 | 1.43 | 5.89 | 303 | 13.20 | 14 | 512 |
| DDH-1 | 132.27 | 133.27 | 1 | 0.92 | 3.48 | 109 | 6.19 | 14 | 235 |
| DDH-1 | 140 | 143 | 3 | 0.92 | 1.13 | 109 | 4.40 | 17 | 172 |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-5 |
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| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-6 |
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| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-7 |
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Source: KGL (2024)
In the period from 2005 to 2008, two drilling programs were executed.
The first comprised 14 drillholes with a total of 4,903 m drilled whose objectives were based on the interpretation of IP geophysical anomalies, which shows that the location of these drillholes was reconnaissance at different targets.
The results have reported values between fair to poor, although the geophysics showed anomalies with possible mineralization, the drillholes intercepted areas with pyrite that possibly they reflected the anomalies, and as they did not yield interesting values, this pyritization was considered syngenetic, the most interesting results are shown in Table 10-5.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-8 |
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Table 10-5: Significant Results Soracaya Drilling Programs from 2005 through 2008
DDH Name |
From | To | Interval | Au g/t | Ag g/t | Pb% | Zn% | Sector |
| DDH-38S | 192.8 | 193.8 | 1 | 0.05 | 13.4 | 0.02 | 0.22 | West Tuna Rumi |
| DDH-39S | 139.6 | 141.6 | 2 | 1.93 | 0.9 | 0 | 0.01 | South Esperanza-España |
| DDH-41S | 115 | 116 | 1 | 0.05 | 29.3 | 0.03 | 0 | Cerro Evangelista |
| DDH-42S | 79.4 | 80.6 | 1.3 | 0.36 | 59.9 | 1 | 1 | South Esperanza-España |
| DDH-42S | 85.9 | 87 | 1.1 | 0.05 | 33.2 | 1 | 0.36 | South Esperanza-España |
| DDH-44S | 78.7 | 79.1 | 0.4 | 0.05 | 77.9 | 1 | 0.12 | South Esperanza-España |
| DDH-44S | 79.1 | 80 | 0.9 | 0.05 | 11.8 | 1 | 0.05 | South Esperanza-España |
| DDH-44S | 118.8 | 119.4 | 0.5 | 0.05 | 43 | 0.46 | 0.03 | South Esperanza-España |
| DDH-44S | 168.6 | 172.6 | 4 | 0.05 | 36.4 | 0.42 | 0.06 | South Esperanza-España |
| DDH-44S | 182.9 | 183.5 | 0.7 | 0.05 | 29.4 | 1 | 0.03 | South Esperanza-España |
| DDH-44S | 192.2 | 194.2 | 2 | 0.05 | 44.4 | 0.59 | 0.02 | South Esperanza-España |
| DDH-44S | 243.7 | 251.7 | 8 | 0.05 | 81.3 | 1.27 | 0.05 | South Esperanza-España |
| DDH-44S | 251.7 | 253.1 | 1.4 | 0.05 | 58.9 | 2.31 | 0.04 | South Esperanza-España |
| DDH-46S | 68.4 | 70.4 | 2 | 0.05 | 100 | 0.78 | 0.03 | Cerro Evangelista |
| DDH-46S | 111 | 115.3 | 4.3 | 0.05 | 19.5 | 0.03 | 0 | Cerro Evangelista |
| DDH-47S | 290 | 290.4 | 0.4 | 0.05 | 58 | 0.27 | 0.92 | West Tuna Rumi |
| DDH-48S | 144.4 | 144.9 | 0.5 | 0.05 | 45.9 | 1 | 0.53 | South Esperanza-España |
| DDH-48S | 147.8 | 149.8 | 2 | 0.05 | 21.2 | 1 | 0.02 | South Esperanza-España |
| DDH-48S | 162 | 162.2 | 0.2 | 0.05 | 68.9 | 1 | 1 | South Esperanza-España |
| DDH-49S | 41.7 | 49.3 | 7.6 | 0.05 | 51.1 | 0.91 | 0.21 | South Esperanza-España |
Source: KGL (2024)
The second campaign comprised of nine drillholes with a total of 2,605.60 m drilled. All of them were located on Cerro Evangelista, except for the last two (DDH-58 S and DDH-59 S), which were carried out in the western sector (next to the San Vicente-Tupiza Road).
The objective of these drillholes was to test the silver-gold structures that were located in the evangelist, the relationship of these results obtained is shown in Table 10-6.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-9 |
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Table 10-6: Significant Results Soracaya Drilling Programs from 2008 through 2021
| BHID | From m | To m | INT m | Au ppm | Ag ppm | Pb % | Zn % | Structure | Sector |
| DDH-51S | 75.8 | 76.0 | 0.2 | 0.12 | 56.3 | 0.03 | 1.97 | Cerro Evangelista | |
| DDH-51S | 111.8 | 112.2 | 0.4 | 0.14 | 37.4 | 0.08 | 0.00 | Cerro Evangelista | |
| DDH-51S | 128.2 | 128.8 | 0.6 | 0.24 | 25.2 | 0.10 | 0.08 | Cerro Evangelista | |
| DDH-51S | 133.0 | 134.6 | 1.6 | 0.22 | 38.1 | 0.04 | 0.12 | Candelaria | Cerro Evangelista |
| DDH-53S | 167.0 | 167.6 | 0.6 | 1.55 | 30.3 | 0.07 | 0.06 | Cerro Evangelista | |
| DDH-53S | 169.9 | 171.8 | 1.8 | 2.63 | 91.6 | 0.09 | 0.05 | Cerro Evangelista | |
| DDH-53S | 172.9 | 173.3 | 0.5 | 1.54 | 27.9 | 0.05 | 0.14 | Cerro Evangelista | |
| DDH-53S | 174.6 | 175.4 | 0.8 | 1.24 | 47.9 | 0.81 | 0.72 | Candelaria | Cerro Evangelista |
| DDH-54S | 280.6 | 281.9 | 1.3 | 0.03 | 20.4 | 0.04 | 1.00 | Cerro Evangelista | |
| DDH-55S | 145.8 | 146.5 | 0.6 | 0.14 | 48.1 | 1.45 | 3.34 | Crucera (TR-42) | Cerro Evangelista |
| DDH-55S | 317.5 | 317.8 | 0.3 | 1.43 | 54.7 | 0.04 | 0.02 | Cerro Evangelista | |
| DDH-55S | 336.2 | 336.8 | 0.7 | 3.53 | 7.4 | 0.02 | 0.02 | Cerro Evangelista | |
| DDH-55S | 339.0 | 339.6 | 0.6 | 1.82 | 7.8 | 0.01 | 0.01 | Karina (TR-43) | Cerro Evangelista |
| DDH-55S | 349.0 | 349.4 | 0.4 | 1.77 | 17.9 | 0.01 | 0.00 | Cerro Evangelista | |
| DDH-56S | 132.0 | 132.9 | 0.8 | 0.38 | 374.0 | 0.21 | 0.23 | Cerro Evangelista | |
| DDH-56S | 338.80 | 339.40 | 0.6 | 0.290 | 4.8 | 0.05 | 0.03 | Candelaria | Cerro Evangelista |
| DDH-57S | 215.3 | 215.8 | 0.6 | 0.24 | 37.4 | 0.01 | 0.01 | Ramo 7 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 231.0 | 232.4 | 1.3 | 2.09 | 386.4 | 0.03 | 0.03 | Ramo 6 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 236.5 | 238.5 | 2.0 | 0.38 | 75.0 | 0.05 | 0.02 | Ramo 5 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 239.4 | 242.1 | 2.7 | 0.20 | 47.4 | 0.04 | 0.04 | Ramo 4 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 242.8 | 243.6 | 0.8 | 0.18 | 41.9 | 0.04 | 0.03 | Ramo 3 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 245.0 | 247.8 | 2.8 | 0.11 | 120.3 | 0.02 | 0.02 | Ramo 2 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 250.3 | 251.3 | 1.1 | 0.14 | 147.6 | 0.02 | 0.01 | Ramo 1 Techo Candelaria | Cerro Evangelista |
| DDH-57S | 256.0 | 257.1 | 1.1 | 1.13 | 402.0 | 0.06 | 0.17 | Candelaria | Cerro Evangelista |
Source: KGL (2024)
According to these results, the Candelaria vein and its branches would be considered as an exploration target in the future, as it yielded interesting values in gold and eventually silver. It is also important to mention that this structure has a lineament with one of the San Vicente veins.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-10 |
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| 10.2 | Drilling Programs |
Drills were operated by Maldonado Exploraciones of La Paz, Bolivia with the exception of the 2006 drilling campaign where Leduc Drilling performed the drilling operations as detailed in Table 10-7. The surface drilling was performed by drilling larger diameter HQ core at the early stage of the hole and reduced to NQ size. The exception is in the Phase I drilling in 1999 the drillholes were started as NQ and then reduced to BQ size.
Drillhole collar surveys were completed using a differential GPS (UTM WGS-84) by company survey staff. Downhole surveys were derived using either Tropary, Flexit or Reflex depending on the year.
Downhole survey measurements were taken every 50 m however since then, based on recommendations, the frequency was increased every 25 m. Survey results were corrected for magnetic declination.
Table 10-7: Soracaya Drilling Program Operations
| Contractor | Phase | Year | # Drillholes | Meters Drilled | Downhole Survey Instrument |
| Surface Drillholes | |||||
| Maldonado Exploraciones | I | 1999 | 36 | 8,896.7 | Tropary |
| Leduc Drilling | II | 2006 | 14 | 4,903.0 | Flexit |
| Maldonado Exploraciones | III | 2008 | 9 | 2,605.6 | Tropary |
| Maldonado Exploraciones | IV | 2018 | 36 | 13,149.0 | Reflex |
Source: Sinchi Wahra (2023)
Prior to commencement of drilling, the exploration geology supervisor set out the number of runs needed to reach total depth using steel bars and the blocks to be inserted by the driller into the core boxes at the appropriate depth delineated using permanent marker. Unless issues are encountered, the standard drill run length is 3 m. Then the exploration geology supervisor verifies this process by counting the number of steel bars introduced in the hole against the remaining steel bars left to complete total length of hole. The completed core is placed in wooden core boxes which are covered by wooden lids and secured with metal nails prior to being transported by mine staff from drill site to core logging facility.
For underground drillholes, orientations are marked before drill enters to drill site area, with the locations being measured using total station. The orientation of the drillhole is painted on both walls of the drift by the exploration geologist to insure correct alignment and positioning of the drill. Once the equipment mobilized and installed, the drill is leveled, and the direction is set. Finally, the dip is checked with a clinometer or compass.
Core recoveries were high, and by utilizing several drill core sizes, Glencore were able to ensure drillhole target completion. The majority of drillholes were drilled perpendicular to the strike and dip of the veining and therefore significantly represent true thickness of the veining.
There are no known drilling or core recovery factors that could materially impact the accuracy of these results.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 10-11 |
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| 11 | SAMPLE PREPARATION, ANALYSES AND SECURITY |
| 11.1 | Drillhole and Sub-Surface Sampling and Security |
As reported in Section 10, the surface diamond drilling was performed by Maldonado Exploraciones performing drilling services in 1999 through 2018, while Leduc Drilling performed the Phase II drilling in 2006. The surface diamond drilling is utilized primarily for resource expansion and delineation identify extensions of structures and specifically to define inferred resources. However, the sub-surface drift sampling is the primary and significant data source for defining and estimating resources which is performed by the Company’s geological staff at the Soracaya Project.
Sampling methods and procedures are consistent including drill core handling, sample collection, chain-of- custody and security in addition to assay preparation, assay analysis and QA/QC procedures are consistent for Soracaya, Bolivar, Caballo Balance and Porco.
The secure, sealed core and channel samples are delivered by Santacruz mine staff for analysis to the ISO Certified (NB/ISO/IEC 17025: 2018) Don Diego Assay Laboratory which is located within the Don Diego mill and processing complex. The Don Diego Complex including the assay laboratory is owned and operated by the Issuer, Santacruz. All samples undergo both assay preparation and assaying at the Don Diego Laboratory which also employs industry accepted QA/QC programs.
All analytical results are entered and reside upon the centralized database called Laboratory Information Management System (LIMS) which is the responsibility and under the supervision of the Don Deigo laboratory staff. The assay information is provided to geological staff via live, non-read-write access for import into the industry recognized geological modelling and estimation software systems such as LeapFrog™ and Datamine™.
Sample rejects and remaining half-core is stored in a secure location and labelled for access and retrieval. These facilities are fully controlled by perimeter fencing and security on the property.
| 11.1.1 | Drill Core Logging, Photography, Sampling and Security |
Drill core from surface and underground was stored in wooden labelled boxes, from the drill and transported from the drill to the core logging facility. Before core splitting and logging commences, drill core is systematically photographed using tripod-mounted camera in high resolution and digitally archived for reference as part of the drill and sample database.
Logging and sampling were undertaken on site by company personnel under a QA/QC protocol developed by Glencore. Technicians first prepared the core boxes by reviewing drillhole depth tags, re-assembling broken sections, and mis-placed or mis-aligned core. Core is then washed and cleaned, then marked every meter using permanent marker. Core logging is performed to identify lithology, alteration, RQD, structure, mineralization and sampling selection for core sawing was completed by technicians under the direction of the geologist.
A digital photographic record was performed on each core box, with each photo containing two to a maximum of three boxes. These photos are taken with natural light and each box are marked with their general description, such as project, sample name, box number, and start and end depths as shown in Figure 11-1.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-1 |
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Figure 11-1: Example of Core Box Photography

Source: KGL (2023)
The exploration geologist is responsible for marking core interval depending on interest structure in mineralization zones, from 1.0 m to 2.0 m. The typical sample lengths are 1.0 m to 1.5 m with a minimum sample width of 1.0 m and maximum lengths of approximately 2.0 m; sample lengths were based on the lithology and alteration. The geologist also marks the saw line along the core, with each side containing roughly an equivalent amount of mineralization, and also marks the start and end of each sample interval as shown in Figure 11-2. The technician records the core intervals entering then into an Excel™ spreadsheet.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-2 |
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Figure 11-2: Example of Core Marked for Splitting

Source: Sinchi Wayra (2023)
Technicians secure the sample boxes while they are transported to the dedicated enclosure for cutting. Samples cutting is performed by trained, specialized personnel equipped with appropriate personal protective equipment (PPE) operating a Target Portasaw™ brand diamond disc cutting machine as shown in Figure 11-3. This type of cutting machine is used because it allows the operator to safely split the core longitudinally with precision. It is also possible to make perpendicular cuts and to cut segments greater than 45 cm can be split.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-3 |
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Figure 11-3: Core Splitting Facilities

Source: Sinchi Wayra (2023)
Once the core is cut, half of the drill core is inserted into sample bags along with a sample ticket, tied with plastic straps and then placed in consecutive order according to sequential coding. Then, seven to ten samples are placed in rice bags, based on weight and not exceeding 25 kg. Then the rice sacks are grouped into batches and order maintaining as shown Figure 11-4.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-4 |
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Figure 11-4: Samples Prepared for Analysis Transport

Source: Sinchi Wayra (2023)
The samples are then delivered to the laboratory through an analysis request form which lists the required elements for reporting. The form also includes details about the quantity of samples sent, how many sacks they are transported in, and indicate if they are special samples as shown in Figure 11-5.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-5 |
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Figure 11-5: Sample Submission Form

Source: Sinchi Wayra (2023)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-6 |
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All core boxes that have completed the entire logging and sampling process are stored in the logging area sequentially. They are then transported to the permanent secured core storage facilities and then stored on covered metal shelves as shown in Figure 11-6. Each core box is labelled and coded for easy identification and access.
Figure 11-6: Drill Core Storage Facilities

Source: Sinchi Wayra (2023)
| 11.1.2 | Sub-Surface Sampling and Logging |
The sub-surface sampling is primarily performed within horizontal drift development in addition to face and stope development. Prior to entering the designated underground sampling areas, inspection is performed to ensure or establish adequate ventilation and to perform scaling to eliminate hazards. The structure is washed by pressure hose prior to sampling and the faces marked with white spray paint to delineate length and orientation of sampling transverses. Then a ladder is secured if samples are being taken from the back or at heights up the drift walls to insure safe access. Samples are the taken using a hammer and chisel, collected into an un-used sample bag. Alternatively, samples are collected onto a cleaned and washed tarp, or a specialized tarp lined sample collection pocket for transfer into sample bags. Samples are collected from a 10 cm wide and at least 2 cm depth channel using the hammer and chisel by following the white painted markings. The sampling is performed as two-person teams with one operating the hammer and chisel, and the other collected the rock and mineralized fragments. A new sample bag or freshly cleaned tarp is used for each sample. In the case where the sample width is greater than approximately 1 m then more than one sample must be taken. For stope sampling, systematic samples are taken every 4 m. These samples are split depending upon the structure being sampled and the character of the mineralization encountered. Samples are then introduced to a polyethylene bag with its sample number labeled, sample tag inserted and gathered for transport to the surface for delivery to the analytical laboratory by Santacruz staff of analysis.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-7 |
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Table 11-1 lists the location and lengths and Table 11-2 shows the complete assay data listing for the underground channel samples.
Table 11-1: Underground Sample Locations
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-8 |
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| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-9 |
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Source: Sinchi Wayra (2024)
Table 11-2: Assay Results for the Soracaya Underground Channel Sampling
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-10 |
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| Hole # | From | To | -AI- | Zn% | Pb% | Ag | ZnEq | Code | AgEq |
| C21254 | 0 | 1.5 | 1.5 | 1.7 | 2.74 | 441 | 14.39 | 14 | 575 |
| C21351 | 0 | 0.8 | 0.8 | 1.12 | 1.64 | 415 | 12.35 | 14 | 499 |
| C21352 | 0 | 1 | 1 | 1.19 | 2.57 | 468 | 14.40 | 14 | 579 |
| C21353 | 0 | 0.8 | 0.8 | 2.35 | 5.33 | 392 | 15.83 | 14 | 618 |
| C21354 | 0 | 1.1 | 1.1 | 0.71 | 2.22 | 868 | 23.28 | 14 | 953 |
| C21355 | 0 | 1.2 | 1.2 | 1.38 | 3.84 | 124 | 7.28 | 14 | 276 |
| C21356 | 0 | 0.8 | 0.8 | 2.07 | 6.11 | 123 | 9.68 | 14 | 360 |
| C21357 | 0 | 1.6 | 1.6 | 0.28 | 1.73 | 32 | 2.37 | 14 | 88 |
| C21358 | 0 | 0.5 | 0.5 | 2.27 | 9.86 | 362 | 18.48 | 14 | 707 |
| C21359 | 0 | 1.1 | 1.1 | 1.39 | 1.7 | 153 | 6.36 | 14 | 248 |
| C21360 | 0 | 2 | 2 | 1.54 | 1.75 | 465 | 14.06 | 14 | 566 |
| C21361 | 0 | 1.4 | 1.4 | 0.65 | 0.52 | 72 | 2.78 | 14 | 109 |
| C21362 | 0 | 0.9 | 0.9 | 1.59 | 3.03 | 135 | 7.14 | 14 | 273 |
| C21363 | 0 | 1.7 | 1.7 | 0.1 | 0.81 | 78 | 2.59 | 14 | 103 |
| C21364 | 0 | 1.2 | 1.2 | 0.57 | 1.12 | 189 | 5.97 | 14 | 239 |
| C21365 | 0 | 0.8 | 0.8 | 0.1 | 1.93 | 60 | 3.01 | 14 | 115 |
| C21366 | 0 | 1.1 | 1.1 | 4.65 | 7.5 | 685 | 26.83 | 14 | 1051 |
| C21367 | 0 | 1 | 1 | 1.08 | 0.91 | 388 | 11.10 | 14 | 451 |
| C21368 | 0 | 1.1 | 1.1 | 0.43 | 0.9 | 481 | 12.68 | 14 | 520 |
| C21369 | 0 | 0.9 | 0.9 | 1.86 | 0.74 | 532 | 15.22 | 14 | 618 |
| C21370 | 0 | 0.7 | 0.7 | 1.16 | 2.26 | 2753 | 69.09 | 14 | 2855 |
| C21371 | 0 | 0.7 | 0.7 | 0.48 | 1.48 | 34 | 2.42 | 14 | 91 |
| C21372 | 0 | 0.5 | 0.5 | 0.14 | 0.5 | 94 | 2.78 | 14 | 112 |
| C21372 | 0.5 | 0.9 | 0.4 | 1.5 | 3.4 | 113 | 6.80 | 14 | 257 |
| C21374 | 0 | 1.1 | 1.1 | 0.28 | 0.98 | 75 | 2.83 | 14 | 111 |
| C21375 | 0 | 0.7 | 0.7 | 0.14 | 0.56 | 12 | 0.85 | 14 | 32 |
| C21375 | 0.7 | 1.1 | 0.4 | 0.89 | 0.6 | 50 | 2.55 | 14 | 98 |
| C21452 | 0 | 1.3 | 1.3 | 0.38 | 1.3 | 720 | 18.69 | 14 | 768 |
| C21453 | 0 | 0.8 | 0.8 | 0.04 | 0.24 | 28 | 0.90 | 14 | 36 |
| C21454 | 0 | 1.15 | 1.15 | 0.2 | 4.4 | 267 | 9.97 | 14 | 392 |
| C21455 | 0 | 0.7 | 0.7 | 0.12 | 1.02 | 148 | 4.46 | 14 | 180 |
| C21456 | 0 | 0.85 | 0.85 | 0.18 | 2.8 | 243 | 8.15 | 14 | 325 |
| C21457 | 0 | 0.8 | 0.8 | 0.3 | 1.34 | 246 | 7.24 | 14 | 293 |
| C21458 | 0 | 0.8 | 0.8 | 1.3 | 2.6 | 269 | 9.75 | 14 | 385 |
| C21459 | 0 | 0.7 | 0.7 | 0.5 | 11.1 | 2990 | 80.86 | 14 | 3306 |
| C21460 | 0 | 1.2 | 1.2 | 0.7 | 1.32 | 107 | 4.28 | 14 | 167 |
| C21461 | 0 | 0.8 | 0.8 | 0.14 | 1.52 | 462 | 12.41 | 14 | 508 |
| C21462 | 0 | 0.2 | 0.2 | 0.22 | 4.82 | 114 | 6.63 | 14 | 251 |
| C21463 | 0 | 0.35 | 0.35 | 2.4 | 1.96 | 114 | 6.63 | 14 | 252 |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-11 |
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| Hole # | From | To | -AI- | Zn% | Pb% | Ag | ZnEq | Code | AgEq |
| C21464 | 0 | 0.4 | 0.4 | 4 | 3.17 | 371 | 15.33 | 14 | 598 |
| C21465 | 0 | 0.7 | 0.7 | 6.49 | 3.52 | 1313 | 40.75 | 15 | 1637 |
| C21466 | 0 | 0.45 | 0.45 | 1.47 | 0.91 | 1558 | 39.63 | 15 | 1634 |
| C21479 | 0 | 1 | 1 | 1.75 | 2.34 | 1350 | 36.00 | 14 | 1475 |
| C21480 | 0 | 1.1 | 1.1 | 1 | 2.2 | 553 | 15.97 | 14 | 648 |
| C21481 | 0 | 1.1 | 1.1 | 0.68 | 3.2 | 470 | 14.42 | 14 | 580 |
| C21482 | 0 | 0.6 | 0.6 | 1.94 | 2.4 | 408 | 13.58 | 14 | 541 |
| C21483 | 0 | 0.6 | 0.6 | 2.2 | 2.94 | 123 | 7.40 | 14 | 280 |
| C21488 | 0 | 0.5 | 0.5 | 14.42 | 10.39 | 311 | 29.81 | 14 | 1100 |
| C21489 | 0 | 0.4 | 0.4 | 12.47 | 24.07 | 633 | 46.01 | 14 | 1721 |
| C21490 | 0 | 0.4 | 0.4 | 12.81 | 3.83 | 154 | 19.43 | 14 | 710 |
| C21491 | 0 | 0.5 | 0.5 | 0.28 | 2.6 | 1210 | 31.36 | 14 | 1290 |
| C21493 | 0 | 0.8 | 0.8 | 0.1 | 5.9 | 758 | 22.82 | 14 | 920 |
| C21495 | 0 | 0.5 | 0.5 | 0.42 | 1.84 | 390 | 11.20 | 14 | 454 |
| C21496 | 0 | 0.4 | 0.4 | 0.24 | 1.94 | 400 | 11.34 | 14 | 461 |
| C21497 | 0 | 1.5 | 1.5 | 0.44 | 1.63 | 820 | 21.40 | 14 | 879 |
| C21498 | 0 | 1.7 | 1.7 | 1.67 | 3 | 520 | 16.46 | 14 | 660 |
| C21499 | 0 | 0.8 | 0.8 | 1.81 | 4.9 | 494 | 17.42 | 14 | 690 |
| C21500 | 0 | 0.9 | 0.9 | 0.04 | 0.44 | 53 | 1.65 | 14 | 66 |
| C21501 | 0 | 0.3 | 0.3 | 1.34 | 20.41 | 571 | 30.60 | 14 | 1167 |
| C21502 | 0 | 1.1 | 1.1 | 11.05 | 5.42 | 214 | 20.32 | 15 | 750 |
| C21503 | 0 | 0.7 | 0.7 | 0.08 | 2.28 | 3350 | 82.39 | 15 | 3414 |
Source: Sinchi Wayra (2024)
| 11.2 | Sample Preparation and Analysis |
Samples were transported to the Don Diego Laboratory, which has NB/ISO/IEC 17025: 2018 certification, for sample preparation and analysis where they are documented and entered to the LIMS for tracking and secure reporting of data and results. It is important to note that the Don Diego Laboratory is owned and operated by the Issuer, Santacruz, and was previously owned and operated by Glencore prior to the purchase of all the Sinchi Wayra operations.
Once received the samples are laid out for sample preparation which entails crushing and pulverizing the drill core down to 95% passing -140 microns. The resulting pulps are weighed and individually packaged into envelopes and loaded onto carts for assaying. The resulted prepared samples are then assayed for Ag, Pb, Zn, and Fe using an Atomic Absorption Spectroscopy (AAS) followed by a Gravimetric finish for Ag samples >2,100 g/t and volumetric for Pb >16% and Zn >20% as shown in Figure 11-7.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-12 |
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Figure 11-7: Assay Methods Employed at the Soracaya Project

Source: Sinchi Wayra (2023)
Analytical results are provided via secure servers and pdf formatted assay certificates as shown in Figure 11-8.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-13 |
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Figure 11-8: Example of Don Diego Laboratory Assay Certificate

Source: Sinchi Wayra (2023)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-14 |
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Santacruz database files are stored and managed in Microsoft Access™ and Excel™ formats before being transferred to LeapFrog™ and Datamine™ software.
All half-core is stored at a dedicated core storage facility that is locked and is within a fully controlled perimeter wall and fencing with security on the property.
| 11.3 | QA/QC Procedures and Discussion of Results |
The purpose of Quality Assurance and Quality Control (QA/QC) is to ensure that the laboratory procedures may be relied upon by guarding against sample contamination and test whether the equipment used to prepare the samples has been sufficiently cleaned between sequential assays. In addition, it is standard and highly recommended practice to insert additional “control” samples to continually test the precision and accuracy of the resulting analyses.
Since 2018, Sinchi Wayra has implemented QA/QC programs to varying degrees which employ industry standards and accepted practices for drill core and channel sampling. This includes the regular insertion of blanks and standards randomly into the sample stream along with performing duplicate analysis of pulps and coarse rejects to assess analytical precision and accuracy. Additionally, beginning in 2012, the practice of including coarse and pulp duplicate QA/QC samples was employed.
Field blanks are non-mineralized material sourced locally and inserted into the sample series one every 20 samples (5%). Field blanks are inserted to test for any potential carry-over contamination which might occur in the crushing phase of sample preparation, because of laboratory poor cleaning practices.
Standards analysis are used to inserted to test and insure accuracy.
Duplicate analysis of pulps and quarter-core are used to evaluate analytical precision and to determine if any biases exist between laboratories. Duplicate analysis of coarse rejects is used to analyze preparation error. Table 11-3 details the QA/QC sample insertion rate.
Table 11-3: QA/QC Sample Insertion Rates
Source: KGL (2024)
In 2018, a total of 161 control samples as shown in Table 11-4 were assigned for QA/QC purposes and accounted for approximately 20% of total samples taken during the program.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-15 |
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Table 11-4: Quantity of Control Samples by Type
| Control Type | # |
| Blanks | 47 |
| Standards | 18 |
| Coarse Duplicates | 53 |
| Pulp Duplicates | 54 |
| Total | 172 |
Source: KGL (2024)
| 11.3.1 | Blanks |
Contamination and determining whether adequate cleaning practices are being performed at the laboratory is evaluated through the direct incorporation of sample blanks. Blank samples typically have some level of very low-grade background values depending upon where they are sourced from so the results should be at that value or within acceptable error (±) thresholds. The placement of blanks within the sample stream is typically in the middle of an identified mineralized structure or immediately at the end of the section or sample run. Figure 11-9 through Figure 11-11 show results zero failures or 0% for silver and lead blanks, while there were three failures or 6% for zinc.
Figure 11-9: Plot of Ag g/t Values for Blanks

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-16 |
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Figure 11-10: Plot of Pb% Values for Blanks

Source: Sinchi Wayra (2024)
Figure 11-11: Plot of Zn% Values for Blanks

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-17 |
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| 11.4 | Standards |
Commercial standards sourced from CDN are used to test the accuracy of the assays and to monitor the consistency of the laboratory over time. All standards listed here are multielement standards with recommended values (between-lab mean ± 2 standard deviations) for silver, lead and zinc. All prepared blanks are certified values with absolute and relative standard deviations, as well as 95% confidence intervals. In the case of the certified blanks, 2 standard deviations were chosen as a guide to flag samples for QAQC analysis. These standards were randomly inserted into the sample sequences. Table 11-5 show the standards used for the Soracaya Project, along with their recommended mean metal concentrations.
Table 11-5: Recommended Metal Concentrations of Standards Used at Soracaya
| Standard | Ag g/t | Pb % | Zn % |
| CDN-ME-017 | 37.8 | 0.61 | 6.85 |
| CDN-ME-1402 | 125.8 | 2.45 | 14.7 |
Source: CDN Laboratories website
Failure of a standard implies that all routine samples within its sphere of influence are also considered to have failed and must be re-analyzed at the same primary laboratory. Standards are considered to have failed if the reported gold, silver, copper lead or zinc assay concentration is greater or less than two standard deviations from the recommended mean value for that standard.
In the case of failure of any standard, the failure is recorded, and a determination is made as to whether the failure is within the proximity of any mineralized intervals. If so, the procedure is to re-assay the block of samples within its sphere of influence. In practice, this means that all consecutively listed samples, down list from the failing standard to the next passing standard, and up list from the failing standard to the next prior passing standard, are considered to have failed, and must be re-assayed.
Figure 11-12 through Figure 11-14 shows the results for the CDN ME-017 standards while Figure 11-15 through Figure 11-17 provides the results for the CDN ME-1402 standards for Ag, Pb and Zn, respectively. original versus duplicate grades for Ag, Pb and Zn, respectively. Note that a ±2 standard deviation threshold is denoted as green lines and the purple dashed line illustrates target line.
Of the nine standard analyses for each of CDN ME-017 and CDN ME-1402, there is only one failure for the Pb CDN ME-017 standard. Although the results are good, the number of standards inserted and analysed is minimal. Going forward, the number of standards, and all QAQC methodologies must be increased.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-18 |
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Figure 11-12: Plot of Ag g/t Values for Standards ME-017

Source: Sinchi Wayra (2024)
Figure 11-13: Plot of Pb% Values for Standards ME-017

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-19 |
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Figure 11-14: Plot of Pb% Values for Standards ME-017

Source: Sinchi Wayra (2024)
Figure 11-15: Plot of Ag g/t Values for Standards ME-1402

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-20 |
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Figure 11-16: Plot of Pb% Values for Standards ME-1402

Source: Sinchi Wayra (2024)
Figure 11-17: Plot of Zn% Values for Standards ME-1402

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-21 |
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| 11.4.1 | Duplicates |
Precision is a measure of reproducibility which is measured by introducing duplicate samples randomly into the sample stream. At the Soracaya Project, both coarse and pulp duplicates are performed in order to ensure appropriate levels of precision are being attained at the Don Diego Laboratory facilities. Coarse duplicates entail taking a physical split of the sample at the sample collection stage and then including that duplicate blindly into the sample stream. Pulp duplicates entail taking a physical split of the sample at the culmination of the sample preparation stage at the laboratory and re-inserted into the sample stream.
Figure 11-18 through Figure 11-23 shows the comparative results for the original versus duplicate grades for silver, lead and zinc, respectively. Note that a ±10% relative difference threshold is denoted as a red line and the dashed blue line illustrates x/y=1 target line.
Of the 53 coarse duplicate analyses, the results for silver show good results with one warning for a failure rate of 0% as shown in Figure 11-18. Figure 11-19 shows the results for lead where there are nine warnings for a failure rate of 0%. Although the failure rate for lead is zero, there is a very high warning rate of 20%, it is recommended that sampling practices be reviewed to determine whether there may be a reason for potential cross-contamination at the sampling stage or within the laboratory. Figure 11-20 shows three failures and one warning for the zinc coarse duplicates for a failure rate of 6%. It is important to note that there are three silver, nine lead and two zinc samples that have been mislabelled or analysed in error. This should not be occurring at these frequencies, so procedures need review and revision to eradicate the potential for this to happen.
Figure 11-18: Plot of Coarse Reject Duplicates – Ag g/t

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-22 |
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Figure 11-19: Plot of Coarse Reject Duplicates – Pb%

Source: Sinchi Wayra (2024)
Figure 11-20: Plot of Coarse Reject Duplicates – Zn%

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-23 |
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Figure 11-21 through Figure 11-23 shows the comparative results for the original versus duplicate grades for silver, lead and zinc pulp duplicates, respectively. Again, note that a ±10% relative difference threshold is denoted as a red line and the dashed blue line illustrates x/y=1 target line. Of the 54 pulp duplicate analyses, the results for silver show very good results with no failures and one warning for a failure rate of 0% as shown in Figure 11-21. Figure 11-22 and Figure 11-23 shows excellent results for lead where there are no failures and no warnings for a failure rate of 0% and zinc where there is one failure and no warnings for a failure rate of 2%, respectively.
Figure 11-21: Plot of Pulp Duplicates – Ag g/t

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-24 |
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Figure 11-22: Plot of Pulp Duplicates – Pb%

Source: Sinchi Wayra (2024)
Figure 11-23: Plot of Pulp Duplicates – Zn%

Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-25 |
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In summary, the quality assurance and quality practices and methods employed are reasonable and produce good results. Recommendations with respect to the QA/QC sample selections that the Company should investigate obtaining Certified Reference Material form an outside accredited source for blanks, particularly barren blanks, and for specific silver, lead, and zinc standards.
The LIMS system is widely used and accepted at the laboratory while interfaces to users are automated and trusted. The system is also highly secure which is critical in ensuring that data is not tampered with or prone to inadvertent error however, this also makes it difficult to access, review and report data externally. In addition, reporting functions are relatively dated and system upgrades should be investigated, and some additional customization would also be desirable.
| 11.5 | QP Statement |
It is the opinion of the QP, Garth Kirkham, P.Geo., that the sampling preparation, security, analytical procedures and quality control protocols used by Santacruz are consistent with generally accepted industry best practices and therefore reliable for the purpose of resource estimation particularly for an inferred resource. However, a full review of the QAQC methods and procedures is recommended going forward.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 11-26 |
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| 12 | DATA VERIFICATION |
| 12.1 | Verifications by the Authors of this Technical Report |
The following details the data verification performed by the QPs for the completion of this Technical Report.
A site visit was conducted by the QP, as detailed in Section 2.3 (Table 2-2). The purpose of this visit was to fulfill the requirements specified under NI 43-101 and to familiarize with the property. The site visit consisted of a tour of the surface exposures and trenches which remain open showing mineralized and non- mineralized exposure, sampling review, storage areas and existing infrastructure.
No limitations or failures to conduct data verification were identified by the QPs in the preparation of this Technical Report.
| 12.2 | Geology and Resources |
| 12.2.1 | Site Visit & Verification |
The purpose of these visits is to fulfill the requirements specified under NI 43-101, to gain familiarization with the property, to validate the existence, location, extent and the mineralization and deposits. In addition, the site visits are an important component for verification of all information and data being submitted by the Company for inclusion into the NI 43-101 Technical Report including sample data, geology, QA/QA procedures and mineral resource models and results. These site visits consisted of underground tours of non-mineralized development headings, sampling, storage areas and existing infrastructure. In addition to gathering on-site data and reports, performing interviews, walking through procedures, and investigating areas of discrepancy, the identification and collection of independent verification data such as samples are all critical activities that make up a site visit.
Prior to the site visits, the author reviewed all collected data sources and reports. The primary sources of data for inspection were the drillhole and underground channel sample data, related assay data, QA/QC data and analyses, assay certificates and LIMS databases. In addition, internal Company reports and demonstrations were provided detailing the methods and procedures for sample collection, handling and chain-of-custody, QA/QC procedures and results, and resource estimation methods and reporting.
The QP, Garth Kirkham, P.Geo., visited the property between March 28 through March 30, 2023. The site visit included an inspection of the property, offices, underground operations, core storage facilities, and tours of major centers and surrounding villages most likely to be affected by any potential mining operation.
The site visit performed by the QP to support the Technical Report included a tour of the offices, core logging, and storage facilities which showed clean, well-organized, professional environments. Santacruz geological staff and on-site personnel led the QP through the chain of custody and methods used at each stage of the logging and sampling process. All methods and processes are to common industry standards and common best practices, and no issues were identified. The 2021 site visit also entailed attending all operations including the Bolivar mine, Porco mine and the Caballo Blanco complex which included separate attendance to the Tres Amigos, Colquechaquita and Reserva mines. In addition, the tour included tours through the Don Diego Milling and Processing Complex along with the sample storage facilities.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 12-1 |
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The tour of the property showed a clean, well-organized, professional environment. On-site staff led the author through the methods used at each stage of the resource estimation process. All methods and processes are up to industry standards and reflect leading practices, and no issues were identified.
| 12.2.2 | Sample Database Verification |
Verification of the Soracaya drillhole and underground sample assay database was primarily focused on silver, lead and zinc. Sample databases were supplied in Excel™ format and in LeapFrog™. Checks against source data and assay certificates showed agreement. Statistical analyses used to investigate and identify errors were performed and resulted in minor issues. These have been corrected and it is recommended that a continued program of random “spot checking” the database against assay certificates be employed.
| 12.2.3 | Independent Sampling |
The 2023 site visit included a visit of the Don Diego Mill Complex which included a tour of the Don Diego Laboratory which included an extensive review of the methods and procedures along with gathering appropriate documentation for reporting.
Also, during the 2023 site visit, an independent sampling verification plan was implemented with a total of 10 samples collected across from the Bolivar, Porco and Caballo Blanco operations. The Don Diego Laboratory is an NB/ISO/IEC 17025:2018 accredited laboratory which performs all assay analyses for the mining and processing operations for Sinchi Wayra including Soracaya.
In order to ensure reliability of results particularly as the data is being used for resource estimation purposes with this Technical Report, independent verification duplicate samples are sent to an accredited external umpire laboratory. These verification samples were secured and transported to SGS Peru for analysis and comparison. SGS Peru is a well-established certified assay laboratory that possess and maintains ISO 14000 accreditation. Individual samples were placed in plastic bags with a uniquely numbered tag, after which all samples were collectively placed in a larger bag and delivered by independent transport to the SGS laboratory in Lima, Peru for analysis. The selection was a combination of acid digestion and Induced Coupled-Plasma Atomic Emission Spectroscopy (ICP) along with screening and hydroxide precipitation for overlimit values.
A total of 10 samples which were comprised of pulp duplicates were sent for independent analysis as shown in Table 12-1.
Table 12-1: Soracaya Independent Verification Sampling
| Sample# | Ag g/t | Fe % | Pb % | Zn % | Cu % |
| 22283 | 1061 | 1.53 | 2.85 | 0.21 | 0.04 |
| 22352 | 423 | 12.99 | 16.31 | 3.04 | 0.007 |
| 22530 | 300 | 8.47 | 9.28 | 3.12 | 0.01 |
| 22595 | 631 | 7.21 | 26.68 | 0.42 | 0.07 |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 12-2 |
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| Sample# | Ag g/t | Fe % | Pb % | Zn % | Cu % |
| 22602 | 213 | 6.19 | 12.34 | 1.88 | 0.026 |
| 22713 | 353 | 4.74 | 14.37 | 2.47 | 0.417 |
| 22832 | 374 | 6.37 | 11.76 | 0.88 | 0.309 |
| 23056 | 331 | 6.07 | 11.82 | 1.1 | 0.941 |
| 23083 | 286 | 6.89 | 9.43 | 0.77 | 0.083 |
| 23243 | 302 | 5.1 | 8.55 | 0.26 | 0.011 |
Source: KGL (2024)
Results of the verification samples are presented in Figure 12-1 through Figure 12-4 for Ag, Pb, Zn and Fe, respectively. In all cases, the correlation between the original source Don Diego assay data and that of the duplicate SGS umpire analyses, are perfect as evidenced by the respective R2 being 1. R2 is a measure of the goodness of fit of a model. In regression, the R2 coefficient of determination is a statistical measure of how well the regression predictions approximate the real data points. An R2 of 1 indicates that the regression predictions perfectly fit the data.
Although, these results are not a complete audit of the laboratory, they do verify that the assay results are suitable for resource estimation purposes.
Figure 12-1: Results of Independent Verification Sampling for Ag g/t

Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 12-3 |
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Figure 12-2: Results of Independent Verification Sampling for Pb%

Source: KGL (2024)
Figure 12-3: Results of Independent Verification Sampling for Zn%

Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 12-4 |
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Figure 12-4: Results of Independent Verification Sampling for Fe%

Source: KGL (2024)
Figure 12-5: Results of Independent Verification Sampling for Cu%

Source: KGL (2024)
| 12.2.4 | Geological Model Verification |
The geological and lithological solid domain models were supplied by Santacruz in both Datamine™ and LeapFrog™ which are both industry-leading software systems. The QP imported the multiple vein domains into a similar system called MineSight™ to verify solids volumes and ensure matching of the solids domains against the drillhole and sample database. Results confirmed location and extent of volumes are appropriate to resource estimation purposes.
| 12.2.5 | Conclusions |
The QP is confident that the data and results are valid based on the site visits and inspection of all aspects of the Project, including the methods and procedures used. It is the opinion of the QP that all work, procedures, and results have adhered to best practices and industry standards as required by NI 43-101.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 12-5 |
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| 13 | MINERAL PROCESSING AND METALLURGICAL TESTING |
The metallurgical assessment of the Soracaya deposit is in the early stages. To date there has been a bench scale flotation test and a pilot plant test conducted to produce bulk lead-zinc-silver concentrates. The recovery rates of silver, lead and zinc were evaluated across these different phases to predict the effective recovery.
| 13.1 | Laboratory Bench Scale Testing |
The laboratory bench scale tests provided initial insights into the potential recovery of the Soracaya mineralized material. Due to the limited results available, the data has been analyzed using two methods:
1) calculated rougher recovery based on lab test data and 2) reported recovery rates from the lab tests. It is unclear from the report reviewed if there were multiple tests conducted to determine the optimal reagent dosages and rougher residence time or if the flotation test results are based on a single test of the Soracaya mineralized material.
The flotation test produced a single bulk concentrate containing silver, lead and zinc. It is reasonable that future testwork will include a flotation stage to separate the lead concentrate from the zinc concentrate or will focus on switching the flowsheet to a sequential flotation flowsheet where a lead concentrate is produced (while depressing zinc) and then activating the zinc to produce a zinc concentrate. The flowsheet used in the flotation test can be seen in Figure 13-1.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 13-1 |
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Figure 13-1: Lab Flotation Testwork Flowsheet

Source: Sinchi Wayra (2024)
The tests were conducted by Laboratorio de Fisica UMSA (UMSA), with the following results:
| ● | Concentrate Mass Pull: ~5.5% | |
| ● | Zinc (Zn): 90.43% | |
| ● | Lead (Pb): 62.41% | |
| ● | Silver (Ag): 86.63% |
The author of this Technical Report has reviewed the calculations and determined a different interpretation of the results, which are summarized in Table 13-1, including calculations of the interim products.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 13-2 |
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Table 13-1: Summary of Results from Lab Flotation Test
| Mass | Mass | Assays | Distribution | |||||||
| g | % | Zn % | Pb % | Ag g/t | Fe % | Zn | Pb | Ag | Fe | |
| Rougher Feed | 2000 | 100.0 | 1.29 | 2.72 | 562.9 | 6.41 | 100.00 | 100.00 | 100.00 | 100.00 |
| Rougher Concentrate | 203.72 | 10.2 | 7.1434 | 10.288 | 3159.0 | 8.3705 | 56.57 | 38.60 | 57.16 | 13.30 |
| Rougher Tails | 1796.3 | 89.8 | 0.6221 | 1.8562 | 268.5 | 6.1891 | 43.43 | 61.40 | 42.84 | 86.70 |
| Scavenger Concentrate | 348.51 | 17.4 | 2.50 | 3.71 | 952.0 | 9.55 | 33.87 | 23.81 | 29.47 | 25.96 |
| Scavenger Tailings | 1447.77 | 72.4 | 0.17 | 1.41 | 104.0 | 5.38 | 9.57 | 37.59 | 13.37 | 60.74 |
| 1st Cleaner Concentrate | 83.66 | 4.2 | 12.24 | 16.33 | 5191.0 | 8.83 | 39.81 | 25.15 | 38.57 | 5.76 |
| 1st Cleaner Tails | 120.06 | 6.0 | 3.59 | 6.08 | 1743.0 | 8.05 | 16.75 | 13.44 | 18.59 | 7.54 |
| 2nd Cleaner Concentrate | 44.56 | 2.2 | 17.00 | 21.96 | 7091.6 | 8.86 | 29.45 | 18.02 | 28.07 | 3.08 |
| 2nd Cleaner Tails | 39.1 | 2.0 | 6.82 | 9.91 | 3025.0 | 8.80 | 10.37 | 7.14 | 10.51 | 2.68 |
| 3rd Cleaner Concentrate | 16.24 | 0.8 | 22.06 | 29.96 | 8622.0 | 7.51 | 13.93 | 8.96 | 12.44 | 0.95 |
| 3rd Cleaner Tails | 28.32 | 1.4 | 14.10 | 17.37 | 6214.0 | 9.63 | 15.52 | 9.06 | 15.63 | 2.13 |
Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 13-3 |
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The cleaner flotation tests demonstrate that saleable concentrates can be made from the feed and that with sufficient rougher and scavenger flotation effort, it is possible to achieve reasonable recoveries.
The estimated recoveries, when accounting for the scavenger flotation circuit and assuming the final concentrate grade achieved in the flotation test was representative of a plant final concentrate were:
| ● | Concentrate Mass Pull: 5% | |
| ● | Zinc (Zn): 87.46% | |
| ● | Lead (Pb): 50.44% | |
| ● | Silver (Ag): 82.52% |
| 13.2 | Pilot Plant Operations |
Pilot plant testing is typically carried out to prove that a selected flowsheet developed through batch rougher and cleaner testing will work on a larger, representative sample of the typical ore. Prior to pilot plant testing, the laboratory will often run a locked cycle test (LCT) which simulates the recirculating streams found in a plant to check that the flowsheet is stable and that plant recoveries can be predicted. The pilot plant testing on the Soracaya mineralized material appears to have been conducted without an LCT using a similar, but not identical flowsheet to the laboratory work presented in the report.
The pilot plant testing conducted by the metallurgical department of UMSA followed the flowsheet in Figure 13-2.
Figure 13-2: Pilot Plant Testwork Flowsheet

Source: Sinchi Wayra (2024)
The pilot plant confirmed that it is possible to produce a high-grade concentrate while achieving reasonable recoveries The reported recoveries from the pilot plant were:
| ● | Reported Pilot Plant Recovery: |
| ○ | Zinc (Zn): 79.81% | |
| ○ | Lead (Pb): 68.27% | |
| ○ | Silver (Ag): 83.85% |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 13-4 |
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| 13.3 | San Vicente Comparative Analysis |
In addition to the internal testing, comparative data from the San Vicente mine was examined to gauge the recovery performance against an external benchmark. The San Vicente mill uses a sequential flotation flowsheet rather than the bulk/differential flowsheet that has been conducted on the Soracaya samples.
Although, the San Vicente mine is located close to the Soracaya deposit, there are substantial differences in the feed grade with the zinc feed grade being approximately double and the lead feed grade approximately half that of Soracaya.
| ● | San Vicente Recovery Rates: |
| ○ | Zinc (Zn): 76.3% | |
| ○ | Lead (Pb): 79.433% | |
| ○ | Silver (Ag): 91.4% |
| 13.4 | Recovery Recommendation |
Based on the test data and comparison to San Vicente results, the following recovery factors are assumed as shown in Table 13-2.
Table 13-2: Recovery Factors
| Recovery | |||
| Report | Zn | Pb | Ag |
| Calculated Lab Test Rougher Recovery | 87.46 | 50.44 | 82.52 |
| Lab Test (Reported) | 90.43 | 62.41 | 86.63 |
| Pilot Plant (Reported) | 79.81 | 68.27 | 83.85 |
| San Vicente | 76.3 | 79.43 | 91.4 |
| Recovery Recommendation | 85 | 65 | 85 |
Source: Sinchi Wayra (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 13-5 |
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| 14 | MINERAL RESOURCE ESTIMATES |
| 14.1 | Introduction |
The purpose of this Technical Report is to document the resource estimations for the Soracaya deposit. This section describes the work undertaken by KGL, including key assumptions and parameters used to prepare the mineral resource models for Soracaya which herein to be reporting using zinc-equivalent (ZnEq) cut-offs based upon updated commodity pricing and actual operating costs.
In addition, this Technical Report serves as a first-time disclosure for mineral resources for the Soracaya deposit, together with appropriate commentary regarding the merits and possible limitations of such assumptions.
| 14.2 | Data |
The database included 95 drillholes and 79 underground channel samples which were supplied in electronic format by Santacruz. This included collars, downhole surveys, lithology data and assay data (i.e., Ag g/t, Pb%, Zn%, Fe%). Validation and verification checks were performed during importation of data to ensure there were no overlapping intervals, typographic errors or anomalous entries. Anomalies and errors were validated and corrected. Figure 14-1 shows a plan view of the supplied drillholes and underground channel samples.
Figure 14-1: Plan View of Soracaya Drillholes

Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-1 |
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| 14.3 | Geology Model |
Solid models (Figure 14-2, Figure 14-3 and Figure 14-4) were created from sections and based on a combination of lithology, grades and site knowledge. It is important to note that the Soracaya Project consists of very uniform and consistent veins which provides a relatively good level of confidence with respect to location, orientation and dimensions of the modelled geological domains. Of the 95 drillholes, 85 of them intersect the veins while 10 drillholes do not.
Figure 14-2: Plan View of Soracaya Mineralized Zones and Drillholes
Source: KGL (2024)
Figure 14-3: Section View of Soracaya Mineralized Zones and Drillholes Looking Southwest with Topography
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-2 |
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Figure 14-4: Long Section View of Soracaya Mineralized Zones and Drillholes Looking Northwest
Source: KGL (2024)
All zones were modelled based on current drilling and assay data using LeapFrog™ and then imported into MineSight™ for interpretation and refinement. Every intersection was inspected, and the solid was then manually adjusted to match the drill intercepts. Once the solid model was created, it was used to code the drillhole assays and composites for subsequent statistical and geostatistical analysis. The solid zones were used to constrain the block model by matching assays to those within the zones. The orientation and ranges (distances) used for search ellipsoids in the estimation process were derived from strike and dip of the mineralized zone, site knowledge and on-site observations.
| 14.4 | Data Analysis |
Each of the veins within the Soracaya deposit is identified and individually coded as shown in Table 14-1 which are used throughout the estimation process.
Table 14-1: Vein Codes and Descriptions for the Soracaya Deposit
| Vein Code | Vein Name |
| 1 | A1 |
| 2 | A2 |
| 3 | A3 |
| 4 | A4 |
| 5 | A5 |
| 6 | A5 |
| 7 | A6 |
| 11 | B1 |
| 12 | ES2 |
| 13 | España |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-3 |
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| Vein Code | Vein Name |
| 14 | Esperanza |
| 15 | Ramo 1 |
| 16 | Ramo 2 |
| 17 | SOR1 |
Source: KGL (2024)
The database was then numerically coded using these individual mineralized solids. The database was then inspected and manually adjusted, drillhole by drillhole, to ensure accuracy of zonal intercepts. Table 14-2 shows the statistics for the silver, lead and zinc assays.
Note that all the vein domains possess a relatively low degree of variability which is evidenced by the low Coefficient of Variation (CV) which is a unit independent quantitative measure of variability. With CVs being quite low at values of <2 with only the Ag for A6, Cu for Esperansa, and the Ag and Cu for Esperanza Ramo 1 having CVs >2. However, the Soracaya deposit has extremely high Ag grades and although not demonstrating high levels of variability, with grades up to 18.53% Zn, 9.14% Cu, 47.94% Pb and 15,397 g/t Ag, it is prudent to ensure that extremely high grades do not unduly over-influence the resource as a whole. So, the goal of compositing and grade cutting will be to temper the effect of extreme grades so as not to spread or smear beyond reasonable distances.
Table 14-2: Statistics Silver, Lead and Zinc for the Soracaya Deposit by Vein
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-4 |
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| CODE | # | Length (m) | Min | Max | Mean | SD | CV | |
| 5 | 8 | 4.97 | 0.16 | 29.18 | 9.62 | 9.91 | 1.0 | |
| 6 | 15 | 10.69 | 0.04 | 32.23 | 4.29 | 5.99 | 1.4 | |
| 7 | 7 | 6.8 | 0.08 | 7.68 | 4.28 | 2.94 | 0.7 | |
| 11 | 8 | 3.55 | 0.32 | 19.96 | 3.57 | 4.75 | 1.3 | |
| 12 | 34 | 24.63 | 0.01 | 26.00 | 5.40 | 5.00 | 0.9 | |
| 13 | 13 | 10.16 | 0.16 | 16.71 | 3.58 | 3.75 | 1.0 | |
| 14 | 207 | 162.23 | 0.04 | 38.48 | 4.35 | 5.41 | 1.2 | |
| 15 | 76 | 57.17 | 0.02 | 30.19 | 5.27 | 7.19 | 1.4 | |
| 16 | 36 | 24.07 | 0.14 | 29.60 | 6.20 | 6.88 | 1.1 | |
| 17 | 27 | 26.68 | 0.03 | 47.49 | 9.77 | 13.50 | 1.4 | |
| Total | 510 | 382.26 | 0.01 | 47.49 | 5.10 | 6.77 | 1.3 | |
| All | 3,287 | 2,676.38 | 0 | 54.78 | 1.20 | 3.30 | 2.7 | |
Zn% |
1 | 33 | 20.58 | 0.04 | 8.87 | 1.67 | 1.73 | 1.0 |
| 2 | 20 | 13.89 | 0.06 | 3.11 | 0.59 | 0.90 | 1.5 | |
| 3 | 18 | 10.51 | 0.06 | 4.71 | 0.87 | 1.14 | 1.3 | |
| 4 | 7 | 5.38 | 0.05 | 0.48 | 0.24 | 0.12 | 0.5 | |
| 5 | 8 | 4.97 | 0.3 | 3.62 | 0.96 | 1.08 | 1.1 | |
| 6 | 15 | 10.69 | 0.01 | 3.10 | 0.47 | 0.85 | 1.8 | |
| 7 | 7 | 6.8 | 0.14 | 3.97 | 1.26 | 1.12 | 0.9 | |
| 11 | 8 | 3.55 | 0.14 | 5.94 | 1.39 | 1.78 | 1.3 | |
| 12 | 34 | 24.63 | 0.03 | 4.81 | 0.72 | 1.01 | 1.4 | |
| 13 | 13 | 10.16 | 0.05 | 2.64 | 0.57 | 0.69 | 1.2 | |
| 14 | 207 | 162.23 | 0.02 | 18.03 | 1.36 | 2.17 | 1.6 | |
| 15 | 76 | 57.17 | 0.01 | 11.05 | 1.16 | 2.01 | 1.7 | |
| 16 | 36 | 24.07 | 0.02 | 18.53 | 1.24 | 2.38 | 1.9 | |
| 17 | 27 | 26.68 | 0.05 | 7.62 | 1.59 | 1.67 | 1.0 | |
| Total | 510 | 382.26 | 0.01 | 18.53 | 1.20 | 1.91 | 1.6 | |
| All | 3,297 | 2,686.38 | 0 | 27.80 | 0.39 | 0.93 | 2.4 | |
Cu% |
1 | 19 | 9.88 | 0 | 0.75 | 0.09 | 0.21 | 2.5 |
| 2 | 6 | 2.02 | 0.006 | 0.13 | 0.05 | 0.05 | 0.8 | |
| 3 | 8 | 3.58 | 0.006 | 0.18 | 0.03 | 0.04 | 1.4 | |
| 4 | 3 | 2.46 | 0.005 | 0.01 | 0.01 | 0.00 | 0.2 | |
| 5 | 3 | 1.31 | 0.006 | 0.04 | 0.02 | 0.02 | 0.8 | |
| 6 | 9 | 6.68 | 0.001 | 0.83 | 0.20 | 0.30 | 1.6 | |
| 7 | 4 | 3.01 | 0.001 | 0.02 | 0.01 | 0.01 | 1.1 | |
| 11 | 4 | 1.55 | 0.005 | 0.02 | 0.01 | 0.01 | 0.7 | |
| 12 | 22 | 14.87 | 0.001 | 1.04 | 0.22 | 0.38 | 1.7 | |
| 13 | 7 | 5.39 | 0.004 | 0.04 | 0.02 | 0.01 | 0.6 |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-5 |
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| CODE | # | Length (m) | Min | Max | Mean | SD | CV | |
| 14 | 81 | 54.88 | 0.001 | 9.14 | 0.19 | 0.74 | 3.9 | |
| 15 | 18 | 8.96 | 0.001 | 1.59 | 0.11 | 0.34 | 3.1 | |
| 16 | 15 | 7.14 | 0.008 | 0.10 | 0.03 | 0.03 | 0.8 | |
| 17 | 16 | 16.1 | 0.002 | 0.29 | 0.04 | 0.06 | 1.5 | |
| Total | 215 | 137.83 | 0 | 9.14 | 0.13 | 0.50 | 3.8 | |
| All | 1,448 | 1,062.93 | 0 | 12.70 | 0.07 | 0.33 | 5.0 |
Source: KGL (2024)
Additionally, iron statistics show very low CV values throughout with an overall value of 0.6 as shown in Table 14-3. Although the iron is not considered economic contributors at this time, it may prove important in the future from a geo-metallurgical perspective.
Table 14-3: Iron Statistics for the Soracaya Deposit by Vein
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-6 |
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Table 14-4 shows the statistical analysis of assay interval lengths shows that the average sample length is 0.75 m with the median (or the value where 50% of the data is above and below) being 0.72 m. Therefore, the data is not skewed meaning that the sample lengths are relatively consistent. Figure 14-5 also illustrates this negative skewness and also illustrates that the assay lengths are predominately <1 m in length with 8% of all vein samples being >1 m.
Table 14-4: Statistics Assay Interval Lengths for the Soracaya Deposit by Vein
Source: KGL (2024)
Figure 14-5: Assay Interval Lengths
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-7 |
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A significant concern related to having very small sample widths is the potential for bias due to selectively sampled or high grading. Figure 14-6 shows the distribution of silver values compared with sample lengths where there are small number of very high grades that coincide with small intervals although the distribution is not overly biased although there are two extreme grades > 7,000 g/t Ag at assay intervals lengths of 0.3 m and 0.4 m, respectively. However, compositing to larger intervals will understandably smooth out or dilute the effect of these very high grades and an effective outlier strategy that reduces the extreme effects is also warranted even though variabilities remain low.
Figure 14-6: Assay Interval Length vs. Silver Grades
Source: KGL (2024)
| 14.5 | Composites |
It was determined that a 1.0 m composite length offered the best balance between supplying common support for samples and minimizing the smoothing of the grades with ~90% of the samples within the mineralized zones being <1 m in length. The 1.0 m sample length also was consistent with the distribution of sample lengths within the mineralized domains as shown in the histogram of assay lengths.
Note that the composite data was not declustered however analysis shows that there are variations in the mean grades between native and declustered composites. The drillhole data is widely distributed and not grouped into specific clusters however the channel sample data is very tightly spaced in comparison to the drillhole data. The underground channel samples also should have limited influence near and adjacent to the underground workings however if they are treated similarly to the drillhole data, they will create a significant bias by weighting the underground samples and overwhelm the drillhole sample data. Therefore, the underground channel sample data requires declusting while the drillhole data does not to ensure appropriate sample support. Figure 14-7 shows the 79 underground channel samples supplied. Declustering was performed manually, as shown in Figure 14-8 resulting in 19 underground channel samples that are utilized for statistical analysis and use for the mineral resource estimate.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-8 |
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Figure 14-7: Long Section View of the Underground Channel Samples
Source: KGL (2024)
Figure 14-8: Long Section of the Manually Declustered Underground Channel Samples
Source: KGL (2024)
Table 14-5 shows the basic statistics for the 1.0 m Ag, Pb, Zn and Cu composite grades within the mineralized vein domains. It should be noted that although 1.0 m is the composite length, any residual composites of lengths greater than 0.5 m were retained to represent a composite, while any composite residuals less than 0.5 m were combined with the previous composite. It is important to note that compositing has proven effective in tempering the effect of high grade outliers as the CVs have been tamed, bringing them consistently below 2.0 with the exception of the Cu values for the Esperansa and Esperanza Ramo 1 veins. Although effective, it is prudent to perform outlier analyses to determine whether additional measures are warranted.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-9 |
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Table 14-5: Composite Statistics for the Soracaya Deposit by Vein
| Zone | # | Length (m) | Min | Max | Mean | SD | CV | |
Ag |
1 | 28 | 20.58 | 4 | 921 | 165 | 213 | 1.3 |
| 2 | 15 | 13.89 | 25 | 375 | 138 | 110 | 0.8 | |
| 3 | 17 | 10.51 | 10 | 338 | 120 | 87 | 0.7 | |
| 4 | 6 | 5.38 | 30.77 | 145 | 59 | 36 | 0.6 | |
| 5 | 7 | 4.97 | 8 | 375 | 202 | 164 | 0.8 | |
| 6 | 13 | 10.69 | 7 | 4,696 | 710 | 1,334 | 1.9 | |
| 7 | 9 | 6.8 | 6 | 558 | 231 | 251 | 1.1 | |
| 11 | 7 | 3.55 | 10 | 423 | 175 | 180 | 1.0 | |
| 12 | 29 | 24.63 | 4 | 513 | 110 | 113 | 1.0 | |
| 13 | 13 | 10.16 | 28 | 294 | 89 | 63 | 0.7 | |
| 14 | 123 | 106.33 | 7 | 3,156 | 280 | 402 | 1.4 | |
| 15 | 58 | 54.92 | 4 | 3,350 | 315 | 510 | 1.6 | |
| 16 | 28 | 24.07 | 36 | 606 | 197 | 159 | 0.8 | |
| 17 | 28 | 26.68 | 4 | 684 | 218 | 213 | 1.0 | |
| Total | 382 | 324.11 | 4 | 4,696 | 244 | 426 | 1.7 | |
| All | 3,358 | 2,672.38 | 0 | 4,696 | 54 | 190 | 3.5 | |
Pb% |
1 | 28 | 20.58 | 0.21 | 22.19 | 4.71 | 5.40 | 1.1 |
| 2 | 15 | 13.89 | 0.04 | 11.93 | 4.38 | 3.56 | 0.8 | |
| 3 | 17 | 10.51 | 0.2 | 14.56 | 4.84 | 3.51 | 0.7 | |
| 4 | 6 | 5.38 | 0.17 | 7.60 | 3.56 | 1.99 | 0.6 | |
| 5 | 7 | 4.97 | 0.16 | 22.86 | 9.62 | 8.61 | 0.9 | |
| 6 | 13 | 10.69 | 0.04 | 12.69 | 4.29 | 3.92 | 0.9 | |
| 7 | 9 | 6.8 | 0.08 | 7.68 | 4.28 | 2.94 | 0.7 | |
| 11 | 7 | 3.55 | 0.32 | 16.31 | 3.57 | 4.04 | 1.1 | |
| 12 | 29 | 24.63 | 0.01 | 16.02 | 5.40 | 4.33 | 0.8 | |
| 13 | 13 | 10.16 | 0.16 | 12.66 | 3.58 | 3.34 | 0.9 | |
| 14 | 123 | 106.33 | 0.04 | 38.48 | 4.89 | 5.45 | 1.1 | |
| 15 | 58 | 54.92 | 0.02 | 30.01 | 5.33 | 6.65 | 1.2 | |
| 16 | 28 | 24.07 | 0.14 | 22.19 | 6.20 | 5.23 | 0.8 | |
| 17 | 28 | 26.68 | 0.03 | 41.27 | 9.77 | 12.68 | 1.3 | |
| Total | 382 | 324.11 | 0.01 | 41.27 | 5.42 | 6.45 | 1.2 | |
| All | 3,362 | 2,664.38 | 0 | 41.27 | 1.21 | 3.02 | 2.5 | |
Zn% |
1 | 28 | 20.58 | 0.04 | 4.07 | 1.67 | 1.39 | 0.8 |
| 2 | 15 | 13.89 | 0.06 | 3.11 | 0.59 | 0.90 | 1.5 | |
| 3 | 17 | 10.51 | 0.06 | 4.71 | 0.87 | 1.14 | 1.3 | |
| 4 | 6 | 5.38 | 0.05 | 0.40 | 0.24 | 0.11 | 0.4 |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-10 |
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| Zone | # | Length (m) | Min | Max | Mean | SD | CV | |
| 5 | 7 | 4.97 | 0.3 | 3.62 | 0.96 | 1.08 | 1.1 | |
| 6 | 13 | 10.69 | 0.01 | 3.10 | 0.47 | 0.84 | 1.8 | |
| 7 | 9 | 6.8 | 0.14 | 3.97 | 1.26 | 1.12 | 0.9 | |
| 11 | 7 | 3.55 | 0.14 | 5.94 | 1.39 | 1.77 | 1.3 | |
| 12 | 29 | 24.63 | 0.03 | 4.81 | 0.72 | 0.97 | 1.3 | |
| 13 | 13 | 10.16 | 0.05 | 2.64 | 0.57 | 0.69 | 1.2 | |
| 14 | 123 | 106.33 | 0.02 | 12.47 | 1.34 | 1.84 | 1.4 | |
| 15 | 58 | 54.92 | 0.01 | 6.60 | 0.89 | 1.11 | 1.2 | |
| 16 | 28 | 24.07 | 0.0269 | 18.53 | 1.24 | 2.28 | 1.8 | |
| 17 | 28 | 26.68 | 0.05 | 5.48 | 1.59 | 1.44 | 0.9 | |
| Total | 382 | 324.11 | 0.01 | 18.53 | 1.12 | 1.54 | 1.4 | |
| All | 3,372 | 2,672.38 | 0 | 18.53 | 0.40 | 0.86 | 2.2 | |
Cu% |
1 | 14 | 9.88 | 0.003 | 0.75 | 0.09 | 0.21 | 2.5 |
| 2 | 3 | 2.02 | 0.02 | 0.13 | 0.05 | 0.04 | 0.8 | |
| 3 | 8 | 3.58 | 0.006 | 0.18 | 0.03 | 0.04 | 1.4 | |
| 4 | 2 | 2.46 | 0.005 | 0.01 | 0.01 | 0.00 | 0.2 | |
| 5 | 2 | 1.31 | 0.006 | 0.04 | 0.02 | 0.02 | 0.8 | |
| 6 | 8 | 6.68 | 0.001 | 0.83 | 0.20 | 0.30 | 1.5 | |
| 7 | 4 | 3.01 | 0.001 | 0.02 | 0.01 | 0.01 | 1.1 | |
| 11 | 4 | 1.55 | 0.005 | 0.02 | 0.01 | 0.01 | 0.7 | |
| 12 | 18 | 14.87 | 0.001 | 1.02 | 0.22 | 0.38 | 1.7 | |
| 13 | 7 | 5.39 | 0.007 | 0.04 | 0.02 | 0.01 | 0.6 | |
| 14 | 63 | 54.88 | 0.001 | 3.62 | 0.19 | 0.49 | 2.6 | |
| 15 | 11 | 8.96 | 0.001 | 0.62 | 0.11 | 0.22 | 2.0 | |
| 16 | 9 | 7.14 | 0.01 | 0.07 | 0.03 | 0.02 | 0.6 | |
| 17 | 18 | 16.1 | 0.003 | 0.29 | 0.04 | 0.05 | 1.4 | |
| Total | 171 | 137.83 | 0.001 | 3.62 | 0.13 | 0.36 | 2.7 | |
| All | 1,349 | 1,062.93 | 0 | 4.48 | 0.07 | 0.23 | 3.5 |
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-11 |
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Figure 14-9 shows the distribution of silver values compared with composite lengths which is in contrast to those that were illustrated for the assay intervals in Figure 14-6. This shows that composting has smoothed that high grade outliers within the smaller assay intervals to ensure that these smaller intervals are weighted appropriately.
Figure 14-9: Composite Interval Lengths vs. Silver Grades
Source: KGL (2024)
The box plots for the zinc, lead, silver and sopper composites shown in Figure 14-10 through Figure 14-13 illustrate that each of the individual vein domains have differing statistical characteristics and grade distributions. Therefore, there is not a case combine the vein domains for estimation and as such, they are treated independently utilizing hard boundaries.
Figure 14-10: Box Plot of Zn% Composites for the Soracaya Deposit
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-12 |
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Figure 14-11: Box Plot of Pb% Composites for the Soracaya Deposit
Source: KGL (2024)
Figure 14-12: Box Plot of Ag g/t Composites for the Soracaya Deposit
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-13 |
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Figure 14-13: Box Plot of Cu% Composites for the Soracaya Deposit
Source: KGL (2024)
| 14.6 | Evaluation of Outlier Assay Values |
An evaluation of the probability plots suggests that there may be outlier assay values that could result in an overestimation of resources as previously discussed. Although it is believed that this risk is relatively low, it was considered prudent to cut the silver, lead and zinc composites to varying thresholds for each mineralized vein to reduce the effects of outliers.
As previously discussed, the CVs, which are a unit independent measure of variability, were relatively low for the assay data. This may be mitigated or resolved by 1) compositing and 2) cutting or grade limiting.
Compositing has shown to have a mitigative effect on the high-grade outlier grades however an evaluation of the probability plots suggests that there may be outlier values or populations that could result in an overestimation or smearing of grade. Figure 14-14 through Figure 14-17 shows probability plots for the lead, zinc and silver, respectively which demonstrate “breaks” or shifts at between the 95th and 99th percentile that indicate an outlier population. Therefore, for composites above those “breaks” or thresholds, the composites are limited or capped. Table 14-6 lists the cut thresholds applied to the composite data for each all veins for zinc, lead, silver and copper, respectively.
Table 14-6: Outlier Cutting Analysis for the Soracaya Deposit
| Zone | Zn % | Ag g/t | Pb % |
| 1-17 | 4 | 750 | 20 |
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-14 |
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Figure 14-14: Cumulative Probability Plot of Zn% Composites for the Soracaya Deposit
Source: KGL (2024)
Figure 14-15: Cumulative Probability of Pb% Composites for the Soracaya Deposit
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-15 |
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Figure 14-16: Cumulative Probability of Ag g/t Composites for the Soracaya Deposit
Source: KGL (2024)
Figure 14-17: Cumulative Probability of Cu% Composites for the Soracaya Deposit
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-16 |
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Table 14-7 illustrates the effect of each process from assay data to composites and then cut composites along with the reduction in average grade and corresponding CV. Throughout, the results show a modest reduction of metal as illustrated by the reductions of the mean grades from assay versus cut composites as shown as red bold. In addition, variability is modestly to significantly reduced as illustrated by the reduction in the CVs.
Table 14-7: Outlier Cutting Analysis for the Soracaya Deposit
| Assays | Composites | %diff Assay vs Comps | Cut Composites | %diff Assay vs Cut Comps | ||||||||||||
| Zone | Max | Mean | CV | Max | Mean | CV | Max | Mean | CV | Max | Mean | CV | Max | Mean | CV | |
Ag |
1 | 921 | 165 | 1.3 | 921 | 165 | 1.3 | 0% | 0% | -2% | 750 | 157 | 1.2 | -19% | -5% | -10% |
| 2 | 619 | 138 | 1.2 | 375 | 138 | 0.8 | -39% | 0% | -32% | 375 | 138 | 0.8 | -39% | 0% | -32% | |
| 3 | 338 | 120 | 0.7 | 338 | 120 | 0.7 | 0% | 0% | -1% | 338 | 120 | 0.7 | 0% | 0% | -1% | |
| 4 | 145 | 59 | 0.7 | 145 | 59 | 0.6 | 0% | 0% | -8% | 145 | 59 | 0.6 | 0% | 0% | -8% | |
| 5 | 471 | 202 | 0.9 | 375 | 202 | 0.8 | -20% | 0% | -9% | 375 | 202 | 0.8 | -20% | 0% | -9% | |
| 6 | 15,397 | 710 | 3.6 | 4,696 | 710 | 1.9 | -70% | 0% | -47% | 750 | 282 | 1.0 | -95% | -60% | -71% | |
| 7 | 558 | 231 | 1.1 | 558 | 231 | 1.1 | 0% | 0% | 0% | 558 | 231 | 1.1 | 0% | 0% | 0% | |
| 11 | 1,450 | 175 | 1.5 | 423 | 175 | 1.0 | -71% | 0% | -30% | 423 | 175 | 1.0 | -71% | 0% | -30% | |
| 12 | 570 | 110 | 1.1 | 513 | 110 | 1.0 | -10% | 0% | -7% | 513 | 110 | 1.0 | -10% | 0% | -7% | |
| 13 | 315 | 89 | 0.8 | 294 | 89 | 0.7 | -7% | 0% | -12% | 294 | 89 | 0.7 | -7% | 0% | -12% | |
| 14 | 3,291 | 317 | 1.4 | 3,156 | 280 | 1.4 | -4% | -11% | 0% | 750 | 236 | 0.9 | -77% | -25% | -37% | |
| 15 | 7,275 | 335 | 2.2 | 3,350 | 315 | 1.6 | -54% | -6% | -28% | 750 | 231 | 1.0 | -90% | -31% | -55% | |
| 16 | 962 | 197 | 1.1 | 606 | 197 | 0.8 | -37% | 0% | -29% | 606 | 197 | 0.8 | -37% | 0% | -29% | |
| 17 | 964 | 218 | 1.2 | 684 | 218 | 1.0 | -29% | 0% | -16% | 684 | 218 | 1.0 | -29% | 0% | -16% | |
| Total | 15,397 | 268 | 2.3 | 4,696 | 244 | 1.7 | -70% | -9% | -24% | 750 | 200 | 1.0 | -95% | -25% | -56% | |
| All | 15,397 | 54 | 4.7 | 4,696 | 54 | 3.5 | -70% | 0% | -24% | 750 | 47 | 2.4 | -95% | -13% | -49% | |
Pb% |
1 | 26.68 | 4.71 | 1.3 | 22.19 | 4.71 | 1.1 | -17% | 0% | -8% | 20.00 | 4.62 | 1.1 | -25% | -2% | -11% |
| 2 | 14.30 | 4.38 | 1.0 | 11.93 | 4.38 | 0.8 | -17% | 0% | -22% | 11.93 | 4.38 | 0.8 | -17% | 0% | -22% | |
| 3 | 14.56 | 4.84 | 0.7 | 14.56 | 4.84 | 0.7 | 0% | 0% | -1% | 14.56 | 4.84 | 0.7 | 0% | 0% | -1% | |
| 4 | 7.95 | 3.56 | 0.7 | 7.60 | 3.56 | 0.6 | -4% | 0% | -14% | 7.60 | 3.56 | 0.6 | -4% | 0% | -14% | |
| 5 | 29.18 | 9.62 | 1.0 | 22.86 | 9.62 | 0.9 | -22% | 0% | -13% | 20.00 | 9.05 | 0.9 | -31% | -6% | -17% | |
| 6 | 32.23 | 4.29 | 1.4 | 12.69 | 4.29 | 0.9 | -61% | 0% | -35% | 12.69 | 4.29 | 0.9 | -61% | 0% | -35% | |
| 7 | 7.68 | 4.28 | 0.7 | 7.68 | 4.28 | 0.7 | 0% | 0% | 0% | 7.68 | 4.28 | 0.7 | 0% | 0% | 0% | |
| 11 | 19.96 | 3.57 | 1.3 | 16.31 | 3.57 | 1.1 | -18% | 0% | -15% | 16.31 | 3.57 | 1.1 | -18% | 0% | -15% | |
| 12 | 26.00 | 5.40 | 0.9 | 16.02 | 5.40 | 0.8 | -38% | 0% | -13% | 16.02 | 5.40 | 0.8 | -38% | 0% | -13% | |
| 13 | 16.71 | 3.58 | 1.0 | 12.66 | 3.58 | 0.9 | -24% | 0% | -11% | 12.66 | 3.58 | 0.9 | -24% | 0% | -11% | |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-17 |
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| Assays | Composites | %diff Assay vs Comps | Cut Composites | %diff Assay vs Cut Comps | ||||||||||||
| Zone | Max | Mean | CV | Max | Mean | CV | Max | Mean | CV | Max | Mean | CV | Max | Mean | CV | |
| 14 | 38.48 | 4.35 | 1.2 | 38.48 | 4.89 | 1.1 | 0% | 12% | -10% | 20.00 | 4.74 | 1.0 | -48% | 9% | -17% | |
| 15 | 30.19 | 5.27 | 1.4 | 30.01 | 5.33 | 1.2 | -1% | 1% | -8% | 20.00 | 4.89 | 1.1 | -34% | -7% | -21% | |
| 16 | 29.60 | 6.20 | 1.1 | 22.19 | 6.20 | 0.8 | -25% | 0% | -24% | 20.00 | 6.11 | 0.8 | -32% | -1% | -27% | |
| 17 | 47.49 | 9.77 | 1.4 | 41.27 | 9.77 | 1.3 | -13% | 0% | -6% | 20.00 | 7.15 | 1.0 | -58% | -27% | -26% | |
| Total | 47.49 | 5.10 | 1.3 | 41.27 | 5.42 | 1.2 | -13% | 6% | -10% | 20.00 | 5.06 | 1.0 | -58% | -1% | -24% | |
| All | 54.78 | 1.20 | 2.7 | 41.27 | 1.21 | 2.5 | -25% | 0% | -9% | 20.00 | 1.16 | 2.3 | -63% | -3% | -18% | |
Zn% |
1 | 8.87 | 1.67 | 1.0 | 4.07 | 1.67 | 0.8 | -54% | 0% | -19% | 4.00 | 1.67 | 0.8 | -55% | 0% | -20% |
| 2 | 3.11 | 0.59 | 1.5 | 3.11 | 0.59 | 1.5 | 0% | 0% | 0% | 3.11 | 0.59 | 1.5 | 0% | 0% | 0% | |
| 3 | 4.71 | 0.87 | 1.3 | 4.71 | 0.87 | 1.3 | 0% | 0% | 0% | 4.00 | 0.82 | 1.2 | -15% | -6% | -10% | |
| 4 | 0.48 | 0.24 | 0.5 | 0.40 | 0.24 | 0.4 | -17% | 0% | -13% | 0.40 | 0.24 | 0.4 | -17% | 0% | -12% | |
| 5 | 3.62 | 0.96 | 1.1 | 3.62 | 0.96 | 1.1 | 0% | 0% | 0% | 3.62 | 0.96 | 1.1 | 0% | 0% | 0% | |
| 6 | 3.10 | 0.47 | 1.8 | 3.10 | 0.47 | 1.8 | 0% | 0% | -1% | 3.10 | 0.47 | 1.8 | 0% | 0% | -1% | |
| 7 | 3.97 | 1.26 | 0.9 | 3.97 | 1.26 | 0.9 | 0% | 0% | 0% | 3.97 | 1.26 | 0.9 | 0% | 0% | 0% | |
| 11 | 5.94 | 1.39 | 1.3 | 5.94 | 1.39 | 1.3 | 0% | 0% | 0% | 4.00 | 1.22 | 1.1 | -33% | -12% | -11% | |
| 12 | 4.81 | 0.72 | 1.4 | 4.81 | 0.72 | 1.3 | 0% | 0% | -4% | 4.00 | 0.69 | 1.2 | -17% | -5% | -14% | |
| 13 | 2.64 | 0.57 | 1.2 | 2.64 | 0.57 | 1.2 | 0% | 0% | 0% | 2.64 | 0.57 | 1.2 | 0% | 0% | 0% | |
| 14 | 18.03 | 1.36 | 1.6 | 12.47 | 1.34 | 1.4 | -31% | -2% | -14% | 4.00 | 1.15 | 1.0 | -78% | -16% | -36% | |
| 15 | 11.05 | 1.16 | 1.7 | 6.60 | 0.89 | 1.2 | -40% | -23% | -28% | 4.00 | 0.83 | 1.0 | -64% | -28% | -40% | |
| 16 | 18.53 | 1.24 | 1.9 | 18.53 | 1.24 | 1.8 | 0% | 0% | -4% | 4.00 | 1.04 | 1.0 | -78% | -16% | -46% | |
| 17 | 7.62 | 1.59 | 1.0 | 5.48 | 1.59 | 0.9 | -28% | 0% | -14% | 4.00 | 1.54 | 0.9 | -48% | -3% | -19% | |
| Total | 18.53 | 1.20 | 1.6 | 18.53 | 1.12 | 1.4 | 0% | -7% | -13% | 4.00 | 1.03 | 1.1 | -78% | -15% | -31% | |
| All | 27.80 | 0.39 | 2.4 | 18.53 | 0.40 | 2.2 | -33% | 1% | -8% | 4.00 | 0.37 | 1.7 | -86% | -5% | -27% | |
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-18 |
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| 14.7 | Specific Gravity Estimation |
There are no bulk density measurements taken at Soracaya. Due to the similarities and proximity to the San Vicente project, the same density formula was utilized for Soracaya as follows:
Density = 2.646 + 0.0171*Cu% + 0.132*Pb% + 0.018*Zn
Specific gravities assigned on a block-by-block basis using the calculated values. A default density of 3.1 t/m3 was assigned to any blocks that were not assigned a calculated value (Figure 14-18). It is recommended that a program be initiated to derive direct density measurements from the Soracaya Project
Figure 14-18: Calculated Density Model
Source: KGL (2024)
| 14.8 | ZnEq and Cut-off Grade Calculation |
The mineral resources reported herein are reporting based on zinc equivalent (ZnEq). The formula used to convert the respective metals to ZnEq is as follows:
ZnEq = Zn% + 1.6 x Pb% + 0.071 x Ag g/t + 4.1 x Cu%
Metal prices used were $3.65/lb Cu, $21.00/oz Ag, $1.00/lb Pb, and $1.15/lb Zn. The process recoveries used for the calculation are 70% Pb, 72.25% Ag and 70% Cu for the lead con while 80% Zn and 12.75% Ag for the zinc con.
Based on actual 2023 operating costs derived from the Porco mine operating cost data of $104/t mining costs, $17/t G&A and $1.94 almacen, the cut-off grade for reporting the resources is 10% ZnEq.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-19 |
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| 14.9 | Mined Out Development Volumes |
Soracaya has a limited amount of development on surface and underground. The underground development incudes an access ramp and drifting along the Esperanza vein which requires depletion from the resource estimate. Figure 14-19 and Figure 14-20 shows a plan and long-section view of the existing underground development to be extracted from the resource model.
Figure 14-19: Plan View of Mined Out Development (Blue)
Source: KGL (2024)
Figure 14-20: Long Section View of Mined Out Development (Blue)
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-20 |
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| 14.10 | Block Model Definition |
The block model used to estimate the resources was defined according to the limits specified in Figure 14-21. The block model is orthogonal and rotated 330°, reflecting the orientation of the deposit. The chosen block size was 10 m by 10 m by 2 m and subsequently sub-blocked to 2 m x 2 m x 0.1 m to facilitate underground mine planning and scheduling. Note that MineSight™ uses the centroid of the blocks as the origin.
Figure 14-21: Dimensions, Origin and Orientation for the Soracaya Block Model
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|
Source: KGL (2024)
| 14.11 | Resource Estimation Methodology |
Experimental variograms and variogram models in the form of correlograms were generated for silver, lead, zinc and copper grades. However, the veins do not have sufficient data to generate meaningful variogram results. For this reason, it was decided at this time to use inverse distance to the second power as the interpolator.
The resource estimation plan includes the following items:
| ■ | mineralized zone code of modelled mineralization in each block; |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-21 |
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| ■ | estimated block silver, lead, zinc and copper grades by inverse distance to the second power; |
| ■ | two-pass estimation strategy for each mineralized vein domain. The two passes enable better estimation of local metal grades and infill of interpreted solids and to facilitate classification; and |
| ■ | assignment of mined out areas coded into the block model for exclusion. |
The resultant resource model for the Esperanza vein is shown in Figure 14-22 through Figure 14-27.
Figure 14-22: Long Section View of Block Model for the Esperansa Vein showing ZnEq% Cutoff Grades

Source: KGL (2024)
Figure 14-23: Long Section View of Block Model for the Esperansa Vein showing Zn% Cutoff Grades
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-22 |
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Figure 14-24: Long Section View of Block Model for the Esperansa Vein showing Ag g/t Cutoff Grades
Source: KGL (2024)
Figure 14-25: Long Section View of Block Model for the Esperansa Vein showing Pb% Cutoff Grades
Source: KGL (2024)
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-23 |
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Figure 14-26: Long Section View of Block Model for the Esperansa Vein showing Cu% Cutoff Grades
Source: KGL (2024)
Figure 14-27: Cross Section View of ZnEq Cutoff Grades for the Soracaya Block Model, Drillholes and Topography

Source: KGL (2024)
| 14.12 | Mineral Resource Classification |
Mineral resources were estimated in conformity with generally accepted CIM Estimation of Mineral Resources and Mineral Reserves Best Practice Guidelines (2019). Mineral resources are not mineral reserves and do not have demonstrated economic viability.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-24 |
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The mineral resources may be impacted by further infill and exploration drilling that may result in an increase or decrease in future resource evaluations. The mineral resources may also be affected by subsequent assessment of mining, environmental, processing, permitting, taxation, socio-economic and other factors. There is insufficient information in this early stage of study to assess the extent to which the mineral resources will be affected by factors such as these that are more suitably assessed in a scoping or conceptual study.
Mineral resources for the Soracaya deposit were classified according to the CIM Definition Standards for Mineral Resources and Mineral Reserves (2014) as approved by Garth Kirkham, P.Geo., an “independent qualified person” as defined by NI 43-101.
Drillhole spacing in the Soracaya deposit is sufficient for preliminary geostatistical analysis and evaluating spatial grade variability. KGL is, therefore, of the opinion that the amount of sample data is adequate to demonstrate very good confidence in the grade estimates for the deposit.
The estimated blocks were classified according to the following:
| ■ | confidence in interpretation of the mineralized zones; | |
| ■ | lack of density measurements; | |
| ■ | number of data used to estimate a block; | |
| ■ | number of composites allowed per drillhole; and | |
■ | distance to nearest composite used to estimate a block. |
The classification of resources was based primarily on distance to the nearest composite; however, all the quantitative measures, as listed above, were inspected and taken into consideration. In addition, the classification of resources for each zone was considered individually by virtue of their relative depth from surface and the inability to derive meaningful geostatistical results.
| 14.13 | Reasonable Prospect of Eventual Economic Extraction |
Furthermore, an interpreted boundary was created for the inferred threshold in order to exclude orphans and reduce “spotted dog” effect. The remaining blocks may be unclassified and may be considered as geologic potential for further exploration. This interpreted boundary is considered the threshold within which there is a “reasonable prospect of eventual economic extraction” as shown for the Esperanza vein in Figure 14-28.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-25 |
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Figure 14-28: Long Section View of Inferred Resources (blue) and Unclassified Resources (red)
Source: KGL (2024)
Furthermore, an additional consideration for the requirement for resources to possess a “reasonable prospect of eventual economic extraction” (RP3E) is the creation of underground mineable shapes that display continuity based on cut-off grades and classification. Additionally, these RP3E shapes also took into account must-take material that may fall below cut-off grade but will be extracted by mining in the event that adjacent economic material is extracted making below cut-off material by virtue of the mining costs being paid for.
These underground mining shapes were created using stope optimization techniques and are shown in Figure 14-29. The design criteria utilized was based on stope dimensions of 20 m along strike, 20 m tall and minimum mining width of 1.25 m. In addition, dilution of 0.25 m is included for hangingwall and footwall for a total diluted minimum mining width of 1.75 m. Figure 14-30 shows the corresponding classified block model for ZnEq% within the optimized stopes.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 14-26 |
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Figure 14-29: Long Section View of Stopes
Source: KGL (2024)
Figure 14-30: Long Section View of Inferred Blocks with ZnEq% Cutoff Grades along within Optimized Stopes
Source: KGL (2024)
| 14.14 | Resource Validation |
A graphical validation was completed on the block model. This type of validation serves the following purposes:
| ■ | checks the reasonableness of the estimated grades based on the estimation plan and the nearby composites; |
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| ■ | checks that the general drift and the local grade trends compare to the drift and local grade trends of the composites; |
| ■ | ensures that all blocks in the core of the deposit have been estimated; |
| ■ | checks that topography has been properly accounted for; |
| ■ | checks against manual approximate estimates of tonnages to determine reasonableness; and |
| ■ | inspects for and explains potentially high-grade block estimates in the neighbourhood of the extremely high assays. |
A full set of cross sections, long sections and plans were used to digitally check the block model; these showed the block grades and composites. There was no indication that a block was wrongly estimated, and it appears that every block grade could be explained as a function of the surrounding composites and the applied estimation plan.
The validation techniques included the following:
| ■ | visual inspections of cross, long and plan sections; | |
| ■ | swath plots comparing estimated block grades from inverse distance and nearest neighbour estimates; and | |
| ■ | inspection of histograms showing distance from first composite to nearest block, and average distance to blocks for all composites which gives a quantitative measure of confidence that blocks are adequately informed in addition to assisting in the classification of resources. |
| 14.15 | Mineral Resource Statement |
Table 14-8 shows the Mineral Resource Statement for the Soracaya deposit at 13.4% ZnEq cut-off grade. The criteria considered were confidence, continuity and economic cut-off. Table 14-9 lists the mineral resources by individual vein.
Table 14-8: Base Case Total Mineral Resources at 10% ZnEq Cut-off
| Tonnes | ZnEq | Zn | Ag | Pb | Cu | NSR |
| 4,137,000 | 31.62 | 1.23 | 259.76 | 7.23 | 0.09 | 248.82 |
Notes:
| 6) | The current Resource Estimate was prepared by Garth Kirkham, P.Geo., of Kirkham Geosystems Ltd. |
| 7) | All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under National Instrument 43-101 (“NI43-101”). |
| 8) | The Mineral Resource Estimate was prepared using a 10% zinc equivalent cut-off grade. Cut-off grades were derived from $3.65/lb. copper, $21.00/oz silver, $1.15/lb. zinc and $1.00/lb. lead. This cut-off grade was based on current smelter agreements and total OPEX costs of $156.00/t based on 2023 actual costs derived from the Porco mine data, with process recoveries of 70.0% for copper, 80.0% for zinc, 70.0% for lead, and 85% for silver. All prices are stated in $USD. |
| 9) | An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. |
| 10) | Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource’s mineability, selectivity, mining loss, or dilution. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely. |
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Table 14-9: Base Case Total Mineral Resources at 10% ZnEq Cut-off Split by Area
| Vein Code | Vein Name | Tonnes | ZnEq | Zn | Ag | Pb | Cu | NSR |
| 1 | A1 | 317,000 | 33.28 | 1.86 | 270.69 | 7.37 | 0.10 | 261.99 |
| 2 | A2 | 290,000 | 28.87 | 0.88 | 229.70 | 7.05 | 0.10 | 227.13 |
| 3 | A3 | 210,000 | 24.53 | 0.50 | 177.34 | 7.06 | 0.03 | 192.82 |
| 5 | A5 | 177,000 | 35.75 | 1.04 | 247.48 | 10.66 | 0.02 | 281.22 |
| 6 | A6 | 100,000 | 39.63 | 0.29 | 429.37 | 5.31 | 0.08 | 312.16 |
| 7 | A7 | 39,000 | 32.02 | 1.39 | 312.44 | 5.26 | 0.01 | 252.18 |
| 11 | B1 | 8,000 | 51.77 | 2.53 | 385.30 | 13.65 | 0.01 | 407.22 |
| 12 | ES2 | 273,000 | 27.41 | 1.01 | 176.95 | 8.00 | 0.25 | 215.55 |
| 13 | España | 24,000 | 32.75 | 1.76 | 196.25 | 10.59 | 0.03 | 257.45 |
| 14 | Esperanza | 1,343,000 | 31.66 | 1.41 | 260.08 | 7.02 | 0.13 | 249.13 |
| 15 | Ramo 1 | 680,000 | 31.98 | 1.09 | 294.90 | 6.13 | 0.04 | 251.67 |
| 16 | Ramo 2 | 393,000 | 25.44 | 1.00 | 198.62 | 6.36 | 0.04 | 200.11 |
| 17 | SOR1 | 283,000 | 43.35 | 1.77 | 360.88 | 9.81 | 0.06 | 341.11 |
Notes:
| 1) | The current Resource Estimate was prepared by Garth Kirkham, P.Geo., of Kirkham Geosystems Ltd. |
| 2) | All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under National Instrument 43-101 (“NI43-101”). |
| 3) | The Mineral Resource Estimate was prepared using a 10% zinc equivalent cut-off grade. Cut-off grades were derived from $3.65/lb. copper, $21.00/oz silver, $1.15/lb. zinc and $1.00/lb. lead. This cut-off grade was based on current smelter agreements and total OPEX costs of $156.00/t based on 2023 actual costs derived from the Porco mine data, with process recoveries of 80.0% for zinc, 70.0% for lead, and 72.25% for silver. All prices are stated in $USD. |
| 4) | An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. |
| 5) | Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource’s mineability, selectivity, mining loss, or dilution. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely. |
| 14.16 | Sensitivity of the Block Model to Selection Cut-off Grade |
The mineral resources are not particularly sensitive to the selection of cut-off grade. Table 14-10 shows the total resources for all metals at varying ZnEq cut-off grades. The reader is cautioned that these values should not be misconstrued as a mineral reserve. The reported quantities and grades are only presented as a sensitivity of the resource model to the selection of cut-off grades.
Note that the base case cut-off grades presented in Table 14-10 are based on potentially underground, mineable resources at the base case of 10% ZnEq.
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Table 14-10: Sensitivity Analyses at Various ZnEq Cut-off Grades for the Inferred Resources
| Cutoff | Tonnes | ZnEq | Zn | Ag | Pb | Cu | NSR |
| >=13.4 | 4,125,000 | 31.68 | 1.23 | 260.26 | 7.24 | 0.09 | 249.26 |
| >=10 | 4,137,000 | 31.62 | 1.23 | 259.76 | 7.23 | 0.09 | 248.82 |
| >=2 | 4,142,000 | 31.59 | 1.23 | 259.53 | 7.22 | 0.09 | 248.61 |
Notes:
| 1) | The current Resource Estimate was prepared by Garth Kirkham, P.Geo., of Kirkham Geosystems Ltd. |
| 2) | All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under National Instrument 43-101 (“NI43-101”). |
| 3) | The Mineral Resource Estimate was prepared using a 10% zinc equivalent cut-off grade. Cut-off grades were derived from $3.65/lb. copper, $21.00/oz silver, $1.15/lb. zinc and $1.00/lb. lead. This cut-off grade was based on current smelter agreements and total OPEX costs of $156.00/t based on 2023 actual costs derived from the Porco mine data, with process recoveries of 80.0% for zinc, 70.0% for lead, and 72.25% for silver. All prices are stated in $USD. |
| 4) | An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. |
| 5) | Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource’s mineability, selectivity, mining loss, or dilution. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely. |
| 14.17 | Discussion with Respect to Potential Material Risks to the Resources |
The current political and socio-economic climate in Bolivia poses risks and uncertainties that could delay or even stop development as reported within the Fraser Institute Annual Report 2022 where Bolivia ranks very low in many non-technical metrics. Bolivia has been ranked consistently low for the past five years and ranks in the lower quartile on all metrics that gauge risk and uncertainty. It is difficult to gauge or qualify the level or extents of the risks however, all companies working in Bolivia must continue to be aware of the potential risks and develop mitigation strategies. A significant risk related to the Santacruz Bolivian mineral assets and in particular the mineral resources and mineral reserves is the significant artisanal activity that continues to exist. This activity is not only a socio-economic risk but also effects access to resources and reserves along with potentially resulting in potential sterilization of mineral resources.
Apart from political and socio-economic risks there are no other known environmental, permitting, legal, taxation, title or other relevant factors that materially affect the resources apart from commodity price fluctuations particularly on the downside.
The Soracaya deposit consists of very many high-grade thin veins. These types of deposits are very sensitive to grade as the size and geometry must be economically viable as they must support selective mining methods and be able to withstand high levels of dilutive material.
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| 15 | MINERAL RESERVE ESTIMATE |
This section is not applicable to this Technical Report.
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|
16 | MINING METHODS |
This section is not applicable to this Technical Report.
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| 17 | PROCESS DESCRIPTION AND RECOVERY METHODS |
This section is not applicable to this Technical Report.
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| 18 | PROJECT INFRASTRUCTURE AND SERVICES |
This section is not applicable to this Technical Report.
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|
19 | MARKET STUDIES AND CONTRACTS |
This section is not applicable to this Technical Report.
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| 20 | ENVIRONMENTAL STUDIES, PERMITTING AND SOCIAL OR COMMUNITY IMPACTS |
This section is not applicable to this Technical Report.
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| 21 | CAPITAL AND OPERATING COSTS |
This section is not applicable to this Technical Report.
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| 22 | ECONOMIC ANALYSIS |
This section is not applicable to this Technical Report.
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| 23 | ADJACENT PROPERTIES |
The San Vicente mine is located in southern Bolivia, in the province of Sud-Chicas, Department of Potosí, at a latitude of 21°16’ south, longitude 66°19’ west, and an altitude of 4,500 masl. It is 11 km to the west of Soracaya. Table 23-1 shows the 2023 resources and reserves as published in the Pan American Silver website.
Table 23-1: 2023 Resources and Reserves for San Vicente
Source: Pan American Website
The QP has been unable to verify the information and that the information is not necessarily indicative of the mineralization on the property that is the subject of the Technical Report.
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| 24 | OTHER RELEVANT DATA AND INFORMATION |
There is no other relevant data.
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| 25 | INTERPRETATIONS AND CONCLUSIONS |
| 25.1 | Observations |
Regionally, the Paleozoic basement forms anticlines and synclines with preferential north-west orientation. The Soracaya property is located approximately 8 km west of the prominent north-south striking San Vicente thrust fault, which forms the eastern limit of the intermountain Bolivian Altiplano basin. Low-angle faults, parallel to the folded structures, confirm the presence of compressive stresses in an easterly direction and this is the case for the San Vicente fault, which causes the Ordovician sedimentary package to overlie the polymictic conglomerates of the San Vicente formation. As a result of the tensile phases which are reactivated, high-angle, typically mineralized, faulting and veining occurs in an east-west preferential direction.
The lithology comprises an alternation of shale-slate, followed by siltstone-sandstone and finally laminated sandstones. In the extreme west, outcrops of reddish conglomerates are observed, which are in discordant contact with Ordovician rocks bounded by a regional fault called the San Vicente fault.
Structurally, a series of anticlinal and synclinal folds with an almost north-south direction can be observed. The mineralization-filled fractures have a NEE strike and a second system transverse to the former but related to the vicinity of the Soracaya volcanic complex.
The predominant alteration is argillic followed by propylitization and/or chloritization. Alteration in sedimentary rocks is restricted to areas of possible mineralization. Most of the rocks are fresh.
Mineralization in the Soracaya deposit is structurally controlled, while lithological control plays a minimal role. Pre-existing faults, fractures, and zones of weakness served as conduits for the mineralizing solutions. Structural preparation is very important for the passage of mineralizing solutions. From what has been observed in the Project, the control for mineralization is basically structural and probably lithological in the Tuna Rumi sector.
In the deposit, there are two generations of mineralization; Polymetallic mineralization of the Philonian type, i.e. fissure and/or fracture filled with local dissemination of syngenetic pyrite transformed into iron oxides of probably meteoric character, located in the areas of (Potos Orkho, Tuna Rumi, Sud de Tuna Rumi and Cerro Evangelista).
Another low-grade, high-volume mineralization system where mineralization is likely to be in disseminated form, limonitic box work from pyrite and limonitic stockwork; this type of mineralization could be found in Cerro Evangelista and in volcanic breccia that outcrops in the form of a process on the hill (Potos Orkho) and could be important targets for exploration with drilling.
Surface mineralization is represented by oxides such as Limonite, Hematite, Jarosite; Sectors with barite and quartz, are generally observed in the traces of structures and point sectors dissemination of pyrite also related to nearby structures. The structures identified at the surface were recognized at depth as massive structures, branched with pyrite, possibly silver (tetrahedrite) and copper ores within the pyrite mass and chalcopyrite veins.
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The Soracaya Project is an “exploration property”. Predecessor companies have performed exploration and deposit expansion drilling of surface and performed underground sampling since 1999 totalling 95 surface drillholes totaling 29,554.3 m and 79 underground channel samples in the database were supplied in electronic format by Santacruz. This included collars, downhole surveys, lithology data and assay data (i.e., Ag g/t, Pb%, Zn%).
Verification of the Soracaya drillhole and underground sample assay database was primarily focused on silver, lead and zinc. Sample databases were supplied in ExcelTM format and in LeapFrogTM. Checks against source data and assay certificates showed agreement. Statistical analyses used to investigate and identify errors were performed and resulted in minor issues. These have been corrected and it is recommended that a continued program of random “spot checking” the database against assay certificates be employed.
During the 2023 site visit, an extensive independent sampling verification plan was implemented with a total of 80 samples collected across from the Bolivar, Porco and Caballo Blanco operations. The Don Diego Laboratory is an NB/ISO/IEC 17025:2018 accredited laboratory which performs all assay analyses for the mining and processing operations for Sinchi Wayra including Bolivar. The Don Diego Laboratory in owned and operated by the Issuer, Santacruz.
Results of the verification samples indicates that the regression predictions perfectly fit the data meaning that the check sampling program successfully verified and validated the data and although, these results are not a complete audit of the laboratory, they do verify that the assay results are suitable for resource estimation purposes.
The geological and lithological solid domain models were supplied by Santacruz in both DatamineTM and LeapFrogTM which are both industry-leading software systems. The QP imported the multiple vein domains into a similar system called MineSightTM to verify solids volumes and ensure matching of the solids domains against the drillhole and sample database. Results confirmed location and extent of volumes are appropriate to resource estimation purposes.
Resource block models were supplied in DatamineTM format which is an industry recognized software system used for resource estimation. These models were then imported to MineSightTM for verification of the resource estimation. In addition, independent estimations were run using the verified sample data and vein domains employing inverse distance estimations to ensure reasonableness and verify the resources independently. Results illustrated good agreement between the original and verification models. Verification of the SG regression analysis was also performed by comparing measured versus calculated density values.
The mineral resources were estimated in conformity with CIM’s “Estimation of Mineral Resources and Mineral Reserves Best Practices Guidelines” (December 2019) and are reported in accordance with NI 43-101 guidelines.
Using a cut-off grade of 10.0 ZnEq, the Soracaya Project resources are presented in Table 25-1.
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Table 25-1: Base-Case Total Mineral Resources at 10% ZnEq Cut-off
| Tonnes | ZnEq | Zn | Ag | Pb | Cu | NSR |
| 4,137,000 | 31.62 | 1.23 | 259.76 | 7.23 | 0.09 | 248.82 |
Notes:
| 1) | The current Resource Estimate was prepared by Garth Kirkham, P.Geo., of Kirkham Geosystems Ltd. |
| 2) | All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under National Instrument 43-101 (“NI43-101”). |
| 3) | The Mineral Resource Estimate was prepared using a 10% zinc equivalent cut-off grade. Cut-off grades were derived from $3.65/lb. copper, $21.00/oz silver, $1.15/lb. zinc and $1.00/lb. lead. This cut-off grade was based on current smelter agreements and total OPEX costs of $156.00/t based on 2023 actual costs derived from the Porco mine data, with process recoveries of 70.0% for copper, 80.0% for zinc, 70.0% for lead, and 85% for silver. All prices are stated in $USD. |
| 4) | An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. |
| 5) | Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource’s mineability, selectivity, mining loss, or dilution. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely. |
The QPs found that the Soracaya Project is a well-managed operation that has exploration potential and should be advanced further.
The methods and procedures are employed using industry-standard techniques and procedures and industry-standard software by diligent and competent professionals.
The area and Santacruz has an ample provision of skilled workers and reasonably good quality equipment.
The mill facility at the Don Diego is well run and the feed and mill operation are well understood by the technical group. The mill equipment appeared to be well maintained during the site visit in 2021.
| 25.2 | Risks |
The Soracaya Project is subject to all the risks normally associated with an operating mine, and some unique to its situation. These include:
| ■ | The current political and socio-economic climate in Bolivia poses risks and uncertainties that could delay or even stop development as reported within the Fraser Institute Annual Report 2022 where Bolivia ranks very low in many non-technical metrics. Bolivia has been ranked consistently low for the past five years and ranks in the lower quartile on all metrics that gauge risk and uncertainty. It is difficult to gauge or qualify the level or extents of the risks however, all companies working in Bolivia must continue to be aware of the potential risks and develop mitigation strategies. A significant risk related to the Santacruz Bolivian mineral assets and in particular the mineral resources and mineral reserves is the significant artisanal activity that continues to exist. This activity is not only a socio-economic risk but also affects access to resources and reserves along with potential sterilization of mineral resources; | |
| ■ | Geological interpretations may be subjective and may result in the location and extent of some of the mineralized structure to change although as the Soracaya Project is comprised of well constrained veins, this risk is minimal; | |
| ■ | As vein thicknesses are narrow, resources may be sensitive to dilution although the relative high grades that exist at the Soracaya Project are successful at mitigating such risks to date; | |
| ■ | Information and data that documents the location and amount of material extracted during colonial times is limited, therefore accounting for lose of this material n the resource is not precise; | |
| ■ | Varying resource classification methods and criteria may vary as more data is considered; |
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| ■ | There is no guarantee that further drilling will result in additional resources or increased classification; | |
| ■ | Lower commodity prices could change size and grade of the potential targets; | |
| ■ | Further work may disprove previous models and therefore result in condemnation of targets and potential negative economic outcomes; and | |
| ■ | Maintenance of permits. |
| 25.3 | Opportunities |
Project opportunities include:
| ■ | A systematic exploration program could provide an excellent opportunity for successfully uncovering new discoveries; | |
| ■ | An increased understanding and derivation of alternative theories may result in further discovery and expansion for the Project; | |
| ■ | A hydrogeological study could help the operation to better characterize and understand water inflows, aiding design work and planning to reduce the impact of major seasonal inflows; | |
| ■ | Higher commodity prices will change size and grade of the potential targets; and | |
| ■ | Potential for expansion and classification upgrade of resources as mining activities progress. |
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| 26 | RECOMMENDATIONS |
To advance the Soracaya Project and further evaluate the potential additional veins and increase resources thereby displacing depletion due to ongoing mining activities, the following is recommended:
| ■ | Regional exploration for identification of new veins; | |
| ■ | Incorporate structural interpretations to assist regional understanding; | |
| ■ | Review and improve QA/QC program; | |
| ■ | Investigate source of anomalous lead values experienced with the field blanks; | |
| ■ | Incorporate externally certified blanks and standards into the QA/QC program; | |
| ■ | Insert QA/QC samples throughout at a rate of 1 in 20 for blanks, standards and duplicates; | |
| ■ | Analyze thickness and grade-thickness profiles for resource targeting and predictive dilution study; | |
| ■ | Investigate geo-metallurgical characteristics; | |
| ■ | Run a metallurgical program to develop an understanding of the Soracaya mineralization. The program should include the assembly of a composite that is representative of the Soracaya mineralized structures. | |
| ■ | Metallurgical study composed of a testwork program that should include mineralogy, comminution and flotation along with settling and filtration testwork; | |
| ■ | Economic study to test the economic viability of the Soracaya Project to understand sensitivities to varying metal prices, costs, mining and processing methods; | |
| ■ | Hydrogeological study and modelling should be done to better understand water inflows and minimize their impact on production; and | |
| ■ | Extensive surface drilling for near surface targets along with underground drilling for resource delineation and extension. |
These recommendations have not been costed, as they represent changes to current practices that can be funded by existing operating budgets.
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| 27 | REFERENCES |
Ahlfeld, F.E. & Schneider-Scherbina, A., 1964. Los yacimientos minerales y de hidrocarburos de Bolivia. Departamento Nacional de Geología (Bolivia) Boletín 5 (Especial), 388 p.
Barrios, Enrique, Dentons Guevara & Gutierrez S.C., 18 March 2022 “Local Counsel Legal Opinion on Empresa Minera San Lucas S.A.”
Barrios, Enrique, Dentons Guevara & Gutierrez S.C., 18 March 2022 “Local Counsel Legal Opinion on Sociedad Minero Metalúrgica Reserva Ltda.”
Barrios, Enrique, Dentons Guevara & Gutierrez S.C., 18 March 2022 “Local Counsel Legal Opinion on Sociedad Minera Illapa S.A.”
Barrios, Enrique, Dentons Guevara & Gutierrez S.C., 18 March 2022 “Local Counsel Legal Opinion on Sinchi Wayra S.A.”
Barrios, Enrique, Dentons Guevara & Gutierrez S.C., 18 March 2022 “Local Counsel Legal Opinion on the Illapa Joint Venture”
Cunningham, C. G., Aparicio, H., Murillo, F., Jimenez, N., Lizeca, J. L., Ericksen, G. E. & Tavera, F., 1993. The Porco, Bolivia, Ag-Zn-Pb-Sn deposit is along the ring fracture of the newly recognized Porco caldera. GSA Abstracts with Programs, Vol. 25, No. 5, p. 26.
Cunningham, C. G., Aparicio, H., Murillo, F., Jiménez, N., Lizeca, J. L., McKee, E. H., Ericksen, G. E. & Tavera, F., 1994a. The relationship between the Porco, Bolivia, Ag-Zn-Pb-Sn Deposit and the Porco Caldera. U.S. Geological Survey, Open-File Report 94-238, p. 19.
Cunningham, C. G., Aparicio, H., Murillo, F., Jiménez, N., Lizeca, J. L., McKee, E. H., Ericksen, G. E. & Tavera, F., 1994b. Relationship between the Porco, Bolivia, Ag-Zn-Pb-Sn Deposit and the Porco Caldera. Economic Geology, Vol. 89, p. 1833-1841.
Cunningham, C.G., Zartman, R.E., McKee, E.H., Rye, R.O., Naeser, C.W., Sanjines, V.O., Ericksen, G.E. and Tavera, V.F., 1996. The age and thermal history of Cerro Rico de Potosí, Bolivia. Mineralium Deposita, v. 31, p. 374-385.
Francis, P.W., Baker, M.C.W. & Halls, C., 1981. The Kari caldera, Bolivia, and the Cerro Rico stock. Journal of Volcanology and Geothermal Research, v. 10, p. 113-124.
Glencore, 2020. Reported reserves and resources are based on Glencore’s Resources & Reserves report as of 31 December 2020: https://www.glencore.com/dam/jcr:3c05a365-e6ae-4c1a-9439- 960249a42e35/GLEN_2020_Resources_reserves_report.pdf
Glencore - Summary of Mobile Mining Equipment – August 2021 – Excel Spreadsheet
Glencore - Sustainability Report, 2019, Sinchi Wayra S.A. / Illapa S.A.- Glencore Internal Document
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 27-1 |
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HSEC Assurance Report, December 2020, Zinc, Sinchi Wayra, Bolivia – Tailing Storage Facilities, Verification 3 Assessment – Glencore Internal Document
Jiménez, N., Sanjinés, O., Cunningham, Ch., Lizeca, J.L., Aparicio, H., McKee, E., Tavera, F. & Ericksen, G., 1998, La Caldera resurgente de Porco y su relación con la mineralización de Ag-Zn-Pb. Memorias del XI Congreso Geológico de Bolivia, Tarija, p.132-146.
Kato, J. J., 2013. Geochemistry of the Neogene Los Frailes Ignimbrite Complex on the Central Andean Altiplano Plateau. Unpublished MSc thesis, Cornell University, xiv + 173 p.
Kato, J. J., Kay, S. M., Coira, B. L., Jicha, B. R., Harris, C., Caffe, P. J. & Jimenez, N., 2014. Evolution and Geochemistry of the Neogene Los Frailes Ignimbrite Complex on the. Bolivian Altiplano Plateau. XIX Congreso Geológico Argentino, Córdoba, Argentina, June 2014, abstract S24-3-6.
Kay, S. M., Kato, J. J., Coira, B. L. & Jimenez, N., 2018. Isotopic and Geochemical Signals of the Neogene Los Frailes Volcanic Complex as Recorders of Delamination and Lower Crustal Flow under the Southern Altiplano of the Central Andes. 11th South American Symposium on Isotope Geology, Cochabamba, Bolivia, 22-25 July 2018, abstract.
Kirkham, G., Crowie, T. and Corso, W. 2021. JDS “NI43-101 Technical Report, Soracaya Project, Oruro State, Bolivia” dated December 21, 2021.
Ludington, S., Orris, G.J., Cox, D.P., Long, K.R. & Asher-Bolinder, S., 1992. Mineral deposit models. In USGS-Geobol, Geology and Mineral Resources of the Altiplano and Cordillera Occidental, Bolivia. USGS Bulletin 1975, p. 63-89.
Mina Bolivar - Determinación De Volúmenes Explotados Y Volúmenes Planificados Rajos Sls (Dilución Externa) Informe Parcial - Junio 2021 – Soracaya Project Internal Technical Services Study
Redwood, S. D., 1993. The Metallogeny of the Bolivian Andes. Mineral Research Unit, Short Course No. 15. UBC, Vancouver, B.C., Canada, 59 p.
Rice, C.M., Steele, G.B., Barfod, D., Boyce, A.J., and Pringle, M.S., 2005. Duration of magmatic, hydrothermal and supergene activity at Cerro Rico de Potosí, Bolivia. Economic Geology, v. 100, p. 1647-1656.
Sinchi Wayra S.A. - BO Site Oct-2020. Soracaya Project Site Presentation – Microsoft PowerPoint
Schneider, A., 1985. Eruptive processes, mineralization and isotopic evolution of the Los Frailes Kari Region, Bolivia. Unpublished Ph.D. thesis, Royal School of Mines, Imperial College, University of London, London, 290p.
Schneider, A., 1987. Eruptive processes, mineralization and isotopic evolution of the Los Frailes-Kari Kari region, Bolivia. Revista Geológica de Chile, v. 30, p. 27-33.
Schneider, A., & Halls, C., 1985. Chronology of eruptive processes and mineralization of the Frailes - Kari volcanic field, Eastern Cordillera, Bolivia. Comunicaciones, Departamento de Geología, University of Chile, Santiago, v. 35, p. 217-224.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 27-2 |
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Sillitoe, R. H., Halls, C. & Grant, J. N., 1975. Porphyry tin deposits in Bolivia. Economic Geology, Vol. 70, p. 913-927.
Silver Belt – Management Presentation Bolivia V10 - Microsoft PowerPoint - Sinchi Wayra S.A.
Sugaki, A., Ueno, H., Shimada, N., Kitakaze, A., Hayashi, K., Shima, H., Sanjines, O. & Saavedra, A., 1981a. Geological study on polymetallic ore deposits in the Oruro district, Bolivia. Science Reports of the Tohoku University, Series III, Vol. 15, p. 1-52.
Sugaki, A., Ueno, H. & Saavedra, A., 1981b. Mineralization and Mineral Zoning in the Avicaya and Bolivar Mining District, Bolivia. Science Reports of the Tohoku University, Series III, Vol. 15, p. 53-64.
Sugaki, A., Ueno, H., Shimada, N., Kusachi, I., Kitakaze, A., Hayashi, K., Kojima, S. & Sanjines, O., 1983. Geological study on the polymetallic ore deposits in the Potosí district, Bolivia. Science Reports of the Tohoku University, Series III, Vol. 15, p. 409-460.
Sugaki, A., Shimada, N., Ueno, H. & Kano, S., 2003. K-Ar Ages of Tin-Polymetallic Mineralization in the Oruro Mining District, Central Bolivian Tin Belt. Resource Geology, Vol. 53, p. 273-282.
Wafforn, M., Steinmann, M., Delgado, A., 2024. Technical Report for San Vicente Property, Potosí, Bolivia effective date December 31, 2014.
Zartman, R.E., & Cunningham, C.G., 1995. U-Th-Pb zircon dating of the 13.8 Ma dacite volcanic dome at Cerro Rico de Potosí, Bolivia. Earth and Planetary Science Letters, v. 133, p. 227-237.
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 27-3 |
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| 28 | UNITS OF MEASURE, ABBREVIATIONS, ACRONYMS, AND GLOSSARY OF SPANISH TERMS |
| Symbol / Abbreviation | Description |
| ° | degree |
| $ | United States Dollars |
| $M | One Million United States Dollars |
| °C | degrees Celsius |
| µm | micrometres |
| 3D | three-dimensions |
| a | annum (year) |
| ACAD | AutoCAD™, a commercially produced design software by Autodesk |
| Ag | silver |
| amsl | above mean sea level |
| Au | gold |
| Bi | bismuth |
| Ca | calcium |
| CAPEX | Capital expense |
| cfm | cubic feet per minute |
| CIM | Canadian Institute of Mining, Metallurgy and Petroleum |
| cm | centimetre |
| cm2 | square centimetre |
| cm3 | cubic centimetre |
| CIBC | Canadian Imperial Bank of Commerce |
| CIT | Corporate income tax |
| COMIBOL | Bolivian Government owned mining company; joint venture partner to Santacruz through the Illapa JV |
| CQA | Quality Assurance (for tailings disposal) |
| CQC | Quality control management (for tailings disposal) |
| Cu | copper |
| CV | Coefficient of Variation |
| DAA | Declaration of Environmental Adequacy |
| DMT | Dry metric tonnes |
| E | East |
| EBIT | Earnings before interest and taxes |
| EIA | Environmental Impact Assessment |
| ENDE | National Electricity Company (Bolivia) |
| ft3 | cubic foot |
| g | gram |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 28-1 |
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| Symbol / Abbreviation | Description |
| G&A | general and administrative |
| g/t | grams per tonne |
| hp | horsepower |
| HSEC | health, safety, environment and community |
| IDW | Inverse distance weighting |
| JDS | JDS Energy & Mining Inc. |
| JORC | Australasian Joint Ore Reserves Committee |
| JV | Joint venture |
| kg | kilogram |
| km | kilometre |
| km/h | kilometres per hour |
| kPa | kilopascal |
| kt | kilotonne |
| kV | kilovolt |
| kVA | kilovolt-ampere |
| kW | kilowatt |
| L | litre |
| L/min | litres per minute |
| L/s | litres per second |
| LOM | life of mine |
| m | metre |
| M | million |
| Ma | million years |
| masl | metres above sea level |
| mm | millimetre |
| Mm3 | Millions of cubic metres |
| MPa | megapascal |
| Mt | million metric tonnes |
| MW | megawatt |
| N | north |
| NI 43-101 | National Instrument 43-101 |
| NSR | net smelter return |
| OPEX | Operating cost |
| oz | troy ounce |
| OK | Ordinary kriging |
| P.Eng. | Professional engineer (a Canadian designation) |
| P.Geo. | Professional Geologist (a Canadian designation) |
| Pb | lead |
| ppm | parts per million |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 28-2 |
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| Symbol / Abbreviation | Description |
| PVC | Polymerization of vinyl chloride (a plastic) |
| QA/QC | quality assurance/quality control |
| QP | qualified person |
| RMR | rock mass rating |
| S | South |
| SAG | Semi-autogenous grinding |
| SAMREC | South African Code for the Reporting of Exploration Results |
| Sb | Antimony |
| SDG | Sustainable development goals |
| SG | specific gravity |
| Sn | selenium |
| t | metric tonne |
| t/d | tonnes per day |
| t/m3 | Tonnes per cubic metre |
| TSF | tailings storage facility |
| UTM | universal transverse mercator |
| V | volt |
| W | west |
| Zn | zinc |
| ZnEq | Zinc equivalent (other payable metal values have been converted to the same value of zinc metal) |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 28-3 |
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| Glossary | |
| Spanish Term | English Translation |
| Chimenea de ventilacion | Ventilation raise |
| Circuito | circuit |
| Desarollos | Development |
| Dique de colas | TSF |
| Direccion de tumbe | Ore mining direction |
| Etapa | Stage |
| Exploración | Exploration |
| Filtracion | filtration |
| Flotacion | flotation |
| Flujograma | Flowsheet |
| Galería | Drift (gallery), classified as Superior (main) and Inferior (secondary) |
| Ingeniera | Engineering |
| Ingreso rampa | Portal |
| Mantenimiento | Maintenance |
| Media ambiente | environment |
| Mina | mine |
| Nivel | Level |
| Perforación | drilling |
| Planta Concentradora | Processing Plant |
| Plomo | lead |
| Puente | Pillar |
| Red de bombeo | Pumping system |
| Relleno | Backfill |
| Seccion longitudinal | Long section |
| Seccion transversal | Cross section |
| Seguridad | Security |
| Sistema | System |
| Subnivel | Sublevel |
| Subnivel de relleno | Backfill drift |
| Taladros | Drillholes |
| Taza de bombeo | Water storage pond |
| Ventilador | Fan |
| Veta | Vein |
| Zonas explotadas | Mined zones |
| SORACAYA PROJECT | NI 43-101 TECHNICAL REPORT | 28-4 |
Exhibit 99.50
CONSENT of QUALIFIED PERSON
Garth David Kirkham, P.Geo.
Kirkham Geosystems Ltd.
6331 Palace Place
Burnaby, British Columbia, V6E 1Z6
I, Garth David Kirkham, P. Geo., consent to the public filing of the technical report titled “NI 43-101 Technical Report, Soracaya Project, Potosi, Bolivia” that has an effective date of January 1, 2024 (the “Technical Report”) by Santacruz Silver Mining Ltd. (the “Company”).
I also consent to any extracts from, or a summary of, the Technical Report in the Company’s news release dated August 21, 2024, entitled “Santacruz Silver Announces Mineral Resources and Reserves and Files NI 43-101 Technical Reports for its Bolivian Assets” (the “News Release”).
I certify that I have read the News Release filed by the Company and that it fairly and accurately represents the information in the sections of the Technical Report for which I am responsible.
Dated this October 4, 2024.
| “original signed by Garth Kirkham, P.Geo.” | |
| Garth David Kirkham, P. Geo. |
Exhibit 99.51
| Kirkham Geosystems Ltd. | ||
6331 Palace Place |
Phone: (604) 529-1070 | |
| Burnaby, B.C. | gdkirkham@shaw.ca | |
| V5E 1Z6 |
CERTIFICATE OF AUTHOR
I, Shane Tad Crowie, P.Eng., do hereby certify that:
| 1) | I am employed as a Senior Metallurgist with JDS Energy and Mining with an office at Suite 900 – 999 West Hastings Street, Vancouver, British Columbia, V6C 2W2. |
| 2) | This certificate applies to the technical report entitled “NI 43-101 Technical Report, Soracaya Project, Potosi, Bolivia” with an effective date of January 1, 2024 (the “Technical Report”) prepared for Santacruz Silver Mining Ltd. (the “Issuer”). |
| 3) | I am a graduate of the University of British Columbia in 2001, with a B.A.Sc. in Mining and Mineral Process Engineering. I have practiced my profession continuously since 2001. |
I have been involved with various mining projects and studies; where I have performed, technical, operations and management positions at mines in Canada. I have been responsible for recovery optimization projects, capital improvement projects, budgeting, planning and pilot plant operations. I also have been responsible for writing technical reports, managing metallurgical testwork, and performing due diligence audits on mines and development properties.
| 4) | I am a member in good standing of the Engineers and Geoscientists of British Columbia (#34052). |
| 5) | I have not visited the property. |
| 6) | In the Technical Report, I am responsible for section 13. |
| 7) | I have not had prior involvement with the Soracaya property. I have had prior involvement with the Issuer and the property as author of the technical reports entitled: |
| ● | NI 43-101 Technical Report, Porco Project, Potosi, Bolivia, with an effective date of 21 December 2021 |
NI 43-101 Technical Report, Caballo Blanco Project, Potosi, Bolivai, with an effective date of 21 December 2021
| ● | NI 43-101 Technical Report, Bolivar Project, Potosi, Bolivia with effective date 21 December 2021, |
| ● | NI 43-101 Technical Report on the Advanced Project, Porco Mining Operations, Antonio Quijarro Province, Bolivia that has an effective date of January 1, 2024 |
| ● | NI 43-101 Technical Report on the Advanced Project, Bolivar Mining Operations, Atequera, Bolivia” that has an effective date of January 1, 2024 |
| ● | NI 43-101 Technical Report on the Advanced Project, Caballo Blanco Mining Operations, near Potosi, Bolivia” that has an effective date of January 1, 2024 |
| 8) | I am independent of Santacruz Silver Mining Ltd. as defined in Section 1.5 of National Instrument 43-101. |
| 9) | I have read the definition of “qualified person” set out in National Instrument 43-101 and certify that by reason of education, experience, independence and affiliation with a professional association, I fulfil the requirements of a Qualified Person as defined in National Instrument 43-101. |
| 10) | I am not aware of any material fact or material change with respect to the subject matter of the Technical Report that is not reflected in the Technical Report and that this Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading. |
| 11) | I have read the Technical Report, National Instrument 43-101- Standards for Disclosure of Mineral Projects and Form 43-101F1. This Technical Report has been prepared in compliance with that instrument and form. |
Effective Date: January 1, 2024
Signed Date: October 4, 2024
| “original signed and sealed by Tad Crowie, P.Eng.” | |
| Shane Tad Crowie, P.Eng. | |
| JDS Energy and Mining Ltd. |
Exhibit 99.52
CONSENT of QUALIFIED PERSON
Shane Tad Crowie, P.Eng.
JDS Energy and Mining Ltd.
900 – 999 West Hastings
Vancouver, British Columbia, V6C 2W2
I, Shane Tad Crowie, P. Eng., consent to the public filing of the technical report titled “NI 43-101 Technical Report, Soracaya Project, Potosi, Bolivia” that has an effective date of January 1, 2024 (the “Technical Report”) by Santacruz Silver Mining Ltd. (the “Company”).
I also consent to any extracts from, or a summary of, the Technical Report in the Company’s news release dated August 21, 2024, entitled “Santacruz Silver Announces Mineral Resources and Reserves and Files NI 43-101 Technical Reports for its Bolivian Assets” (the “News Release”).
I certify that I have read the News Release filed by the Company and that it fairly and accurately represents the information in the sections of the Technical Report for which I am responsible.
Dated this October 4, 2024.
| “original signed by Tad Crowie, P.Eng.” | |
| Shane Tad Crowie, P. Eng. |
Exhibit 99.53
| Kirkham Geosystems Ltd. | ||
6331 Palace Place |
Phone: (604) 529-1070 | |
| Burnaby, B.C. | gdkirkham@shaw.ca | |
| V5E 1Z6 |
CERTIFICATE OF AUTHOR
I, Garth David Kirkham, P.Geo., do hereby certify that:
| 1) | I am a consulting geoscientist and Principal of Kirkham Geosystems Ltd. since 1987 with an office at 6331 Palace Place, Burnaby, British Columbia. |
| 2) | This certificate applies to the technical report entitled “NI 43-101 Technical Report, Soracaya Project, Potosi, Bolivia” with an effective date of January 1, 2024 (the “Technical Report”) prepared for Santacruz Silver Mining Ltd. (the “Issuer”). |
| 3) | I am a graduate of the University of Alberta in 1983 with a B. Sc. I have continuously practiced my profession since 1988. I have authored many resource estimations and NI 43-101 technical reports including Cerro Blanco Epithermal Au-Ag, Cerro Las Minitas Ag-Zn-Pb-Au-Cu, Avino Ag-Zn-Pb and along with the Bolivar, Caballo Blanco and Porco Ag-Pb-Zn deposits in Bolivia. |
| 4) | I am a member in good standing of the Engineers and Geoscientists of British Columbia (#30043). |
| 5) | I have visited the property on March 28-30, 2023. |
| 6) | In the Technical Report, I am responsible for all sections with the exception of section 13. |
| 7) | I have not had prior involvement with the Soracaya property. I have had prior involvement with the Issuer and the property as author of the technical reports entitled: |
| ● | NI 43-101 Technical Report, Porco Project, Potosi, Bolivia, with an effective date of 21 December 2021 |
NI 43-101 Technical Report, Caballo Blanco Project, Potosi, Bolivai, with an effective date of 21 December 2021
| ● | NI 43-101 Technical Report, Bolivar Project, Potosi, Bolivia with effective date 21 December 2021, |
| ● | NI 43-101 Technical Report on the Advanced Project, Porco Mining Operations, Antonio Quijarro Province, Bolivia that has an effective date of January 1, 2024 |
| ● | NI 43-101 Technical Report on the Advanced Project, Bolivar Mining Operations, Atequera, Bolivia” that has an effective date of January 1, 2024 |
| ● | NI 43-101 Technical Report on the Advanced Project, Caballo Blanco Mining Operations, near Potosi, Bolivia” that has an effective date of January 1, 2024 |
| 8) | I am independent of Santacruz Silver Mining Ltd. as defined in Section 1.5 of National Instrument 43-101. |
| 9) | I have read the definition of “qualified person” set out in National Instrument 43-101 and certify that by reason of education, experience, independence and affiliation with a professional association, I fulfil the requirements of a Qualified Person as defined in National Instrument 43-101. |
| 10) | I am not aware of any material fact or material change with respect to the subject matter of the Technical Report that is not reflected in the Technical Report and that this Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading. |
| 11) | I have read the Technical Report, National Instrument 43-101- Standards for Disclosure of Mineral Projects and Form 43-101F1. This Technical Report has been prepared in compliance with that instrument and form. |
Effective Date: January 1, 2024
Signed Date: October 4, 2024
| “original signed and sealed by Garth Kirkham, P.Geo.” | |
| Garth Kirkham, P.Geo. | |
| Kirkham Geosystems Ltd. |
Exhibit 99.54




































Exhibit 99.55
Santacruz Silver Mining Ltd.
Compensation Recovery Policy
This Compensation Recovery Policy (this “Policy”) of Santacruz Silver Mining Ltd. (the “Company”) is hereby adopted as of January 6, 2026 in compliance with Rule 5608 of the Nasdaq Rules. Certain terms used herein shall have the meanings set forth in “Section 3. Definitions” below.
Section 1. Recovery Requirement
Subject to Section 4 of this Policy, in the event the Company is required to prepare an Accounting Restatement, then the Board and Committee hereby direct the Company, to the fullest extent permitted by governing law, to recover from each Executive Officer the amount, if any, of Erroneously Awarded Compensation received by such Executive Officer, with such recovery occurring reasonably promptly after the Restatement Date relating to such Accounting Restatement.
The Board or the Committee may effect recovery in any manner consistent with applicable law including, but not limited to, (a) seeking reimbursement of all or part of Erroneously Awarded Compensation previously received by an Executive Officer, together with any expenses reasonably incurred as described below in connection with the recovery of such Erroneously Awarded Compensation, (b) cancelling prior grants of Incentive-Based Compensation, whether vested or unvested, restricted or deferred, or paid or unpaid, and through the forfeiture of previously vested equity awards, (c) cancelling or setting-off against planned future grants of Incentive-Based Compensation, (d) deducting all or any portion of such Erroneously Awarded Compensation from any other remuneration payable by the Company to such Executive Officer, and (e) any other method authorized by applicable law or contract.
To the extent that an Executive Officer fails to repay all Erroneously Awarded Compensation to the Company when due, the Company shall take all actions reasonable and appropriate to recover such Erroneously Awarded Compensation from the applicable Executive Officer. The applicable Executive Officer shall be required to reimburse the Company for any and all expenses reasonably incurred (including legal fees) by the Company in recovering such Erroneously Awarded Compensation in accordance with the immediately preceding sentence.
The Company’s right to recovery pursuant to this Policy is not dependent on if or when the Accounting Restatement is filed with the SEC.
Section 2. Incentive-Based Compensation Subject to this Policy
This Policy applies to all Incentive-Based Compensation received by each Executive Officer on or after the Effective Date:
(i) if such Incentive-Based Compensation was received on and after the date such person became an Executive Officer of the Company;
(ii) if such Executive Officer served as an Executive Officer at any time during the performance period for such Incentive-Based Compensation;
(iii) while the Company has a class of securities listed on a national securities exchange or a national securities association; and
(iv) during the three completed fiscal years immediately preceding the date that the Company is required to prepare an Accounting Restatement (including any transition period that results from a change in the Company’s fiscal year that is within or immediately following those three completed fiscal years; provided that a transition period of nine to 12 months is deemed to be a completed fiscal year).
| 1 |
This Policy shall apply and govern Incentive-Based Compensation received by any Executive Officer, notwithstanding any contrary or supplemental term or condition in any document, plan or agreement including, without limitation, any employment contract, indemnification agreement, equity or bonus agreement, or equity or bonus plan document.
Section 3. Definitions:
For purposes of this Policy, the following terms have the meanings set forth below:
| ● | “Accounting Restatement” means an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error (i) in previously issued financial statements that is material to the previously issued financial statements (commonly referred to as a “Big R” restatement), or (ii) that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (commonly referred to as a “little r” restatement). | |
| ● | “Board” means the Board of Directors of the Company. | |
| ● | “Committee” means the Compensation Committee of the Board. | |
| ● | “Effective Date” means October 2, 2023. | |
| ● | “Erroneously Awarded Compensation” means the amount of Incentive-Based Compensation received that exceeds the amount of Incentive-Based Compensation that otherwise would have been received by the Executive Officer had it been determined based on the restated amounts in the Accounting Restatement (computed without regard to any taxes paid). For Incentive-Based Compensation based on stock price or total shareholder return (“TSR”), where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in the Accounting Restatement, the Company shall: (i) base the calculation of the amount on a reasonable estimate of the effect of the Accounting Restatement on the stock price or TSR upon which the Incentive-Based Compensation received was based; and (ii) retain documentation of the determination of that reasonable estimate and provide such documentation to The Nasdaq Stock Market LLC (“Nasdaq”) or, if a class of securities of the Company is no longer listed on Nasdaq, such other national securities exchange or national securities association on which a class of the Company’s securities is then listed for trading. | |
| ● | “Executive Officer” means the Company’s current and former executive officers, as determined by the Board or the Committee in accordance with the definition of executive officer set forth in Rule 5608(d) of the Nasdaq Rules. | |
| ● | “Financial Reporting Measures” means measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures that are derived wholly or in part from such measures. Stock price and TSR are also Financial Reporting Measures. A Financial Reporting Measure need not be presented within the Company’s financial statements or included in any of the Company’s filings with the SEC. |
| 2 |
| ● | “Incentive-Based Compensation” means any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure (including, without limitation, any cash bonuses, performance awards, restricted stock awards or restricted stock unit awards that are granted, earned or vest based on achievement of a Financial Reporting Measure). The following do not constitute Incentive-Based Compensation for purposes of this Policy: (a) equity awards for which (1) the grant is not contingent upon achieving any Financial Reporting Measure performance goals and (2) vesting is contingent solely upon completion of a specified employment period and/or attaining one or more nonfinancial reporting measures, and (b) bonus awards that are discretionary or based on subjective goals or goals unrelated to Financial Reporting Measures. | |
| ● | “Nasdaq Rules” means the listing rules of The Nasdaq Stock Market LLC. | |
| ● | “received”: An Executive Officer shall be deemed to have “received” Incentive-Based Compensation in the Company’s fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that fiscal period. | |
| ● | “Restatement Date” means the earlier to occur of (i) the date the Board or the Committee (or an officer or officers of the Company authorized to take such action if Board action is not required) concludes, or reasonably should have concluded, that the Company is required to prepare an Accounting Restatement and (ii) the date a court, regulator, or other legally authorized body directs the Company to prepare an Accounting Restatement. | |
| ● | “SEC” means the U.S. Securities and Exchange Commission. |
Section 4. Exceptions to Recovery
Notwithstanding the foregoing, the Company is not required to recover Erroneously Awarded Compensation to the extent that the Committee, or in the absence of such committee, a majority of the independent directors serving on the Board has made a determination that recovery would be impracticable and that:
| (i) | after the Company has made a reasonable attempt to recover such Erroneously Awarded Compensation (which has been documented and such documentation has been provided to Nasdaq), the direct expense paid to a third party to assist in enforcing this Policy would exceed the amount to be recovered; |
| (ii) | recovery would violate one or more laws of the home country that were adopted prior to November 28, 2022 (which determination shall be made after the Company obtains an opinion of home country counsel, acceptable to Nasdaq, that recovery would result in a such a violation, and a copy of such opinion is provided to Nasdaq); |
| (iii) | recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company and its subsidiaries, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder; or |
| (iv) | any other exception permitted under Rule 5608(b)(1)(iv) of the Nasdaq Rules. |
| 3 |
Section 5. Right to Adjust Unvested Incentive-Based Compensation
If the Board or the Committee, in its sole discretion, determines that the performance metrics of outstanding but unvested Incentive-Based Compensation were established using Financial Reporting Measures that were impacted by the Accounting Restatement, the Board or the Committee, in its sole discretion, may adjust such Financial Reporting Measures or modify such Incentive-Based Compensation, in such manner as the Board or the Committee determines, in its sole discretion, to be appropriate.
Section 6. Additional Actions in Case of Misconduct
If the Board or the Committee learns of any misconduct by an Executive Officer that contributed to the Company’s having to restate its financial statements, it shall take, or direct the Company to take, such action as it deems reasonably necessary to remedy the misconduct, prevent its recurrence and, if appropriate, based on all relevant facts and circumstances, take remedial action against the wrongdoer. In determining whether remedial action is appropriate, the Board or the Committee shall take into account such factors as it deems relevant, including whether the misconduct reflected negligence, recklessness or intentional wrongdoing. Remedial action may include dismissal and initiating legal action against the Executive Officer, termination of employment, and/or forfeiture of existing awards, including, without limitation, awards that do not constitute Incentive-Based Compensation, or clawback of prior amounts paid or shares vested.
In determining what action to take or to require the Company to take, the Board and the Committee may consider, among other things, penalties or punishments imposed by third parties, such as law enforcement agencies, regulators or other authorities, the impact upon the Company in any related proceeding or investigation of taking remedial action against an Executive Officer, and the cost and likely outcome of taking remedial action. The Board’s and the Committee’s power to determine the appropriate remedial action is in addition to, and not in replacement of, remedies imposed by such authorities.
Section 7. No Right to Indemnification or Insurance
The Company shall not indemnify any Executive Officer against the loss of Erroneously Awarded Compensation or losses arising from any claims relating to the Company’s enforcement of this Policy. In addition, the Company shall not pay, or reimburse any Executive Officer for, any premiums for a third-party insurance policy purchased by the Executive Officer or any other party that would fund any of the Executive Officer’s potential recovery obligations under this Policy.
Section 8. Plan Documents and Award Agreements
The Board further directs the Company to include clawback language in each of the Company’s incentive compensation plans and any award agreements such that each individual who receives Incentive-Based Compensation under those plans understands and agrees that all or any portion of such Incentive-Based Compensation may be subject to recovery by the Company, and such individual may be required to repay all or any portion of such Incentive-Based Compensation, if (i) recovery of such Incentive-Based Compensation is required by this Policy, (ii) such Incentive-Based Compensation is determined to be based on materially inaccurate financial and/or performance information (which includes, but is not limited to, statements of earnings, revenues or gains), or (iii) repayment of such Incentive-Based Compensation is required by applicable federal or state securities laws.
| 4 |
Section 9. Interpretation and Amendment of this Policy
The Board or the Committee, in its discretion, shall have the sole authority to interpret and make any determinations regarding this Policy. Any interpretation, determination, or other action made or taken by the Committee (or, if applicable, the Board) shall be final, binding, and conclusive on all interested parties. The determination of the Committee (or, if applicable, the Board) need not be uniform with respect to one or more officers of the Company. The Board or the Committee may amend this Policy from time to time in its discretion and shall amend the Policy to comply with any rules or standards adopted by Nasdaq or any national securities exchange on which the Company’s securities are then listed.
Section 10. Filing Requirement
The Company shall file this Policy as an exhibit to its Annual Report on Form 10-K and make such other disclosures with respect to this Policy in accordance with the requirements of the federal securities laws, including the disclosure required by applicable SEC rules and regulations.
Section 11. Other Recoupment Rights
The Company intends that this Policy will be applied to the fullest extent of the law. Any right of recoupment under this Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Company pursuant to the terms of any similar policy in any employment agreement, equity award agreement, or similar agreement and any other remedies available to the Company under applicable law. Without by implication limiting the foregoing, following a restatement of the Company’s financial statements, the Company also shall be entitled to recover any compensation received by the Chief Executive Officer and Chief Financial Officer that is required to be recovered by Section 304 of the Sarbanes-Oxley Act of 2002.
Section 12. Successors
This Policy shall be binding and enforceable against all Executive Officers and their respective beneficiaries, heirs, executors, administrators or other legal representatives.
| 5 |
Exhibit 99.56
![]() |
News Release
January 30, 2025 |
Santacruz Silver Produces 4,710,013 Silver Equivalent Ounces in Q4 2024
Including 1,761,686 ounces of silver and 23,357 tonnes of zinc
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or “the Company”) reports its Q4 2024 production results from its Bolivar mine, Porco mine, Caballo Blanco Group of mines (“Caballo Blanco”) and the San Lucas ore sourcing business (“San Lucas”), all located in Bolivia, and the Zimapan mine located in Mexico.
Q4 2024 Production Highlights:
Silver Equivalent Production: 4,710,013 silver equivalent ounces
Silver Production: 1,761,686 ounces
Zinc Production: 23,357 tonnes
Lead Production: 2,932 tonnes
Copper Production: 248 tonnes
Underground Development: 11,168 meters
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “During the fourth quarter of 2024, Santacruz continued to deliver steady operational performance, processing 493,141 tonnes of ore and producing 4,710,013 silver equivalent ounces. Silver production rose by 3% compared to the previous quarter, reaching 1,761,686 ounces. This growth in silver output and favorable market dynamics in silver prices have significantly strengthened our revenue-generating ability. These results underscore Santacruz’s unwavering focus on optimizing our processes and mining operations across all our producing assets, a testament to our commitment to operational excellence.” Mr. Préstamo continued; “Looking ahead, we believe that these solid production levels will provide a strong platform for continued value creation as we move into 2025”.
Production Summary – Total
Production Table |
2024 Q4 |
2024 Q3 |
2024 Q2 |
2024 Q1 |
2024 YTD |
2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2023 YTD |
Change 2024-Q4 vs 2024-Q3 |
Change 2024-Q4 vs 2023-Q4 |
Change YTD2024 vs YTD2023 |
| Material Processed (tonnes milled) | 493,141 | 491,260 | 500,754 | 470,749 | 1,955,904 | 489,417 | 467,563 | 443,969 | 482,497 | 1,883,446 | 0% | 1% | 4% |
|
Silver Equivalent Produced (ounces) (1) |
4,710,013 | 4,644,013 | 4,819,552 | 4,478,122 | 18,651,700 | 4,755,837 | 4,695,999 | 4,631,429 | 4,696,381 | 18,779,646 | 1% | -1% | -1% |
| Production | |||||||||||||
| Silver (ounces) | 1,761,686 | 1,703,387 | 1,671,359 | 1,581,949 | 6,718,381 | 1,719,737 | 1,728,863 | 1,786,461 | 1,769,520 | 7,004,581 | 3% | 2% | -4% |
| Zinc (tonnes) | 23,357 | 23,143 | 25,053 | 22,847 | 94,400 | 23,777 | 23,095 | 22,281 | 22,463 | 91,616 | 1% | -2% | 3% |
| Lead (tonnes) | 2,932 | 3,027 | 2,908 | 2,953 | 11,820 | 3,129 | 3,370 | 2,824 | 3,043 | 12,366 | -3% | -6% | -4% |
| Copper (tonnes) | 248 | 270 | 284 | 256 | 1,058 | 290 | 252 | 297 | 415 | 1,254 | -8% | -14% | -16% |
| Mining Development | |||||||||||||
| Underground Development (meters) | 11,168 | 10,933 | 10,434 | 9,436 | 41,971 | 10,573 | 10,836 | 13,625 | 7,870 | 42,904 | 2% | 6% | -2% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| 1 |
Bolivar Mine
Production Table (1) |
2024 Q4 |
2024 Q3 |
2024 Q2 |
2024 Q1 |
2024 YTD |
2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2023 YTD |
Change 2024-Q4 vs 2024-Q3 |
Change 2024-Q4 vs 2023-Q4 |
Change YTD2024 vs YTD2023 |
| Material Processed (tonnes milled) | 69,411 | 70,271 | 72,151 | 72,801 | 284,634 | 74,742 | 77,298 | 66,689 | 74,353 | 293,082 | -1% | -7% | -3% |
| Silver Equivalent Produced (ounces) (2) | 1,033,933 | 1,017,362 | 1,029,806 | 1,024,492 | 4,105,593 | 1,043,958 | 1,125,125 | 822,579 | 1,068,990 | 4,060,652 | 2% | -1% | 1% |
| Production | |||||||||||||
| Silver (ounces) | 491,377 | 483,300 | 427,665 | 425,756 | 1,828,098 | 490,269 | 502,931 | 424,664 | 555,914 | 1,973,778 | 2% | 0% | -7% |
| Zinc (tonnes) | 4,611 | 4,553 | 5,168 | 5,063 | 19,395 | 4,673 | 5,214 | 3,323 | 4,313 | 17,523 | 1% | -1% | 11% |
| Lead (tonnes) | 327 | 305 | 300 | 395 | 1,327 | 357 | 449 | 302 | 353 | 1,461 | 7% | -8% | -9% |
| Average Grade | |||||||||||||
| Silver (g/t) | 236 | 231 | 207 | 199 | 218 | 223 | 221 | 217 | 250 | 230 | 2% | 6% | -5% |
| Zinc (%) | 7.19 | 7.19 | 7.83 | 7.68 | 7.48 | 6.86 | 7.41 | 5.57 | 6.40 | 6.50 | 0% | 5% | 15% |
| Lead (%) | 0.64 | 0.61 | 0.57 | 0.74 | 0.64 | 0.67 | 0.79 | 0.62 | 0.65 | 0.69 | 4% | -5% | -7% |
| Metal Recovery | |||||||||||||
| Silver (%) | 93 | 93 | 89 | 91 | 92 | 92 | 92 | 91 | 93 | 92 | 1% | 2% | 0% |
| Zinc (%) | 92 | 90 | 92 | 91 | 91 | 91 | 91 | 90 | 91 | 90 | 3% | 1% | 1% |
| Lead (%) | 74 | 71 | 73 | 74 | 73 | 72 | 74 | 74 | 73 | 73 | 5% | 4% | -1% |
| (1) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
In Q4 2024, Bolivar processed 69,411 tonnes of ore, yielding 1,033,933 silver equivalent ounces, comprised of 491,377 ounces of silver and 4,611 tonnes of zinc. Compared to Q3 2024, the ore processed decreased marginally by 1%, while silver production increased by 2%, driven by improved silver head grades and slightly higher recovery rates at the mill. This improvement is particularly notable considering strong silver prices and favorable market conditions. Zinc production also increased by 1%, contributing to an overall 2% increase in silver equivalent production compared to the previous quarter.
When comparing Q4 2024 to Q4 2023, ore processed decreased by 7%, primarily due to fewer working days caused by specific logistical challenges. These issues were addressed effectively, ensuring a positive operational outcome despite the reduced processing volume.
Porco Mine
Production Table (1) |
2024 Q4 |
2024 Q3 |
2024 Q2 |
2024 Q1 |
2024 YTD |
2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2023 YTD |
Change 2024-Q4 vs 2024-Q3 |
Change 2024-Q4 vs 2023-Q4 |
Change YTD2024 vs YTD2023 |
| Material Processed (tonnes milled) | 53,702 | 48,714 | 51,307 | 50,862 | 204,585 | 47,057 | 47,786 | 46,085 | 49,909 | 190,837 | 10% | 14% | 7% |
|
Silver Equivalent Produced (ounces) (2) |
496,735 | 482,620 | 534,300 | 543,414 | 2,057,069 | 454,568 | 504,930 | 560,611 | 543,820 | 2,063,929 | 3% | 9% | 0% |
| Production | |||||||||||||
| Silver (ounces) | 145,585 | 171,972 | 151,258 | 176,436 | 645,251 | 142,625 | 165,066 | 195,509 | 162,015 | 665,215 | -15% | 2% | -3% |
| Zinc (tonnes) | 2,983 | 2,626 | 3,276 | 3,160 | 12,045 | 2,667 | 2,891 | 3,098 | 3,245 | 11,901 | 14% | 12% | 1% |
| Lead (tonnes) | 215 | 206 | 205 | 169 | 795 | 157 | 190 | 214 | 217 | 778 | 4% | 37% | 2% |
| Average Grade | |||||||||||||
| Silver (g/t) | 102 | 133 | 105 | 130 | 117 | 112 | 119 | 154 | 122 | 131 | -23% | -9% | -11% |
| Zinc (%) | 5.89 | 5.74 | 6.76 | 6.72 | 6.28 | 6.01 | 6.40 | 7.15 | 6.89 | 6.81 | 3% | -2% | -8% |
| Lead (%) | 0.51 | 0.55 | 0.52 | 0.46 | 0.51 | 0.46 | 0.52 | 0.58 | 0.58 | 0.56 | -6% | 12% | -9% |
| Metal Recovery | |||||||||||||
| Silver (%) | 82 | 83 | 88 | 83 | 84 | 84 | 90 | 86 | 83 | 86 | 0% | -2% | -3% |
| Zinc (%) | 94 | 94 | 94 | 92 | 94 | 94 | 95 | 94 | 94 | 94 | 0% | 0% | -1% |
| Lead (%) | 78 | 78 | 77 | 72 | 76 | 73 | 76 | 80 | 75 | 77 | 0% | 7% | -1% |
| (1) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| 2 |
In Q4 2024, Porco processed 53,702 tonnes of ore, yielding 496,735 silver equivalent ounces, which included 145,585 ounces of silver and 2,983 tonnes of zinc. Compared to Q3 2024, the volume of ore processed increased significantly by 10%, driving a 3% increase in silver-equivalent production. However, this quarter’s silver output decreased by 15% due to lower silver head grades. Despite this decline, the overall increase in processed material highlights Porco’s ability to sustain strong operational performance and adapt to changing ore characteristics.
When comparing Q4 2024 to Q4 2023, ore processed increased by 14%, demonstrating operational improvements. Silver production increased by 2%. With current silver prices, this increase in silver production positions Porco to leverage on today’s favorable market conditions.
Caballo Blanco Group
Production Table (1) |
2024 Q4 |
2024 Q3 |
2024 Q2 |
2024 Q1 |
2024 YTD |
2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2023 YTD |
Change 2024-Q4 vs 2024-Q3 |
Change 2024-Q4 vs 2023-Q4 |
Change YTD2024 vs YTD2023 |
| Material Processed (tonnes milled) | 60,776 | 58,374 | 83,661 | 72,462 | 275,273 | 79,768 | 76,864 | 74,268 | 85,817 | 316,717 | 4% | -24% | -13% |
|
Silver Equivalent Produced (ounces) (2) |
913,243 | 752,352 | 968,646 | 862,142 | 3,496,383 | 979,440 | 916,541 | 1,008,818 | 1,197,599 | 4,102,397 | 21% | -7% | -15% |
| Production | |||||||||||||
| Silver (ounces) | 368,822 | 248,605 | 318,520 | 284,809 | 1,220,756 | 350,050 | 319,674 | 399,811 | 475,026 | 1,544,561 | 48% | 5% | -21% |
| Zinc (tonnes) | 4,455 | 4,117 | 5,331 | 4,702 | 18,605 | 5,095 | 4,805 | 4,804 | 5,650 | 20,354 | 8% | -13% | -9% |
| Lead (tonnes) | 549 | 515 | 641 | 611 | 2,316 | 685 | 684 | 825 | 1,043 | 3,237 | 7% | -20% | -28% |
| Average Grade | |||||||||||||
| Silver (g/t) | 205 | 148 | 133 | 136 | 153 | 149 | 144 | 182 | 187 | 172 | 38% | 38% | -11% |
| Zinc (%) | 7.84 | 7.56 | 6.96 | 7.04 | 7.30 | 6.87 | 6.80 | 6.98 | 7.01 | 6.93 | 4% | 14% | 5% |
| Lead (%) | 1.17 | 1.16 | 1.04 | 1.10 | 1.11 | 1.11 | 1.22 | 1.44 | 1.50 | 1.39 | 1% | 5% | -20% |
| Metal Recovery | |||||||||||||
| Silver (%) | 92 | 89 | 89 | 90 | 90 | 92 | 90 | 92 | 92 | 91 | 3% | 0% | -1% |
| Zinc (%) | 93 | 93 | 92 | 92 | 93 | 93 | 92 | 93 | 94 | 93 | 0% | 0% | 0% |
| Lead (%) | 77 | 76 | 74 | 76 | 76 | 77 | 73 | 77 | 81 | 77 | 1% | 0% | -2% |
| (1) | The Caballo Blanco Group consists of the Colquechaquita and Tres Amigos mines. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
In Q4 2024, the Caballo Blanco Group processed 60,776 tonnes of ore, achieving a production of 913,243 silver equivalent ounces, comprised of 368,822 ounces of silver and 4,455 tonnes of zinc. Compared to Q3 2024, ore processing increased by 3%, while silver production significantly increased by 48%, driven by higher silver head grades and improved recovery rates at the mill. Zinc production also grew by 8%, resulting in an overall 21% increase in silver equivalent production compared to the previous quarter. These results highlight the substantial impact of the operational enhancements implemented during Q3 2024. These improvements in production metrics underscore Santacruz’s ability to optimize quality processes across its mines and milling facilities. This progress reflects our commitment to continuous improvement initiatives implemented across all our assets.
When comparing Q4 2024 to Q4 2023, ore processed at Caballo Blanco decreased by 24%. However, this reduction is not directly comparable, as Caballo Blanco processed ore from three mines in Q4 2023, whereas in Q4 2024, it only processed ore from two mines (Colquechaquita and Tres Amigos). Reserva now supplies its ore to San Lucas’s ore source business. This operational adjustment has proven to be a positive strategic decision, improving mill performance and overall operational efficiency.
| 3 |
San Lucas Feed Sourcing
Production Table |
2024 Q4 |
2024 Q3 |
2024 Q2 |
2024 Q1 |
2024 YTD |
2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2023 YTD |
Change 2024-Q4 vs 2024-Q3 |
Change 2024-Q4 vs 2023-Q4 |
Change YTD2024 vs YTD2023 |
| Material Processed (tonnes milled) | 92,369 | 96,160 | 83,900 | 69,220 | 341,649 | 83,343 | 73,456 | 85,258 | 71,448 | 313,505 | -4% | 11% | 9% |
Silver Equivalent Produced (ounces) (1) |
1,168,184 | 1,236,582 | 1,200,854 | 1,032,085 | 4,637,705 | 1,270,919 | 1,129,672 | 1,480,542 | 950,814 | 4,831,947 | -6% | -8% | -4% |
| Production | |||||||||||||
| Silver (ounces) | 329,760 | 354,877 | 364,607 | 294,998 | 1,344,242 | 350,770 | 362,443 | 495,344 | 255,623 | 1,464,180 | -7% | -6% | -8% |
| Zinc (tonnes) | 7,089 | 7,525 | 7,150 | 6,279 | 28,043 | 7,801 | 6,454 | 8,315 | 5,848 | 28,418 | -6% | -9% | -1% |
| Lead (tonnes) | 554 | 493 | 450 | 427 | 1,924 | 548 | 522 | 635 | 473 | 2,178 | 12% | 1% | -12% |
| Average Grade | |||||||||||||
| Silver (g/t) | 133 | 135 | 165 | 159 | 147 | 157 | 183 | 216 | 125 | 177 | -1% | -15% | -17% |
| Zinc (%) | 8.47 | 8.62 | 9.31 | 9.90 | 9.01 | 10.16 | 9.55 | 10.69 | 8.90 | 9.77 | -2% | -17% | -8% |
| Lead (%) | 0.93 | 0.80 | 0.86 | 0.96 | 0.88 | 0.99 | 1.06 | 1.21 | 0.94 | 1.08 | 16% | -6% | -18% |
| Metal Recovery | |||||||||||||
| Silver (%) | 83 | 85 | 82 | 83 | 83 | 83 | 84 | 84 | 89 | 85 | -2% | 0% | -2% |
| Zinc (%) | 91 | 91 | 91 | 92 | 91 | 92 | 92 | 91 | 92 | 92 | 0% | -2% | -1% |
| Lead (%) | 64 | 64 | 62 | 64 | 64 | 66 | 67 | 62 | 70 | 66 | 0% | -3% | -4% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
In Q4 2024, San Lucas experienced a 4% decrease in ore processed volume compared to Q3 2024. This reduction is attributed to the increased ore processing activities from the Porco and Caballo Blanco mines, which utilized more capacity at the milling facilities. Consequently, less processing capacity was allocated to San Lucas. This highlights the effectiveness of San Lucas’s role in ensuring that milling facilities operate at full capacity and adapt to the specific needs of the Bolivian assets. By prioritizing the processing of ore from other operations, San Lucas has demonstrated its flexibility and alignment with the Company’s broader commercial strategies, which include supporting the optimization of resources.
When comparing Q4 2024 to Q4 2023, the ore processed as San Lucas increased by 11%. This increase is primarily attributed to including ore from the Reserva mine into San Lucas, starting in Q3 2024, as part of the ongoing optimization initiatives.
Zimapan Mine
Production Table |
2024 Q4 |
2024 Q3 |
2024 Q2 |
2024 Q1 |
2024 YTD |
2023 Q4 |
2023 Q3 |
2023 Q2 |
2023 Q1 |
2023 YTD |
Change 2024-Q4 vs 2024-Q3 |
Change 2024-Q4 vs 2023-Q4 |
Change YTD2024 vs YTD2023 |
| Material Processed (tonnes milled) | 216,883 | 217,741 | 209,735 | 205,404 | 849,763 | 204,507 | 192,158 | 171,668 | 200,970 | 769,303 | 0% | 6% | 10% |
| Silver Equivalent Produced (ounces) (1) | 1,097,919 | 1,155,097 | 1,085,946 | 1,015,989 | 4,354,951 | 1,006,952 | 1,019,731 | 758,879 | 935,158 | 3,720,721 | -5% | 9% | 17% |
| Production | |||||||||||||
| Silver (ounces) | 426,141 | 444,634 | 409,309 | 399,950 | 1,680,034 | 386,023 | 378,748 | 271,133 | 320,942 | 1,356,846 | -4% | 10% | 24% |
| Zinc (tonnes) | 4,219 | 4,322 | 4,127 | 3,643 | 16,311 | 3,540 | 3,731 | 2,741 | 3,407 | 13,419 | -2% | 19% | 22% |
| Lead (tonnes) | 1,287 | 1,508 | 1,312 | 1,352 | 5,459 | 1,383 | 1,526 | 849 | 957 | 4,715 | -15% | -7% | 16% |
| Copper (tonnes) | 248 | 270 | 284 | 256 | 1,058 | 290 | 252 | 297 | 415 | 1,254 | -8% | -14% | -16% |
| Average Grade | |||||||||||||
| Silver (g/t) | 82 | 82 | 80 | 82 | 82 | 79 | 80 | 69 | 70 | 73 | 1% | 4% | 11% |
| Zinc (%) | 2.50 | 2.58 | 2.46 | 2.29 | 2.46 | 2.29 | 2.49 | 2.25 | 2.20 | 2.31 | -3% | 9% | 6% |
| Lead (%) | 0.69 | 0.77 | 0.73 | 0.83 | 0.75 | 0.83 | 0.97 | 0.67 | 0.63 | 0.76 | -10% | -16% | 0% |
| Copper (%) | 0.28 | 0.29 | 0.30 | 0.29 | 0.29 | 0.30 | 0.29 | 0.33 | 0.38 | 0.33 | -4% | -8% | -13% |
| Metal Recovery | |||||||||||||
| Silver (%) | 74 | 78 | 76 | 74 | 75 | 74 | 76 | 71 | 71 | 73 | -4% | 0% | 3% |
| Zinc (%) | 78 | 77 | 80 | 77 | 78 | 75 | 78 | 71 | 77 | 76 | 1% | 3% | 3% |
| Lead (%) | 86 | 90 | 86 | 79 | 85 | 82 | 82 | 74 | 76 | 77 | -5% | 5% | 10% |
| Copper (%) | 41 | 43 | 45 | 43 | 43 | 47 | 46 | 53 | 54 | 51 | -4% | -12% | -15% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| 4 |
In Q4 2024, Zimapán processed 216,883 tonnes of mineralized material, producing 1,097,919 silver equivalent ounces. This included 426,141 ounces of silver and 4,219 tonnes of zinc. Compared to Q3 2024, the volume of processed material remained consistent; however, silver equivalent production decreased by 5%. This decline was primarily driven by a 4% reduction in silver production, attributed to lower recovery rates, and a 2% decrease in zinc production, resulting from lower head grades. Zimapán continues with steady processing levels, underscoring its operational reliability and ability to maintain consistent performance.
When comparing Q4 2024 to Q4 2023, mineralized material and silver production increased by 6% and 10%, respectively. With current silver prices, this increase in silver production positions Zimapán to leverage on today’s favorable market conditions.
Qualified Person
Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations are comprised of the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos, Reserva and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Risks Factors: include the fluctuations in silver, zinc, lead and copper prices; fluctuations in prices for energy inputs; fluctuations in currency markets (such as the MXN, BOL and CAD versus the USD); risks related to the technological and operational nature of the Company’s business; required regulatory approvals; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico and Bolivia.
| 5 |
Forward-Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that future quarterly production result will be in line with past quarterly production results, mining and processing rates at Caballo Blanco will be consistent for the rest of the year, the improved dewatering system upgrades will provide dry working areas for the rest of the year at the Bolivar mine, the reconfigured mine plan will enable better productivity at the Porco mine, mining will occur in areas with similar silver grades mined in the first half of 2024 for the remainder of the year at the Caballo Blanco Group of mines, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
| 6 |
Exhibit 99.57
![]() |
News Release
February 10, 2025 |
Santacruz Silver Reports Fatality at Bolivian Operation
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or “the Company”) regrets to report that an employee of the Company was fatally injured at the Tres Amigos mine, part of the Caballo Blanco Group of mines in Bolivia on February 6, 2025.
A miner was involved in an accident while performing cleaning work nearby a development with an ore pass junction. The incident occurred when material was being removed from below, causing instability in the area where the worker was positioned. As a result, the miner lost his footing and fell into the ore pass junction. Emergency response teams were immediately activated, and the miner was extracted and transported for medical evaluation. A complete investigation is underway to determine the exact cause of the accident.
Arturo Préstamo, Executive Chairman and CEO, stated: “We are deeply saddened by this tragic accident and extend our heartfelt condolences and full support to our employee’s family. We are providing all necessary assistance to the family of our employee during this difficult time.” Mr. Préstamo continued; “Our top priority is to understand exactly what led to this accident and to ensure it never happens again. We have launched a thorough investigation, working closely with independent experts and authorities to determine the root cause. At the same time, we are reinforcing our safety protocols, enhancing training, and implementing additional safeguards to prevent any future incidents.”
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations are comprised of the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos, Reserva and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
| 1 |
Forward-Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s ability to prevent an incident like this from happening again and the ability to take legal action once the investigation is complete.
These forward-looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that Company’s ability to prevent an incident like this from happening again and the ability to take legal action once the investigation is complete, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company will be successful in preventing incident like this from happening again, the Company’s ability to take legal action once the investigation is complete.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
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Exhibit 99.58
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News Release
February 27th, 2025 |
Santacruz Silver’s Wholly Owned Bolivian Subsidiary, San Lucas S.A., Successfully Completes Oversubscribed Promissory Note Offering of 70 Million Bolivian Bolivianos in the Bolivian Market
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz”) is pleased to announce that its wholly owned subsidiary in Bolivia, San Lucas S.A. (the “Company”), has today successfully completed the first offering of promissory notes, named “Pagarés Bursátiles San Lucas - Emisión 1,” under its San Lucas Promissory Notes Issuance Program. The offering was oversubscribed and sold out in a matter of 15 minutes, for gross proceeds of 70 million Bolivian Boliviano*. The notes have a 6.25% interest rate, a maturity date of February 15th, 2026 and are unsecured.
The offering was executed on the Bolivian Stock Market (Bolsa Boliviana de Valores) and received strong demand from the Bolivian investor community, reflecting confidence in the San Lucas ore sourcing and trading business and the Company’s solid financial position and long-term vision. The issuance completed today is part of the San Lucas Promissory Notes Issuance Program, which has a total authorized amount of 140 million Bolivian Boliviano*. This milestone underscores Santacruz’s commitment to diversifying its funding sources and strengthening its capital structure.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “The strong demand and oversubscription of the first offering under the San Lucas Promissory Notes Issuance Program highlights the confidence of the Bolivian investment community in our operations and long-term vision. This successful issuance reinforces Santacruz Silver’s commitment to Bolivia, where we continue to invest and grow, creating value for our stakeholders while contributing to Bolivia’s mining sector and economic development.”
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations are comprised of the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos, Reserva and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
*The official Exchange Rate in Bolivia is BOB 6.96 per US$1.
Exhibit 99.59
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News Release
March 3rd, 2025 |
Santacruz Silver Announces Appointment of Chief Operating Officer
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or “the Company”) is pleased to announce the appointment of Mr. Eduardo Torrecillas as Chief Operating Officer.
With over 18 years of experience in senior leadership roles, prior to his appointment as Chief Operating Officer, Mr. Torrecillas served as Executive Chairman and President of Santacruz’s Bolivian operations since March 2022. Before joining Grupo Minero Sinchi Wayra, Mr. Torrecillas spent more than 12 years at Minera San Cristóbal S.A., a subsidiary of Sumitomo Corporation, where he held key leadership roles, including Director of Occupational Health and Safety (OHS) and General Services. In addition to his corporate roles, Mr. Torrecillas has been President of the National Association of Mid-Tier Miners (ANMM) since April 2022. He was unanimously re-elected in March 2024 for a new two-year term (established in 1939, the ANMM has long represented private mining companies in Bolivia).
In his new role, Mr. Torrecillas will oversee all operational functions across the Company’s mines and exploration projects in Mexico and Bolivia.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “Eduardo´s exceptional leadership and operational expertise underscore his proven ability to drive efficiency and growth. Eduardo has demonstrated outstanding management skills, a deep understanding of the industry, and a results-driven approach that has been instrumental in optimizing our Bolivian operations over the past 3 years. His strategic vision, hands-on leadership, and commitment to operational excellence have significantly contributed to Santacruz’s success. I have no doubt that his expertise and knowledge of both Bolivia and Mexico´s culture and dynamics will continue to strengthen our operations as he takes on this new role.”
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations are comprised of the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and Chief Executive Officer
For further information please contact:
Arturo Prestamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: (528) 183 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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Exhibit 99.60
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News Release
March 20th, 2025 |
Santacruz Silver Announces US$10 Million Initial Payment to Glencore under Voluntary Plan to Exercise Acceleration Option
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or “the Company”) is pleased to announce that the Company has structured and implemented a plan to exercise its Acceleration Option to satisfy the Base Purchase Price owed to Glencore, by making payments on a schedule that aligns the accelerated timing whilst meeting the Company’s commitment to financial discipline and a strong balance sheet. The plan’s primary objective is to save the Company US$40 million.
The Company successfully completed the first component of this plan, an initial payment to Glencore of USD$10 million, on March 20, 2025. Moving forward under the plan, Santacruz will make bi-monthly payments of USD$7.5 million commencing in May 2025 until reaching a total of USD$40 million, with all payments scheduled to be completed by October 31, 2025. This structured plan reflects the Company’s commitment to fulfilling its obligations and achieving cost savings while maintaining financial discipline and strong cash reserves over time.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “This accelerated payment to Glencore highlights our strong financial discipline and commitment to seeking out and capitalizing on opportunities to enhance shareholder value. This payment plan is structured to preserve an optimal level of working capital while further strengthening the Company’s ability to achieve long-term growth and value creation objectives.”
Mr. Préstamo added: “We sincerely appreciate Glencore’s continuous support. Glencore’s professionalism and collaborative approach have been key to maintaining an exceptional business relationship, which has greatly contributed to our current success. We look forward to continuing this strong partnership in the future.”
Please refer to the Company’s October 3, 2024, and April 4, 2024 news releases for details on the payment structure for the Bolivian assets acquisition.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations comprise the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo Elizondo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s payment of funds and exercise of the Acceleration Option.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that the Company may not have sufficient funds to make payments in accordance with the Company’s plan or may fail to exercise the Acceleration Option, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company will that Company will have sufficient funds to exercise the Acceleration Option prior to the end of October, 2025.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
Exhibit 99.61
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News Release
May 1st, 2025 |
Santacruz Silver Granted Management Cease Trade Order
VANCOUVER, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or the “Company”) announces that it has applied to, and received from the British Columbia Securities Commission, a temporary management cease trade order (the “MCTO”) under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”), on the basis that it was unable to file its annual financial statements, accompanying management’s discussion and analysis and required certifications for the year ended December 31, 2024 (the “Required Filings”) on or before the prescribed filing deadline of April 30, 2025 (the “Filing Deadline”), as required by National Instrument 51-102 - Continuous Disclosure Obligations and National Instrument 52-109 - Certification of Disclosure in Issuer’s Annual and Interim Filings, respectively.
The MCTO prohibits trading in securities of the Company by the Chief Executive Officer and Chief Financial Officer of the Company until such time as the Required Filings and all continuous disclosure requirements have been filed by the Company, and the MCTO has been lifted. During the period in which the MCTO is effective, the general public, who are not insiders of the Company, will continue to be able to trade in the Company’s listed securities.
The Company advises that the failure to file its Required Filings by the Filing Deadline is due to the Company’s auditor recently advising the Company that it is unable to complete its audit procedures in advance of the Filing Deadline. The Company anticipates that it will be in a position to remedy the default by filing the Required Filings on or before May 16, 2025. The MCTO will be in effect until the Required Filings are completed.
The Company intends to satisfy the provisions of the alternative information guidelines set out in section 10 of NP 12-203 so long as the Required Filings are outstanding.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations comprise the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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Forward-Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding completion of the audit of the year ended December 31, 2024 and timing thereof and the Company’s ability to file subsequent status reports and the Required Filings and the timing thereof.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: the Company being unable to file the status reports and Required Filings in the proposed timeframe; recent market volatility; and the state of the financial markets for the Company’s securities.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, that the Company will be able to file the status reports and the Required Filings in the proposed time frame.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those expressed or implied in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. Readers are encouraged to read the Company’s continuous disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
Exhibit 99.62
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News Release
May 6th, 2025 |
Santacruz Silver Announces Second Payment to Glencore of US$7.5 Million Under Acceleration Plan
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or the “Company”) is pleased to announce that it has made the second payment of US$7.5 million to Glencore as part of the Company’s previously announced plan to exercise its Acceleration Option and satisfy the Base Purchase Price related to the Bolivian assets acquisition.
This second payment follows the initial US$10 million payment made on March 20, 2025, and is part of a structured payment plan designed to deliver total payments of US$40 million by October 31, 2025. The plan is expected to generate US$40 million in savings and reinforces the Company’s commitment to financial discipline and long-term value creation.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “We are thrilled to be continuing to execute on this strategic plan, which reflects our disciplined financial approach. This second payment to Glencore demonstrates our ability to honor our commitments while maintaining a strong balance sheet and cash position. We remain focused on driving shareholder value through prudent capital management and operational excellence.” Mr. Préstamo added: “We would like to thank Glencore once again for their continued support and collaborative approach throughout this process. Our strong relationship with Glencore remains an important asset as we pursue our strategic goals in Bolivia and beyond.”
Please refer to the Company’s October 3, 2024, and April 4, 2024, news releases for details on the payment structure for the Bolivian assets acquisition.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations comprise the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo Elizondo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s payment of the Acceleration Option.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that the Company may not have sufficient funds to exercise the Acceleration Option, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company will that Company will have sufficient funds to exercise the Acceleration Option prior to the end of October, 2025.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
Exhibit 99.63
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News Release
May 14th, 2025 |
Santacruz Silver Provides Management Cease Trade Order Status Update
VANCOUVER, B.C., – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQB: SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) provides a bi-weekly update on the status of the temporary management cease trade order granted on May 1, 2025 (the “MCTO”) by its principal regulator, the British Columbia Securities Commission under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”), following the Company’s announcement on May 1, 2025 (the “MCTO Announcement”) that it was unable to file its annual financial statements, accompanying management’s discussion and analysis and required certifications for the year ended December 31, 2024 (the “Required Filings”) on or before the prescribed filing deadline of April 30, 2025 (the “Filing Deadline”), as required by National Instrument 51-102 - Continuous Disclosure Obligations and National Instrument 52-109 - Certification of Disclosure in Issuer’s Annual and Interim Filings, respectively.
The Company reports that (i) other than as described herein, there are no changes to the information contained in the MCTO Announcement that would reasonably be expected to be material to an investor; (ii) the Company is satisfying and confirms that it intends to continue to satisfy the provisions of the alternative information guidelines under NP 12-203 and issue bi-weekly default status reports for so long as the delay in filing the Required Filings is continuing, each of which will be issued in the form of a press release; (iii) there has not been any other specified default by the Company under NP 12-203, and, no such other default is anticipated; and (iv) there is no material information concerning the affairs of the Company that has not been generally disclosed.
The Company continues to work diligently with its auditor to complete their audit procedures. The delay is due to the Company’s auditor advising the Company that it was unable to complete its audit procedures in advance of the Filing Deadline. The MCTO will be in effect until the Required Filings are completed and the Company will continue to satisfy the provisions of the alternative information guidelines set out in section 10 of NP 12-203 so long as the Required Filings are outstanding.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations comprise the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
| 2 |
Forward-Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding completion of the audit of the year ended December 31, 2024 and timing thereof and the Company’s ability to file subsequent status reports and the Required Filings and the timing thereof.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: the Company being unable to file the status reports and Required Filings in the proposed timeframe; recent market volatility; and the state of the financial markets for the Company’s securities.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, that the Company will be able to file the status reports and the Required Filings in the proposed time frame.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those expressed or implied in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. Readers are encouraged to read the Company’s continuous disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
Exhibit 99.64
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News Release
May 28, 2025 |
Santacruz Silver Reports Year End 2024 Financial Results
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQB:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its financial and operating results for the year ended December 31, 2024 (“FY 2024”). The full version of the audited financial statements for FY 2024 (the “Financial Statements”), which includes a restatement of comparative 2023 consolidated financial statements, and accompanying Management’s Discussion and Analysis (the “MD&A”), can be viewed on the Company’s website at www.santacruzsilver.com or on SEDAR+ at www.sedarplus.ca. All amounts are expressed in U.S. dollars, unless otherwise stated.
FY 2024 Highlights
| ● | Revenues of $283 million a 13% increase year-over-year. |
| ● | Gross Profit of $57 million, a 1670% increase year-over-year. |
| ● | Net Income of $165 million, a 1594% increase year-over-year. |
| ● | Adjusted EBITDA of $53 million, a 200% increase year-over-year. |
| ● | Cash and cash equivalents of $36 million, a 622% increase year-over-year. |
| ● | Working Capital was $46 million at the end of FY 2024. |
| ● | Cash cost per silver equivalent ounce sold of $21.90, a 16% increase year-over-year. |
| ● | AISC per silver equivalent ounce sold of $26.01, a 15% increase year-over-year. |
| ● | Silver Equivalent Ounces produced of 18,651,701, a 1% decrease year-over-year. |
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “FY 2024 was a transformative year for the Company, driven by our strong financial and operational results. Santacruz achieved a 13% increase in revenue and a 200% rise in adjusted EBITDA, supported by operational improvements and a favorable silver price environment. These achievements strengthened the Company’s balance sheet which allowed us to end the year with $36 million in cash, a 622% increase. In addition, we significantly worked on enhancing shareholder value while maintaining a disciplined operational focus and laying the groundwork for long-term growth.”
Mr. Préstamo continued, “ In preparation for the audit, the accounting team identified a series of non-cash errors booked during the tenure of the former CFO. These non-cash errors caused a significant number of related adjusting entries in the current and prior years creating additional audit work and therefore the subsequent delay in filing the financial statements. Santacruz’s competitive edge lies in the quality and efficiency of our core Bolivian and Mexican mining assets and the flexibility of our San Lucas ore sourcing model, which enables swift adaptation to market conditions and maximizes the benefits of our leverage to rising metal prices. With this solid foundation and an experienced management team, we are well-positioned to enter a new phase of sustainable growth while continuing to deliver value to our shareholders.”
Selected consolidated financial and operating information for FY 2024 and the financial year ended December 31, 2023 (restated) are presented below. All financial information is prepared in accordance with International Financial Reporting Standards (“IFRS”), and all dollar amounts are expressed in thousands of US dollars, except per unit amounts, unless otherwise indicated.
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2024 Annual Highlights
2024 |
2023 Restated(6) |
Change ’24 vs ’23 | |
Operational |
|||
| Material Processed (tonnes milled) | 1,955,904 | 1,883,446 | 4% |
| Silver Equivalent Produced (ounces) (3) | 18,651,701 | 18,779,646 | (1%) |
| Silver Ounces Produced | 6,718,381 | 7,004,582 | (4%) |
| Zinc Tonnes Produced | 94,399 | 91,616 | 3% |
| Lead Tonnes Produced | 11,820 | 12,366 | (4%) |
| Copper Tonnes Produced | 1,057 | 1,254 | (16%) |
| Silver Equivalent Sold (payable ounces) (4) | 14,089,723 | 16,105,327 | (13%) |
| Cash Cost of Production per Tonne (5) | 101.35 | 93.10 | 9% |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (5) | 21.90 | 18.96 | 16% |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (5) | 26.01 | 22.69 | 15% |
| Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (5) (6) | 28.74 | 22.90 | 25% |
Financial |
|||
| Revenues | 282,987 | 251,256 | 13% |
| Gross Profit | 57,226 | 3,233 | 1670% |
| Net Income (loss) | 164,484 | (11,008) | 1594% |
| Net Earnings (Loss) Per Share - Basic ($/share) | 0.46 | (0.03) | 1633% |
| Adjusted EBITDA (5) | 52,625 | 17,553 | 200% |
| Cash and Cash Equivalent | 35,721 | 4,947 | 622% |
| Working Capital (Deficiency) | 46,296 | (49,171) | 194% |
2024 Annual Production Summary - By Mine
Bolivar (5) |
Porco (5) |
Caballo Blanco Group |
San Lucas Group |
Zimapan |
Total | |
| Material Processed (tonnes milled) | 284,634 | 204,585 | 275,273 | 341,650 | 849,762 | 1,955,904 |
| Silver Equivalent Produced (ounces) (1) | 4,105,592 | 2,057,069 | 3,496,383 | 4,637,705 | 4,354,952 | 18,651,701 |
| Silver Ounces Produced | 1,828,098 | 645,251 | 1,220,757 | 1,344,242 | 1,680,033 | 6,718,381 |
| Zinc Tonnes Produced | 19,395 | 12,045 | 18,606 | 28,043 | 16,310 | 94,399 |
| Lead Tonnes Produced | 1,327 | 795 | 2,316 | 1,924 | 5,458 | 11,820 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 1,057 | 1,057 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 218 | 117 | 153 | 147 | 82 | 126 |
| Zinc (%) | 7.48 | 6.28 | 7.30 | 9.01 | 2.46 | 5.42 |
| Lead (%) | 0.64 | 0.51 | 1.11 | 0.88 | 0.75 | 0.78 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.29 | 0.29 |
| Metal recovery per mine: | ||||||
| Silver (%) | 92 | 84 | 90 | 84 | 75 | 82 |
| Zinc (%) | 91 | 94 | 92 | 91 | 78 | 86 |
| Lead (%) | 73 | 76 | 76 | 64 | 85 | 77 |
| Copper (%) | N/A | N/A | N/A | N/A | 43 | 43 |
| Silver Equivalent Sold (payable ounces) (2) | 3,298,650 | 1,540,699 | 2,600,400 | 3,163,911 | 3,486,063 | 14,089,723 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $1.21/lb, $0.94/lb and $3.91/lb for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas and Zimapan. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section in the Company’s Q4 and FY 2024 Management Discussion and Analysis for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (6) | The revenues, gross profit, net loss, net loss per share, Adjusted EBITDA, and working capital deficiency were restated as a result of corrections made to the 2023 comparatives. Refer to Note 3 of the consolidated financial statements for further details and impacts of the restatement. |
| 2 |
Silver Equivalent Ounces Produced
In FY 2024, the Company processed 1,955,905 tonnes of ore, producing 18,651,701 silver equivalent ounces. This total includes 6,718,381 ounces of silver and 94,399 tonnes of zinc. Full Q4 and FY 2024 production results were released in a news release dated January 30, 2025.
2024 YTD vs 2023 YTD
Compared to 2023, the tonnes of processed material increased by 4%. The increase was driven by increases in tonnes milled from the San Lucas Group 9%, Porco 7% and Zimapan 10% operations that were offset by decreases in Bolivar (3%) and Caballo Blanco Group’s (13%) operations. The 13% decrease in Caballo Blanco Group is due to the results of the Reserva mine being reported in the San Lucas Group starting in Q3 2024. This highlights the stability and diversification of the Company’s asset base, enabling us to offset declines in production at certain operations with increased production from others. This strategic balance is essential for maintaining overall production stability and ensuring consistent performance across our operations.
Cash Cost of Production per Tonne
2024 YTD vs 2023 YTD
The Company’s cash cost of production per tonne increased to $103.35 in 2024 from $93.10 in 2023 (restated), primarily due to the expected impact of higher ore purchases from small-scale miners at San Lucas. As a margin-based business, San Lucas adjusts its acquisition costs in line with metal prices, which rose during the period. These higher costs are fully offset by proportional increases in revenue, thereby preserving income margins and ensuring no negative impact on the Company’s financial performance. Additionally, the increase reflects minor operational cost upticks across the portfolio, consistent with normal variability in mining activities.
Cash Cost per Silver Equivalent Ounce Sold
2024 YTD vs 2023 YTD
Cash cost per silver equivalent ounce sold rose to $21.90 in 2024 from $18.96 in 2023 (restated). This increase is largely attributable to the same factors that impacted production costs, namely higher ore purchase costs at San Lucas due to stronger silver pricing. Additionally, this metric includes transportation and other site-level costs, which remained relatively stable year-over-year and had a limited impact on the overall increase.
All-In Sustaining Cash Cost (“AISC”) per Silver Equivalent Ounce Sold
2024 YTD vs 2023 YTD
All-in sustaining cash cost per silver equivalent ounce sold increased to $26.01 in 2024, compared to $22.69 in 2023. This increase is largely attributable to the same factors that impacted production costs, namely higher ore purchase costs at San Lucas due to stronger silver pricing and strategic one-time capital expenditures across key assets. In 2024, the Company leveraged improved revenues and cash flow to make significant investments in its operations, most notably at the Zimapán mine and milling facility. These investments delivered tangible results, including higher output and improved concentrate quality. In Bolivia, capital investments were also advanced, focusing on cost reduction and enhanced metallurgical recovery, particularly of silver. These initiatives are expected to yield benefits starting in 2025.
Qualified Person
Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
| 3 |
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations are comprised of the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
Non-GAAP Measures
The financial results in this news release include references to non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. For a reconciliation of non-GAAP and GAAP measures, please refer to the “Non-GAAP Measures’’ section in the Company’s FY 2024 Management Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, cost reduction and enhanced metallurgical recovery (particularly of silver) in 2025.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company’s capital investments will result in reduced costs and enhanced metallurgical recovery.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
| 4 |
Exhibit 99.65
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News Release
June 2, 2025 |
Santacruz Silver Granted Management Cease Trade Order
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQB:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) announces that it has applied to, and received from the British Columbia Securities Commission (the “Principal Regulator”), a temporary management cease trade order (the “MCTO”) under National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”), on the basis that it was unable to file its interim financial statements, accompanying management’s discussion and analysis and required certifications for the interim period ended March 31, 2025 (the “Q1 Required Filings”) on or before the prescribed filing deadline of May 30, 2025 (the “Filing Deadline”), as required by National Instrument 51-102 - Continuous Disclosure Obligations and National Instrument 52-109 - Certification of Disclosure in Issuer’s Annual and Interim Filings, respectively.
The MCTO prohibits trading in securities of the Company by the Chief Executive Officer and Chief Financial Officer of the Company until such time as the Q1 Required Filings and all continuous disclosure requirements have been filed by the Company, and the MCTO has been lifted. During the period in which the MCTO is effective, the general public, who are not insiders of the Company, will continue to be able to trade in the Company’s listed securities.
As disclosed by the Company in a press release dated May 1, 2025, the Company failed to file its audited financial statements, accompanying management’s discussion and analysis and required certifications for the year ended December 31, 2024 (collectively, the “Required Annual Filings”) by the filing deadline of April 30, 2025 and was granted an MCTO by the Principal Regulator. The MCTO in connection with the failure to file the Required Annual Filings was revoked by the Principal Regulator on May 29, 2025 upon the Company filing its Required Annual Filings. The Company advises that the failure to file its Q1 Required Filings by the Filing Deadline is due to the Company and its auditor having been primarily focused on completing the preparation and filing of the Required Annual Filings. As a result, the Company and its auditor have not had sufficient time to complete the preparation of the Q1 Required Filings by the Filing Deadline. The Company anticipates that it will be in a position to remedy the default by filing the Q1 Required Filings on or before June 12, 2025. The MCTO will be in effect until the Q1 Required Filings are completed.
The Company intends to satisfy the provisions of the alternative information guidelines set out in section 10 of NP 12-203 so long as the Q1 Required Filings are outstanding.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties in Latin America. The Bolivian operations are comprised of the Bolivar, Porco and the Caballo Blanco Group, which consists of the Tres Amigos and Colquechaquita mines. The Soracaya exploration project and San Lucas ore sourcing and trading business are also in Bolivia. The Zimapan mine is in Mexico.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
| 2 |
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, the Company’s ability to file subsequent status reports and the Q1 Required Filings and the timing thereof.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: the Company being unable to file the status reports and the Q1 Required Filings in the proposed timeframe; recent market volatility; and the state of the financial markets for the Company’s securities.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, that the Company will be able to file the status reports and the Q1 Required Filings in the proposed time frame.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those expressed or implied in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. Readers are encouraged to read the Company’s continuous disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
Exhibit 99.66
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News Release
June 09, 2025 |
Santacruz Silver Produces 3,688,129 Silver Equivalent Ounces in Q1 2025
Including 1,590,063 ounces of silver and 20,719 tonnes of zinc
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQB:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its Q1 2025 production results from its Bolivar mine, Porco mine, Caballo Blanco Group of mines (“Caballo Blanco”) and the San Lucas Group which includes the Reserva Mina and the San Lucas feed sourcing business (“San Lucas”), all located in Bolivia, and the Zimapan mine located in Mexico.
Q1 2025 Production Highlights:
Silver Equivalent Production: 3,688,129 silver equivalent ounces
Silver Production: 1,590,063 ounces
Zinc Production: 20,719 tonnes
Lead Production: 2,718 tonnes
Copper Production: 279 tonnes
Underground Development: 10,135 meters
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “Santacruz started 2025 with strong contributions from its Mexican operations, driven by steady production growth, solid mill throughput, and disciplined mine execution. Whilst in Bolivia, at our San Lucas ore sourcing business, our margin-based model supported profitability through flexible ore sourcing and cost flexibility, despite normal head grade variability.”
Mr. Préstamo continued, “Operations at Bolívar, Porco, and Caballo Blanco remained firmly focused on maximizing silver production and metallurgical recoveries, aligned with this year´s mine plan. Our strategic focus on silver production has proven especially beneficial, considering the favorable silver price environment, and we are reaffirming our commitment to prioritizing silver production across our portfolio of assets. Lower throughput from our Bolivian operations in Q1 reflects the typical seasonal slowdown experienced during the first quarter of the year.”
Production Summary – Total
| Production Table |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-YTD | 2024-YTD | Change ‘25-YTD vs ‘24-YTD |
| Material Processed (tonnes milled) | 471,773 | 493,141 | (4%) | 471,773 | 470,749 | 0% |
| Silver Equivalent Produced (ounces) (1) | 3,688,129 | 4,097,327 | (10%) | 3,688,129 | 3,876,388 | (5%) |
| Production | ||||||
| Silver (ounces) | 1,590,063 | 1,761,686 | (10%) | 1,590,063 | 1,581,949 | 1% |
| Zinc (tonnes) | 20,719 | 23,357 | (11%) | 20,719 | 22,847 | (9%) |
| Lead (tonnes) | 2,718 | 2,932 | (7%) | 2,718 | 2,953 | (8%) |
| Copper (tonnes) | 279 | 248 | 13% | 279 | 256 | 9% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| 1 |
Bolivar Mine
| Bolivar Production Table (1) |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-YTD | 2024-YTD | Change ‘25-YTD vs ‘24-YTD |
| Material Processed (tonnes milled) | 62,356 | 69,411 | (10%) | 62,356 | 72,801 | (14%) |
| Silver Equivalent Produced (ounces) (2) | 786,299 | 920,614 | (15%) | 786,299 | 899,355 | (13%) |
| Production | ||||||
| Silver (ounces) | 421,039 | 491,377 | (14%) | 421,039 | 425,756 | (1%) |
| Zinc (tonnes) | 3,983 | 4,611 | (14%) | 3,983 | 5,063 | (21%) |
| Lead (tonnes) | 201 | 327 | (39%) | 201 | 395 | (49%) |
| Average Grade | ||||||
| Silver (g/t) | 237 | 236 | 0% | 237 | 199 | 19% |
| Zinc (%) | 7.00 | 7.19 | (3%) | 7.00 | 7.68 | (9%) |
| Lead (%) | 0.47 | 0.64 | (27%) | 0.47 | 0.74 | (36%) |
| Metal Recovery | ||||||
| Silver (%) | 89 | 93 | (4%) | 89 | 91 | (2%) |
| Zinc (%) | 91 | 92 | (1%) | 91 | 91 | 0% |
| Lead (%) | 68 | 74 | (8%) | 68 | 74 | (8%) |
| (1) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. | |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q1-2025 vs Q4-2024
Compared to Q4 2024, Bolívar processed 10% less ore in Q1 2025, reflecting the typical seasonality of first-quarter operations and temporary operational constraints that have been resolved. Silver equivalent production decreased by 15%, slightly more than the reduction in ore processed. Silver output declined 14%, primarily due to an 8% drop in recoveries, while head grades remained stable. Zinc production was down 14%, consistent with marginal decreases in head grades (-3%) and recoveries (-1%).
Q1-2025 vs Q1-2024
In Q1 2025, Bolívar processed 14% less ore compared to Q1 2024, primarily due to temporary operational constraints that reduced the number of available shifts. Silver equivalent production declined by 13%, in line with the lower throughput tonnage. Silver production remained stable (-1% YoY), supported by a 19% increase in silver head grades, which offset a slight decline in recoveries (-3%). The head grades processed during the quarter are consistent with the mineralization profile anticipated in the mine plan. Zinc production decreased 21%, resulting from a 9% decline in head grades, while recoveries held steady (+1%).
| 2 |
Porco Mine
Porco Production Table (1) |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-YTD | 2024-YTD | Change ‘25-YTD vs ‘24-YTD |
| Material Processed (tonnes milled) | 47,501 | 53,702 | (12%) | 47,501 | 50,862 | (7%) |
| Silver Equivalent Produced (ounces) (2) | 367,523 | 423,387 | (13%) | 367,523 | 466,900 | (21%) |
| Production | ||||||
| Silver (ounces) | 120,537 | 145,585 | (17%) | 120,537 | 176,436 | (32%) |
| Zinc (tonnes) | 2,674 | 2,983 | (10%) | 2,674 | 3,160 | (15%) |
| Lead (tonnes) | 161 | 215 | (25%) | 161 | 169 | (5%) |
| Average Grade | ||||||
| Silver (g/t) | 98 | 102 | (4%) | 98 | 130 | (25%) |
| Zinc (%) | 5.99 | 5.89 | 2% | 5.99 | 6.72 | (11%) |
| Lead (%) | 0.46 | 0.51 | (10%) | 0.46 | 0.46 | 0% |
| Metal Recovery | ||||||
| Silver (%) | 81 | 82 | (1%) | 81 | 83 | (2%) |
| Zinc (%) | 94 | 94 | 0% | 94 | 92 | 2% |
| Lead (%) | 73 | 78 | (6%) | 73 | 72 | 1% |
| (3) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. | |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q1-2025 vs Q4-2024
Porco processed 12% less ore in Q1 2025 compared to Q4 2024, consistent with the seasonal production pattern typical of first quarters. Silver equivalent production decreased by 13%, in line with the reduction in tonnes processed. Silver output was down 17%, resulting from a 5% decrease in silver head grades and a 2% drop in recoveries. Zinc production fell 10%, with a 2% increase in head grades offset by stable recoveries. These results reflect the scheduled mining sequence and expected ore characteristics for the quarter.
Q1-2025 vs Q1-2024
Ore processed at Porco declined by 7% versus Q1 2024 due to temporary equipment availability issues, which have been fully resolved. Silver equivalent production fell 21%, driven by lower head grades from the zones mined during the period. Silver output dropped 32%, caused by a 25% decrease in silver head grades and a 3% reduction in recoveries. Zinc production declined 15%, due to an 11% drop in head grades, while recoveries improved by 2%. The temporary decrease in head grades are within expectations because of the ore body characteristics and are in line with the mine plan.
| 3 |
Caballo Blanco Group
| Caballo Blanco Group Production Table (1) |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-YTD | 2024-YTD | Change ‘25-YTD vs ‘24-YTD |
| Material Processed (tonnes milled) | 51,648 | 60,776 | (15%) | 51,648 | 72,462 | (29%) |
| Silver Equivalent Produced (ounces) (2) | 659,208 | 798,976 | (17%) | 659,208 | 740,895 | (11%) |
| Production | ||||||
| Silver (ounces) | 313,266 | 368,822 | (15%) | 313,266 | 284,809 | 10% |
| Zinc (tonnes) | 3,549 | 4,455 | (20%) | 3,549 | 4,702 | (25%) |
| Lead (tonnes) | 486 | 549 | (11%) | 486 | 611 | (20%) |
| Average Grade | ||||||
| Silver (g/t) | 202 | 205 | (1%) | 202 | 136 | 49% |
| Zinc (%) | 7.28 | 7.84 | (7%) | 7.28 | 7.04 | 3% |
| Lead (%) | 1.15 | 1.17 | (2%) | 1.15 | 1.10 | 5% |
| Metal Recovery | ||||||
| Silver (%) | 93 | 92 | 1% | 93 | 90 | 3% |
| Zinc (%) | 94 | 93 | 1% | 94 | 92 | 2% |
| Lead (%) | 82 | 77 | 6% | 82 | 76 | 8% |
| (4) | The Caballo Blanco Group consists of the Colquechaquita and Tres Amigos mines. | |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q1 2025 vs. Q4 2024
Compared to Q4 2024, Caballo Blanco processed 15% less ore in Q1 2025, in line with the seasonal production plan of the first quarter. Silver equivalent production declined by 17%, aligned with the decrease in throughput. Silver output decreased 15%, driven by a 2% drop in head grades, while recoveries improved slightly (+1%). Zinc production decreased by 20%, driven by a 7% reduction in head grades with stable recoveries. The results are consistent with the mine plan and reflect a continued focus to reach zones with higher silver content.
Q1-2025 vs Q1-2024
In 2024 Caballo Blanco’s operations underwent a strategic reorganization to optimize metallurgical performance, in particular silver recoveries. As part of the reorganization, the Reserva mine’s ore is now mixed with ore sourced from the San Lucas trading business. Because all of Reserva’s output is fed to the San Lucas ore trading business, the Reserva mine’s production results are now reported as part of the San Lucas Group instead of the Caballo Blanco Group. Starting Q3 2024, Caballo Blanco results no longer include Reserva’s output and include only the output from its two core mines (Colquechaquita and Tres Amigos). As a result of the reorganization, ore processed in Q1 2025 decreased by 29% compared to Q1 2024. However, silver equivalent production declined by only 11%, reflecting a significant improvement in metal output per tonne. Silver production decreased by 15%, which was offset by a 49% increase in silver head grades and a 4% improvement in recoveries, both of which underscore the effectiveness of the new mine plan. Zinc production declined by 25%, primarily due to less ore throughput and a 3% decrease in head grades, while recoveries improved by 3%. The results demonstrate the positive impact of the Company’s strategic shift in enhancing operations and metallurgical outcomes.
| 4 |
San Lucas Group
| San Lucas Group Production Table |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-YTD | 2024-YTD | Change ‘25-YTD vs ‘24-YTD |
| Material Processed (tonnes milled) | 86,695 | 92,369 | (6%) | 86,695 | 69,220 | 25% |
| Silver Equivalent Produced (ounces) (1) | 858,514 | 992,949 | (14%) | 858,514 | 878,182 | (2%) |
| Production | ||||||
| Silver (ounces) | 295,021 | 329,760 | (11%) | 295,021 | 294,998 | 0% |
| Zinc (tonnes) | 6,015 | 7,089 | (15%) | 6,015 | 6,279 | (4%) |
| Lead (tonnes) | 481 | 554 | (13%) | 481 | 427 | 13% |
| Average Grade | ||||||
| Silver (g/t) | 123 | 133 | (8%) | 123 | 159 | (23%) |
| Zinc (%) | 7.65 | 8.47 | (10%) | 7.65 | 9.90 | (23%) |
| Lead (%) | 0.84 | 0.93 | (10%) | 0.84 | 0.96 | (13%) |
| Metal Recovery | ||||||
| Silver (%) | 86 | 83 | 4% | 86 | 83 | 4% |
| Zinc (%) | 91 | 91 | 0% | 91 | 92 | (1%) |
| Lead (%) | 66 | 64 | 3% | 66 | 64 | 3% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $2,085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q1 2025 vs. Q4 2024
The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content. In Q1 2025, the operation processed 6% less material than in Q4 2024, reflecting the typical seasonal pattern and normal variations in third-party ore supply. Silver equivalent production decreased by 14%, mainly due to an 8% decline in head grades. Silver output was down 11%, with a 3% improvement in recoveries helping to offset part of the impact. Zinc production fell 15%, driven by a 10% reduction in head grades, while recoveries remained steady. San Lucas continues to play a strategic role in maintaining high mill utilization and stable margins through its flexible and responsive sourcing strategy.
Q1-2025 vs Q1-2024
San Lucas operates under a margin-based business model, whereby lower ore grades are balanced by lower ore purchase costs, ensuring stable contribution margins. In Q1 2025, tonnes processed increased by 25% compared to Q1 2024, driven by the integration of ore from the Reserva mine. Despite a 23% decline in silver head grades, silver output remained stable (-0%), supported by a 3% improvement in recoveries and optimized blending. Silver equivalent production declined marginally by 2%. Zinc output was down 4%, mainly due to a 23% reduction in head grades, while recoveries were unchanged (-1%).
| 5 |
Zimapan Mine
Zimapan Production Table |
2025 Q1 |
2024 Q4 | Change Q1 vs Q4 |
2025-YTD | 2024-YTD | Change ‘25-YTD vs ‘24-YTD |
| Material Processed (tonnes milled) | 223,573 | 216,883 | 3% | 223,573 | 205,404 | 9% |
| Silver Equivalent Produced (ounces) (1) | 1,016,585 | 961,401 | 6% | 1,016,585 | 891,057 | 14% |
| Production | ||||||
| Silver (ounces) | 440,199 | 426,141 | 3% | 440,199 | 399,950 | 10% |
| Zinc (tonnes) | 4,498 | 4,219 | 7% | 4,498 | 3,643 | 23% |
| Lead (tonnes) | 1,389 | 1,287 | 8% | 1,389 | 1,352 | 3% |
| Copper (tonnes) | 279 | 248 | 13% | 279 | 256 | 9% |
| Average Grade | ||||||
| Silver (g/t) | 80 | 82 | (2%) | 80 | 82 | (2%) |
| Zinc (%) | 2.56 | 2.50 | 2% | 2.56 | 2.29 | 12% |
| Lead (%) | 0.72 | 0.69 | 4% | 0.72 | 0.83 | (13%) |
| Copper (%) | 0.26 | 0.28 | (7%) | 0.26 | 0.29 | (10%) |
| Metal Recovery | ||||||
| Silver (%) | 77 | 74 | 4% | 77 | 74 | 4% |
| Zinc (%) | 79 | 78 | 1% | 79 | 77 | 3% |
| Lead (%) | 86 | 86 | 0% | 86 | 79 | 9% |
| Copper (%) | 48 | 41 | 17% | 48 | 43 | 12% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $23.85/oz, $2,775.53/ton, $,2085.90/ton and $9,762.69/ton for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q1 2025 vs. Q4 2024
Compared to Q4 2024, Zimapán processed 3% more mineralized material and increased silver equivalent production by 6%, reflecting sustained processing efficiency. Silver production rose by 3%, supported by a 3% increase in recoveries, while silver head grades declined slightly (-3%). Zinc output grew by 7%, driven by a 2% increase in head grades and a 1% improvement in recoveries. These quarter-over-quarter improvements demonstrate the operation’s consistency and capacity to deliver incremental growth through continuous optimization.
Q1-2025 vs Q1-2024
Zimapán delivered a strong first quarter, with mineralized material processed increasing by 9% year-over-year, which resulted in a 14% increase in silver equivalent production. Silver output rose by 10%, despite a 3% decline in head grades, supported by a 4% improvement in recoveries. Zinc production increased by 23%, driven by a 12% rise in head grades and a 2% gain in recoveries. These results reflect the successful execution of mine planning and a consistent processing environment, with head grades aligned with scheduled stopes.
Qualified Person
Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
| 6 |
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, cost reduction and enhanced metallurgical recovery (particularly of silver) in 2025.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company’s capital investments will result in reduced costs and enhanced metallurgical recovery.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
| 7 |
Exhibit 99.67
![]() |
News Release
June 12, 2025 |
Santacruz Silver Reports First Quarter 2025 Results
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQB:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its financial and operating results for the quarter ended March 31, 2025 (“Q1 2025”). The full version of the Q1 2025 financial statements (“Financial Statements”) and accompanying Management’s Discussion and Analysis (the “MD&A”) can be viewed on the Company’s website at www.santacruzsilver.com or on SEDAR+ at www.sedarplus.ca. All amounts are expressed in U.S. dollars, unless otherwise stated.
Q1 2025 Highlights
| ● | Revenues of $70.3 million, a 34% increase year-over-year. |
| ● | Gross Profit of $27.9 million, a 6882% increase year-over-year. |
| ● | Net Income of $9.5 million, a 93% decrease year-over-year1. |
| ● | Adjusted EBITDA of $27.5 million, a 2202% increase year-over-year. |
| ● | Cash and cash equivalents of $32.5 million, a 706% increase year-over-year. |
| ● | Working Capital of $51.7 million, a 7530% increase year-over-year. |
| ● | Cash cost per silver equivalent ounce sold ($/oz) of $17.84, a 16% decrease year-over-year. |
| ● | AISC per silver equivalent ounce sold of $22.34, a 8% decrease year-over-year. |
| ● | Silver Equivalent Ounces produced of 3,688,129, a 5% decrease year-over-year2. |
1. The decrease in Net Income is related to an extraordinary gain recorded in Q1 2024 from the adjustment to the consideration payable. Please refer to Note 10 of the financial statements for further details.
2. The Full Q1 2025 production results were released in a news release dated June 9, 2025.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “Q1 2025 represents a strong beginning to the year, reflecting our continued emphasis on operational efficiency and financial discipline. We achieved a notable year-over-year improvement in profitability and cash generation, with gross profit, and adjusted EBITDA all registering substantial growth. These results underscore the strength, flexibility, and scalability of Santacruz’s business model. We remain firmly focused on driving long-term value through disciplined capital allocation and a commitment to safety and operational excellence.”
Mr. Préstamo continued, “We maintained a strong liquidity position at quarter-end, closing with $33 million in cash and cash equivalents. This was achieved despite a $10 million payment under the voluntary acceleration plan and the settlement of more than $19 million of 2024 current income tax. These outcomes reflect the strength of our underlying cash flows and our prudent approach to financial management, which continue to support our strategic priorities as we strengthen our balance sheet integrity. Backed by a seasoned team in Mexico, Bolivia, and Canada, along with a flexible and efficient operating model and a strong track record of execution, we are well-positioned to take advantage of today´s metal prices and keep delivering sustainable, long-term value for our shareholders.”
Selected consolidated financial and operating information for Q1 2025 and Q1 2024 and Q4 2024 are presented below. All financial information is prepared in accordance with International Financial Reporting Standards (“IFRS”), and all dollar amounts are expressed in thousands of US dollars, except per unit amounts, unless otherwise noted.
| 1 |
| 2025 First Quarter Highlights |
| 2025-Q1 | 2024-Q4 | Change ‘25-Q1 vs ‘24-Q4 |
2025-Q1 (YTD) | 2024-Q1 Restated(5) |
Change ‘25-Q1 vs ‘24-Q1 | |
Operational Material Processed (tonnes milled) |
471,773 |
493,141 |
(4%) |
471,773 |
470,749 |
(0%) |
| Silver Equivalent Produced (ounces) (1) | 3,688,129 | 4,097,327 | (10%) | 3,688,129 | 3,876,388 | (5%) |
| Silver Ounces Produced | 1,590,063 | 1,761,686 | (10%) | 1,590,063 | 1,581,949 | 1% |
| Zinc Tonnes Produced | 20,719 | 23,357 | (11%) | 20,719 | 22,847 | (9%) |
| Lead Tonnes Produced | 2,718 | 2,932 | (7%) | 2,718 | 2,953 | (8%) |
| Copper Tonnes Produced | 279 | 248 | 13% | 279 | 256 | 9% |
| Silver Equivalent Sold (payable ounces) (2) | 3,059,556 | 3,452,891 | (11%) | 3,059,556 | 3,632,938 | (16%) |
| Cash Cost of Production per Tonne (3) | 73.22 | 106.35 | (31%) | 73.22 | 93.19 | (21%) |
Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) |
17.84 | 22.38 | (20%) | 17.84 | 21.19 | (16%) |
All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) |
22.34 | 27.83 | (20%) | 22.34 | 24.27 | (8%) |
Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (2) (3) (4) |
31.85 | 31.77 | 0% | 31.85 | 23.18 | 37% |
Financial |
||||||
| Revenues | 70,314 | 81,669 | (14%) | 70,314 | 52,589 | 34% |
| Gross Profit | 27,859 | 25,250 | 10% | 27,859 | 399 | 6882% |
| Net Income | 9,451 | 21,067 | (55%) | 9,451 | 132,659 | (93%) |
| Net Earnings) Per Share - Basic ($/share) | 0.03 | 0.06 | (50%) | 0.03 | 0.38 | (92%) |
| Adjusted EBITDA (3) | 27,516 | 23,017 | 20% | 27,516 | (1,309) | 2202% |
| Cash and Cash Equivalent | 32,527 | 35,721 | (9%) | 32,527 | 4,035 | 706% |
| Working Capital | 51,733 | 46,296 | 12% | 51,733 | 678 | 7530% |
| 2025 First Quarter Production and Costs per Mine |
| First Quarter Production | Bolivar | Porco | Caballo Blanco Group |
San Lucas Group |
Zimapan |
| Material Processed (tonnes milled) | 62,356 | 47,501 | 51,648 | 86,695 | 223,573 |
| Silver Equivalent Produced (ounces) (1) | 786,299 | 367,523 | 659,208 | 858,514 | 1,016,585 |
| Silver Ounces Produced | 421,040 | 120,537 | 313,266 | 295,021 | 440,199 |
| Zinc Tonnes Produced | 3,983 | 2,674 | 3,549 | 6,015 | 4,498 |
| Lead Tonnes Produced | 201 | 161 | 486 | 481 | 1,389 |
| Copper Tonnes Produced | - | - | - | - | 279 |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (2) | 13.50 | 16.60 | 12.66 | 17.34 | 25.70 |
| All-in Sustaining Cash Cost per Silver Equivalent | |||||
| Ounce Sold ($/oz) (2) | 16.79 | 19.63 | 14.78 | 19.16 | 34.32 |
![]() | 2 |
Production
In Q1 2025, the Company processed 471,773 tonnes of ore, producing 3,688,129 silver equivalent ounces. This total includes 1,590,063 ounces of silver and 20,719 tonnes of zinc.
Q1 2025 vs Q4 2024
In Q1 2025, ore processed was slightly lower than in Q4 2024, reflecting the typical seasonal slowdown, particularly across Bolivian operations, as well as scheduled mine sequencing and temporary constraints that modestly impacted throughput. Notably, Zimapán had a 3% increase in processed mineralized material, supported by sustained operational efficiency and continuous optimization efforts. Silver equivalent production was 10% lower, primarily due to reduced head grades and throughput. Silver output declined by 10%, while zinc production was 11% lower, consistent with the expected mine plan for the quarter. Despite these lower volumes, the Company remained focused on maximizing margins by prioritizing higher-silver-content zones. With temporary constraints now resolved and silver prices trending favorably, operations are well-positioned to deliver strong cash flow generation throughout the year.
Q1 2025 vs Q1 2024
In Q1 2025, consolidated operational performance remained stable year-over-year, with total tonnes processed virtually unchanged compared to Q1 2024. Silver equivalent production was 5% lower, reflecting the impact of temporary operational constraints and expected ore body variability at certain Bolivian operations. Despite these factors, silver output remained flat, supported by higher silver head grades at key operations and improved metallurgical recoveries, particularly at the Caballo Blanco Group. Zinc production decreased by 9%, primarily due to lower throughput and head grades at Porco and Caballo Blanco, partially offset by strong results at Zimapán, where zinc output rose 23% year-over-year. Zimapán also led overall growth, increasing material processed by 9% and silver equivalent production by 14%, highlighting its operational improvements, as we develop and prepare level 960 now with all required underground equipment at site. The strategic reorganization of the Caballo Blanco and San Lucas, particularly the reallocation of Reserva mine’s output, also contributed to improved metallurgical efficiency and stable margins. These results highlight the flexibility provided by the Company’s diversified asset base and its focus on maximizing recoveries.
Cash Cost and All-in Sustaining Cost per Silver Equivalent Ounce Sold
Starting January 1, 2025, Bolivian operations adopted a new exchange rate methodology supported by IAS 21, replacing the fixed official rate (6.96 BOB/USD) with a market-based spot rate (average 12.20 BOB/USD) obtained from banks. Under IAS 21, entities should estimate a spot rate at which an orderly exchange transaction would take place between market participants under prevailing economic conditions. Recording BOB denominated transactions in USD using the market-based rate, provides a more accurate representation of the economic reality of the underlying transactions.
Q1 2025 vs Q4 2024
Costs improved notably in Q1 2025 when compared to Q4 2024, with consolidated cash cost and AISC per silver equivalent ounce sold decreasing to $17.84 and $22.34, respectively, from $22.38 and $27.83. This improvement was mainly driven by the Bolivian operations (Bolívar, Porco, Caballo Blanco, and San Lucas) which reported significant reductions across all cost metrics. Caballo Blanco Group saw the most considerable improvements. In contrast, Zimapan’s AISC increased from $27.13 to $34.32/oz, as a significant portion of its annual capital budget was deployed during Q1 to accelerate key investments aimed at increasing future production at Carrizal mine level 960.
Q1 2025 vs Q1 2024
Compared to Q1 2024, there were substantial cost improvements during Q1 2025. Consolidated cash cost decreased from $21.19 to $17.84/oz, and AISC from $24.27 to $22.34/oz. The most notable improvements came from Caballo Blanco, where AISC dropped significantly due to better metallurgical performance as a consequence of achieving improvements and efficiencies at underground and milling operations. Zimapán, however, recorded an increase in AISC to $34.32/oz (from $22.59), as a substantial portion of its budgeted CAPEX was executed in Q1 to bring forward investments that support higher production in upcoming quarters at Carrizal mine at level 960.
![]() | 3 |
Webinar Details
CEO Arturo Préstamo and Interim CFO Andrés Bedregal will present at a webinar hosted by Adelaide Capital on Thursday, June 19th at 2:00 pm ET. Investors and shareholders are invited to participate in the webinar.
Registration Link: https://streamyard.com/watch/FayzTiuRwtTm.
The webinar will also be live-streamed on the Adelaide Capital YouTube Channel, where a replay will be available after the event: https://bit.ly/adcap-youtube.
Questions can be submitted during the session or in advance to olenka@adcap.ca.
Qualified Person
Qualified Person Garth Kirkham P.Geo. an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
Non-GAAP Measures
The financial results in this news release include references to non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. For a reconciliation of non-GAAP and GAAP measures, please refer to the “Non-GAAP Measures” section in the Company’s Q1 2025 Management Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
![]() | 4 |
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s payment of the Acceleration Option.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that the Company may not have sufficient funds to exercise the Acceleration Option, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
![]() | 5 |
Exhibit 99.68
![]() |
News Release
June 16th, 2025 |
Santacruz Silver Announces Appointment of Andrés Bedregal as Chief Financial Officer
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQB: SCZMF) (FSE: 1SZ) (“Santacruz” or “the Company”) is pleased to announce that Mr. Andrés Bedregal, who has served as the Company’s interim Chief Financial Officer since October 15, 2024, has been appointed Chief Financial Officer effective immediately.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “We want to congratulate Andrés on his well-deserved appointment as Santacruz’s CFO. During his tenure as interim CFO, he has demonstrated exceptional leadership and a deep understanding of the Company’s financial operations, helping us navigate through important milestones. Andrés has been instrumental in strengthening Santacruz’s balance sheet through disciplined financial management, which has greatly improved the Company’s financial health and ability to grow. He played a big role in securing better terms for our Bolivian asset acquisition through the Accelerated Option Plan, which will lead us to debt-free path by year-end. There is no one better suited for this position. Andrés has proven himself as an invaluable member of the team, and we’re confident his dedication and expertise will continue to drive Santacruz forward.”
Mr. Bedregal is also the current CFO for Sinchi Wayra S.A., a wholly-owned subsidiary of Santacruz Silver Mining, Ltd., a position he has held since joining Sinchi Wayra S.A. in 2022. As CFO of Sinchi Wayra, Mr. Bedregal has successfully led the Bolivian finance group’s upgrade of the financial and management reporting systems, as well as contributed to strategic business decisions, over the past three years.
Mr. Bedregal has extensive expertise in financial planning, investment analysis, and leveraging data-driven tools to enhance decision-making processes. His skills include M&A, risk assessment, and the execution of complex financial strategies. Mr. Bedregal holds a Bachelor of Arts in Economics and Political Science from the University of Kansas, Lawrence, Kansas, USA. Additionally, Mr. Bedregal earned a Master’s Degree in Finance (MDF) from the Universidad Católica Boliviana and an MBA from the Universidad Privada Boliviana in La Paz, Bolivia. He is also a Level III Candidate in the CFA Program from the CFA Institute.
As CFO of Santacruz, Mr. Bedregal will continue to strengthen the Company’s financial discipline, optimize capital allocation, and drive initiatives that support Santacruz’s continued growth.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo
Préstamo Elizondo,
Executive Chairman and Chief Executive Officer
For further information please contact:
Arturo
Prestamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: (528) 183 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Exhibit 99.69
![]() |
News Release
June 26th, 2025 |
Santacruz Silver Announces Approval to Trade on the OTCQX Best Market Under Symbol “SCZMF”
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQX: SCZMF) (FSE: 1SZ) (“Santacruz” or “the Company”) is pleased to announce that it has qualified to trade on the OTCQX® Best Market (the “OTCQX”), upgrading from the OTCQB® Venture Market. Effective today, the Company’s common shares (“Shares”) will be available to trade under the symbol “SCZMF” on the OTCQX, the highest level of the OTC Markets. Santacruz’s Shares will continue to be listed and trade on the TSX Venture Exchange (TSXV) under the symbol “SCZ” and on the Frankfurt Stock Exchange (FSE) under the symbol “1SZ”.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “We are excited to have qualified for the upgrade to this premium capital market. This graduation will strengthen our access to U.S. investors and increase liquidity which is one of Santacruz’s key focuses this year. In addition, gaining access to the OTCQX highlights our commitment to transparency and operational excellence. As we continue to advance our strategy, trading on the OTCQX will support our goal of building a leading silver and base metals producer in Latin America while providing long-term value to our shareholders.
The OTCQX is designed for established, investor-focused U.S. and international companies. To qualify for OTCQX, companies must meet high financial standards, follow best practice corporate governance, and demonstrate compliance with applicable securities laws. Graduating to the OTCQX marks an important milestone for companies, enabling them to demonstrate their qualifications and build visibility among U.S. investors.
For U.S. investors, current financial disclosure and Real-Time Level 2 quotes for the Company are accessible at www.otcmarkets.com.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo Elizondo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, the anticipated benefits of trading on the OTCQX.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: recent market volatility; U.S. trading policies; and the state of the financial markets for the Company’s securities.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the Company’s ability to continue to qualify for the OTCQX.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those expressed or implied in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. Readers are encouraged to read the Company’s continuous disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
Exhibit 99.70
![]() |
News Release
June 26, 2025 |
Santacruz Silver Grants Stock Options and Omnibus Plan Share Units
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (“Santacruz” or “the Company”) announces that the Company has granted stock options (“Options”), deferred share units (“DSUs”), restricted share units (“RSUs”) and performance share units (“PSUs”) to certain directors, officers, employees and consultants in accordance with the Company’s Omnibus Equity Incentive Plan dated November 17, 2023.
The board of directors of the Company has approved the grant of an aggregate of 3,450,000 Options, 955,000 RSUs and 500,000 PSUs (collectively, the “Awards”) to certain directors, officers, employees and consultants of the Company. The 2023 Omnibus Equity Incentive Plan’s objective is to create an incentive compensation program that is aligned with the Company’s long-term objectives.
Each vested, DSU, PSU, RSU and Option may be redeemed for one common share of the Company. The Awards will have the following terms:
| Award | Exercise Price | Vesting | Expiry |
| Options | $1.10 | 1/3 on the first, second and third anniversary of grant date | Fifth anniversary of grant date |
| RSUs | N/A | 1/3 on the first, second and third anniversary of grant date | N/A |
| PSUs | N/A | 1/3 on the first, second and third anniversary of grant date | N/A |
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
| 1 |
Exhibit 99.71
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News Release
July 7th, 2025 |
Santacruz Silver Announces Payment to Glencore of US$7.5 Million Under Acceleration Plan
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQX: SCZMF) (FSE: 1SZ) (“Santacruz” or the “Company”) is pleased to announce that it has made the third payment of US$7.5 million to Glencore as part of the Company’s previously announced plan to exercise its Acceleration Option and satisfy the Base Purchase Price related to the Bolivian assets acquisition.
This third payment of US$7.5 million follows the initial US$10 million payment made on March 20, 2025, and the second payment of US$7.5 million completed thereafter. It is part of a structured payment plan totaling US$40 million to be completed by October 31, 2025. The plan is expected to generate US$40 million in savings and underscores the Company’s commitment to financial discipline and long-term value creation.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “We are pleased to continue delivering on this strategic plan, which reflects our disciplined financial approach. This third payment to Glencore highlights our ability to meet our obligations while preserving a strong balance sheet and liquidity position. With US$15 million remaining under the payment plan, we remain committed to generating long-term shareholder value through prudent capital management and operational excellence.” Mr. Préstamo added: “We extend our sincere thanks to Glencore for their continued support and collaborative spirit throughout this process. Our strong relationship with Glencore remains a key asset as we advance our strategic priorities in Bolivia and beyond.”
Please refer to the Company’s October 3, 2024, March 20, 2025, and May 6. 2025, news releases for details on the payment structure for the Bolivian assets acquisition.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo Elizondo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s payment of the Acceleration Option.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that the Company may not have sufficient funds to exercise the Acceleration Option, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company will that Company will have sufficient funds to exercise the Acceleration Option prior to the end of October, 2025.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
Exhibit 99.72
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News Release
July 29, 2025 |
Santacruz Silver Produces 3,547,054 Silver Equivalent Ounces in Q2 2025
Including 1,423,081 ounces of silver and 21,148 tonnes of zinc
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its Q2 2025 production results from its Bolivar mine, Porco mine, Caballo Blanco Group of mines (“Caballo Blanco”) and the San Lucas Group which includes the Reserva Mina and the San Lucas feed sourcing business (“San Lucas”), all located in Bolivia, and the Zimapan mine located in Mexico.
Q2 2025 Production Highlights:
Silver Equivalent Production: 3,547,054 silver equivalent ounces
Silver Production: 1,423,081 ounces
Zinc Production: 21,148 tonnes
Lead Production: 2,773 tonnes
Copper Production: 229 tonnes
Underground Development: 11,531 meters
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “Santacruz maintained robust and stable production levels during the second quarter of 2025, and, notably, San Lucas reaffirmed its strategic importance within the Company this quarter, successfully compensating for the slower production from the Bolivar mine. From Q1 2025 to Q2 2025, consolidated throughput remained stable, increasing slightly by 2%; however, consolidated silver equivalent production decreased by 4%, with silver ounces declining 11%. The reductions were primarily driven by flooding at the Bolivar mine, which was caused by an unexpected water inflow event that temporarily exceeded the system’s designed pumping capacity. As a result, access to the high-grade Pomabamba and Nane silver stopes at the Bolivar mine was suspended. The water overflow has now been resolved, and work on both stopes is gradually being restored to normal. Consolidated Zinc production was roughly unchanged, with a slight 2% decrease. Looking at the second half of the year, we remain focused on maximizing silver production and metallurgical recoveries across all our operations, an approach that is especially important in today’s favorable silver price environment.”
Production Summary – Total
| Production Table |
2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 480,863 | 471,773 | 2% | 500,755 | (4%) | 952,637 | 971,503 | (2%) |
| Silver Equivalent Produced (ounces) (1) | 3,547,054 | 3,688,129 | (4%) | 4,166,364 | (15%) | 7,235,183 | 8,042,752 | (10%) |
| Production | ||||||||
| Silver (ounces) | 1,423,081 | 1,590,063 | (11%) | 1,671,359 | (15%) | 3,013,144 | 3,253,308 | (7%) |
| Zinc (tonnes) | 21,148 | 20,719 | 2% | 25,052 | (16%) | 41,868 | 47,899 | (13%) |
| Lead (tonnes) | 2,773 | 2,718 | 2% | 2,908 | (5%) | 5,491 | 5,861 | (6%) |
| Copper (tonnes) | 229 | 279 | (18%) | 539 | (19%) | 507 | 539 | (6%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t, $2,085.90/t and $9,762.69/t for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| 1 |
Bolivar Mine
| Bolivar Production Table (1) |
2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 54,803 | 62,356 | (12%) | 72,151 | (24%) | 117,159 | 144,952 | (19%) |
| Silver Equivalent Produced (ounces) (2) | 601,516 | 786,299 | (24%) | 904,204 | (33%) | 1,387,815 | 1,803,560 | (23%) |
| Production | ||||||||
| Silver (ounces) | 304,468 | 421,039 | (28%) | 427,665 | (29%) | 725,507 | 853,421 | (15%) |
| Zinc (tonnes) | 3,225 | 3,983 | (19%) | 5,168 | (38%) | 7,208 | 10,231 | (30%) |
| Lead (tonnes) | 182 | 201 | (9%) | 300 | (39%) | 383 | 694 | (45%) |
| Average Grade | ||||||||
| Silver (g/t) | 190 | 237 | (20%) | 207 | (8%) | 215 | 203 | 6% |
| Zinc (%) | 6.52 | 7.00 | (7%) | 7.83 | (17%) | 6.77 | 7.75 | (13%) |
| Lead (%) | 0.44 | 0.47 | (6%) | 0.57 | (22%) | 0.46 | 0.65 | (30%) |
| Metal Recovery | ||||||||
| Silver (%) | 91 | 89 | 3% | 89 | 2% | 90 | 90 | (1%) |
| Zinc (%) | 90 | 91 | (1%) | 92 | (1%) | 91 | 91 | 0% |
| Lead (%) | 75 | 68 | 10% | 73 | 3% | 71 | 73 | (3%) |
| (1) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q2 2025 vs Q1 2025
Silver equivalent production decreased by 24% due to a 12% decline in tonnes processed; silver ounces declined by 28% and zinc by 19%. These reductions stem from a mid-May water inflow that flooded the Pomabamba South and Nané high grade areas, cutting access to planned stopes and lowering average head grades (silver -20%, zinc -7%). A modest gain in silver recoveries (+3%) only partially offset the impact of lower grades, while zinc recoveries were essentially flat (-1%). San Lucas’ flexible sourcing model has mitigated a significant portion of Bolivar’s production shortfall, helping sustain overall throughput and revenues until the affected areas are fully restored.
Q2 2025 vs Q2 2024
Silver equivalent production was 33% lower year over year driven by a 24% decline in material processed; silver output dropped by 29% and zinc by 38%. The water inflow event described above limited mining flexibility and access to higher grade stopes, which resulted in weaker head grades (silver -8%, zinc -17%). Weaker head grades were marginally offset by improved silver recoveries (+2%) while zinc recoveries remained stable (-1%). San Lucas’ flexible sourcing model has mitigated a significant portion of the Bolívar shortfall, helping sustain overall throughput and revenues until operations in the affected areas are fully restored.
| 2 |
Porco Mine
| Porco Production Table (1) |
2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 49,152 | 47,501 | 3% | 51,307 | (4%) | 96,653 | 102,169 | (5%) |
| Silver Equivalent Produced (ounces) (2) | 360,841 | 367,523 | (2%) | 454,364 | (21%) | 728,364 | 921,264 | (21%) |
| Production | ||||||||
| Silver (ounces) | 105,901 | 120,537 | (12%) | 151,258 | (30%) | 226,438 | 327,694 | (31%) |
| Zinc (tonnes) | 2,786 | 2,674 | 4% | 3,276 | (15%) | 5,460 | 6,436 | (15%) |
| Lead (tonnes) | 132 | 161 | (18%) | 205 | (36%) | 293 | 374 | (22%) |
| Average Grade | ||||||||
| Silver (g/t) | 79 | 98 | (20%) | 105 | (25%) | 88 | 117 | (25%) |
| Zinc (%) | 6.03 | 5.99 | 1% | 6.76 | (11%) | 6.01 | 6.74 | (11%) |
| Lead (%) | 0.41 | 0.46 | (11%) | 0.52 | (21%) | 0.44 | 0.49 | (11%) |
| Metal Recovery | ||||||||
| Silver (%) | 85 | 81 | 6% | 88 | (3%) | 83 | 85 | (3%) |
| Zinc (%) | 94 | 94 | 0% | 94 | 0% | 94 | 93 | 1% |
| Lead (%) | 65 | 73 | (11%) | 77 | (15%) | 69 | 74 | (7%) |
| (1) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q2 2025 vs Q1 2025
Material processed increased by 3%, while silver equivalent production remained roughly the same. Silver production declined 12% due to a 20% decrease in head grades that was offset by a 6% improvement in recoveries. Zinc production grew 4% with stable head grades (-1%) and recoveries (nil %). The offsetting movement between silver grades and recoveries limited the impact on overall silver equivalent ounces.
Q2 2025 vs Q2 2024
Material processed decreased by 4%, and silver equivalent production declined by 21%. Silver output was down 30% due to a 25% drop in silver head grades and a 3% decrease in recoveries. Zinc production fell 15% due to lower head grades (-11%) and recoveries remained consistent.
| 3 |
Caballo Blanco Group
| Caballo Blanco Group Production Table (1) | 2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 57,773 | 51,648 | 12% | 83,661 | (31%) | 109,421 | 156,123 | (30%) |
| Silver Equivalent Produced (ounces) (2) | 685,479 | 659,208 | 4% | 832,229 | (18%) | 1,344,687 | 1,573,124 | (15%) |
| Production | ||||||||
| Silver (ounces) | 294,786 | 313,266 | (6%) | 318,520 | (7%) | 608,052 | 603,330 | 1% |
| Zinc (tonnes) | 3,974 | 3,549 | 12% | 5,331 | (25%) | 7,523 | 10,034 | (25%) |
| Lead (tonnes) | 595 | 486 | 22% | 641 | (7%) | 1,082 | 1,252 | (14%) |
| Average Grade | ||||||||
| Silver (g/t) | 168 | 202 | (17%) | 133 | 27% | 184 | 134 | 37% |
| Zinc (%) | 7.32 | 7.28 | 0% | 6.96 | 5% | 7.30 | 7.00 | 4% |
| Lead (%) | 1.23 | 1.15 | 7% | 1.04 | 18% | 1.19 | 1.07 | 11% |
| Metal Recovery | ||||||||
| Silver (%) | 94 | 93 | 1% | 89 | 6% | 94 | 90 | 5% |
| Zinc (%) | 94 | 94 | 0% | 92 | 3% | 94 | 92 | 3% |
| Lead (%) | 84 | 82 | 2% | 74 | 13% | 83 | 75 | 11% |
| (3) | The Caballo Blanco Group consists of the Colquechaquita and Tres Amigos mines. |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q2 2025 vs Q1 2025
Material processed increased by 12%, while silver equivalent production increased by 4%; the lower relative growth is due to reduced silver head grades (-17%) that were partially offset by slightly higher recoveries (1%). Silver production decreased 6% due to the grade variance. Zinc production increased 12% with stable grades and recoveries.
Q2 2025 vs Q2 2024
Results between quarters are not directly comparable because prior-year figures included three mines, whereas current performance reflects only Colquechaquita and Tres Amigos following the reorganization in which Reserva mine production was 100% dedicated to the San Lucas processing facility starting in the second quarter of 2024. Material processed decreased by 31%, yet silver equivalent production declined by only 18%, indicating improved efficiency. Silver output decreased by 7% as materially higher silver head grades (+27%) and improved recoveries (+6%) were offset by lower tonnes processed; this, combined with the positive trend in silver prices, supported revenues. Zinc production decreased 25% due to lower throughput, partly mitigated by modest improvements in zinc head grades (+5%) and recoveries (+3%).
| 4 |
San Lucas Group
| San Lucas Group Production Table |
2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 94,973 | 86,695 | 10% | 83,900 | 13% | 181,669 | 153,121 | 19% |
| Silver Equivalent Produced (ounces) (1) | 940,457 | 858,514 | 10% | 1,026,334 | (8%) | 1,798,971 | 1,904,515 | (6%) |
| Production | ||||||||
| Silver (ounces) | 319,634 | 295,021 | 8% | 364,607 | (12%) | 614,655 | 659,605 | (7%) |
| Zinc (tonnes) | 6,643 | 6,015 | 10% | 7,150 | (7%) | 12,658 | 13,429 | (6%) |
| Lead (tonnes) | 509 | 481 | 6% | 450 | 13% | 990 | 877 | 13% |
| Average Grade | ||||||||
| Silver (g/t) | 124 | 123 | 1% | 165 | (25%) | 123 | 162 | (24%) |
| Zinc (%) | 7.81 | 7.65 | 2% | 9.31 | (16%) | 7.73 | 9.58 | (19%) |
| Lead (%) | 0.90 | 0.84 | 8% | 0.86 | 5% | 0.87 | 0.91 | (4%) |
| Metal Recovery | ||||||||
| Silver (%) | 85 | 86 | (2%) | 82 | 3% | 85 | 83 | 3% |
| Zinc (%) | 90 | 91 | (1%) | 91 | (2%) | 90 | 92 | (2%) |
| Lead (%) | 59 | 66 | (10%) | 62 | (4%) | 62 | 63 | (1%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q2 2025 vs Q1 2025
The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content. Material processed increased by 10% and silver equivalent production grew proportionally by 10%, reflecting stable metallurgical performance. Silver output rose by 8% with stable head grades (1%) and slightly lower recoveries (-2%). Zinc production increased 10% due to marginal improvements in head grades (2%) and stable recoveries (-1%). San Lucas also fulfilled its strategic role by supporting overall Group mill utilization and helping to offset part of the impact from the temporary water flood event at Bolívar.
Q2 2025 vs Q2 2024
The San Lucas ore sourcing and trading business operates under a margin-based business model that maintains contribution margins by aligning ore purchase costs with its metallurgical content. Material processed increased 13%; however, silver equivalent production decreased 8% as lower silver head grades (-25%) more than offset a 3% improvement in recoveries. Silver output declined 12% on the same grade trend. Zinc production decreased by 7% due to lower head grades (-16%) and stable recoveries (-2%). Through flexible sourcing, San Lucas continued to preserve margins and provided strategic support to mitigate the temporary disruption at Bolivar during the period.
| 5 |
Zimapan Mine
|
Zimapan Production Table |
2025 Q2 |
2025 Q1 | Change Q2 vs Q1 |
2024 Q2 |
Change Q2 vs Q2 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 224,162 | 223,573 | 0% | 209,735 | 7% | 447,735 | 415,139 | 8% |
| Silver Equivalent Produced (ounces) (1) | 958,761 | 1,016,585 | (6%) | 949,233 | 1% | 1,975,347 | 1,840,289 | 7% |
| Production | ||||||||
| Silver (ounces) | 398,293 | 440,199 | (10%) | 403,309 | (3%) | 838,492 | 809,259 | 4% |
| Zinc (tonnes) | 4,521 | 4,498 | 1% | 4,127 | 10% | 9,019 | 7,769 | 16% |
| Lead (tonnes) | 1,354 | 1,389 | (3%) | 1,312 | 3% | 2,744 | 2,663 | 3% |
| Copper (tonnes) | 229 | 279 | (18%) | 284 | (19%) | 507 | 539 | (6%) |
| Average Grade | ||||||||
| Silver (g/t) | 77 | 80 | (3%) | 80 | (3%) | 79 | 81 | (3%) |
| Zinc (%) | 2.62 | 2.56 | 2% | 2.46 | 7% | 2.59 | 2.38 | 9% |
| Lead (%) | 0.80 | 0.72 | 11% | 0.73 | 10% | 0.76 | 0.78 | (3%) |
| Copper (%) | 0.22 | 0.26 | (14%) | 0.30 | (25%) | 0.24 | 0.29 | (18%) |
| Metal Recovery | ||||||||
| Silver (%) | 71 | 77 | (7%) | 76 | (6%) | 74 | 75 | (1%) |
| Zinc (%) | 77 | 79 | (2%) | 80 | (4%) | 78 | 79 | (1%) |
| Lead (%) | 76 | 86 | (12%) | 86 | (12%) | 81 | 83 | (2%) |
| Copper (%) | 45 | 48 | (5%) | 45 | 0% | 47 | 44 | 6% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t, $,2085.90/t and $9,762.69/t for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q2 2025 vs Q1 2025
Throughput was stable (nil%) while silver equivalent production decreased 6%. Silver output fell 10% due to a 7% drop in recoveries and slightly lower head grades (-3%). Zinc production was stable (+1%) with marginally higher head grades (+2%) offset by a slight decrease in recoveries (-2%).
Q2 2025 vs Q2 2024
Material processed increased by 7%, and silver equivalent production improved by 1%, as a higher zinc contribution offset slightly lower silver production. Silver production decreased 3% due to modestly lower head grades (-3%) and a decrease in recoveries (-6%). Zinc production increased by 10%, supported by a 7% rise in head grades.
Qualified Person
Garth Kirkham, P.Geo., an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
| 6 |
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, cost reduction and enhanced metallurgical recovery (particularly of silver) in 2025.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company’s capital investments will result in reduced costs and enhanced metallurgical recovery.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
| 7 |
Exhibit 99.73
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News Release
August 11th, 2025 |
Santacruz Silver’s Wholly Owned Bolivian Subsidiary, San Lucas S.A., Successfully Completes Second Tranche of 70 Million Bolivian Bolivianos
Promissory Note in the Bolivian Market
Total Raised Reaches 140 Million Bolivian Bolivianos
First Tranche of 70 Million Bolivian Bolivianos Closed in February 2025
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz”) is pleased to announce that its wholly owned subsidiary in Bolivia, San Lucas S.A. (the “Company”), has successfully completed the second offering (the “Offering”) of promissory notes, named “Pagarés Bursátiles San Lucas – Emisión 2,” under its San Lucas Promissory Notes Issuance Program on Friday, August 8, 2025. The Offering generated gross proceeds of 70 million Bolivian Boliviano*. The notes have a 7.00% interest rate, a maturity date of June 15, 2026 and are unsecured. With the first tranche of 70 million Bolivian Boliviano* closed in February 2025, this issuance brings the total raised to 140 million Bolivian Boliviano*.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “We are pleased to have successfully completed the second offering under the San Lucas Promissory Notes Issuance Program, which we once again received strong support from the Bolivian investment community, demonstrating continued confidence in Santacruz’s operations and long-term vision. With the majority of our operations based in Bolivia, the Offering reinforces our deep commitment to the country, where we continue to invest, expand and contribute meaningfully to the growth of the Bolivian mining sector, its communities and broader economic development. It also marks a key step in our strategy to diversify funding sources in line with our efficient treasury management approach, which further strengthens Santacruz’s capital structure, supporting ongoing efforts to deliver long-term value for our shareholders.”
The Offering was part of the San Lucas Promissory Notes Issuance Program, which has a total authorized amount of 140 million Bolivian Boliviano*. The Offering was executed on the Bolivian Stock Market (Bolsa Boliviana de Valores) and continued to receive strong demand from the Bolivian investment community, reflecting ongoing confidence in the San Lucas ore sourcing and trading business, and the Company’s solid financial position and long-term vision.
Please refer to the Company’s February 27, 2025, news release for details of the first offering.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information, please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
*The official Exchange Rate in Bolivia is BOB 6.96 per US$1.
Exhibit 99.74
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News Release
August 21, 2025 |
Santacruz Silver Reports Second Quarter 2025 Results
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its financial and operating results for the quarter ended June 30, 2025 (“Q2 2025”). The full version of the unaudited Q2 2025 financial statements (“Financial Statements”) and accompanying Management’s Discussion and Analysis (the “MD&A”) can be viewed on the Company’s website at www.santacruzsilver.com or on SEDAR+ at www.sedarplus.ca. All amounts are expressed in U.S. dollars, unless otherwise stated.
Q2 2025 Highlights
| ● | Revenues of $73.3 million, a 4% increase year-over-year. |
| ● | Gross Profit of $25.3 million, a 59% increase year-over-year. |
| ● | Net Income of $21.0 million, a 1,348% increase year-over-year. |
| ● | Adjusted EBITDA of $26.8 million, a 68% increase year-over-year. |
| ● | Cash and short- and long-term investments of $57.8 million, a 691% increase year-over-year. |
| ● | Working Capital of $60.3 million, a 303% increase year-over-year. |
| ● | Cash cost per silver equivalent ounce sold ($/oz) of $19.48, a 10% decrease year-over-year. |
| ● | AISC per silver equivalent ounce sold of $22.95, a 8% decrease year-over-year. |
| ● | Silver Equivalent Ounces produced of 3,547,054, a 15% decrease year-over-year1. |
1. The Full Q2 2025 production results were released in a news release dated July 29, 2025.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “Our second quarter results reflect the strength and stability of Santacruz’s business model. We achieved solid revenue growth and significantly improved profitability, with net income and adjusted EBITDA both showing substantial gains. At the same time, we strengthened our balance sheet, ending the quarter with nearly $58 million in liquidity, which includes $40 million in cash and investments of $17.8 million. This strong position is after paying Glencore an additional $7.5 million under the acceleration payment plan while also achieving a 303% increase in working capital and lowering our costs year-over-year this quarter.”
Mr. Préstamo continued, “Whilst we faced challenges at our Bolivar mine that temporarily halted mining at the high-grade Pomabamba and Nane veins, our San Lucas ore sourcing business helped offset part of the impact. Remediation efforts are underway, and we expect production at Bolivar to normalize by Q4 2025. Our second quarter results highlight the resilience of our operations and our commitment to delivering value. We remain focused on operational efficiency, balance sheet strength, and sustainable long-term growth.”
Selected consolidated financial and operating information for Q2 2025, Q1 2025 and Q2 2024 is presented below. All financial information is prepared in accordance with International Financial Reporting Standards (“IFRS”), and all dollar amounts are expressed in thousands of US dollars, except per unit amounts, unless otherwise noted.
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| 2025 Second Quarter Highlights |
| 2025 Q2 | 2025 Q1 | Change Q2 vs Q1 |
2024 Q2 Restated (6) |
Change ‘25 Q2 vs ‘24 Q2 |
2025 YTD |
2024 YTD Restated (6) |
Change ‘25 YTD vs ‘24 YTD | |
Operational |
||||||||
| Material Processed (tonnes milled) | 480,863 | 471,773 | 2% | 500,755 | (4%) | 952,637 | 971,503 | (2%) |
| Silver Equivalent Produced (ounces) (1) | 3,547,054 | 3,688,129 | (4%) | 4,166,364 | (15%) | 7,235,184 | 8,042,752 | (10%) |
| Silver Ounces Produced | 1,423,081 | 1,590,063 | (11%) | 1,671,359 | (15%) | 3,013,144 | 3,253,308 | (7%) |
| Zinc Tonnes Produced | 21,148 | 20,719 | 2% | 25,052 | (16%) | 41,868 | 47,899 | (13%) |
| Lead Tonnes Produced | 2,773 | 2,718 | 2% | 2,908 | (5%) | 5,492 | 5,861 | (6%) |
| Copper Tonnes Produced | 229 | 279 | (18%) | 284 | (19%) | 507 | 539 | (6%) |
| Silver Equivalent Sold (payable ounces) (2) | 2,993,136 | 3,059,556 | (2%) | 3,402,139 | (12%) | 6,052,692 | 7,035,077 | (14%) |
| Cash Cost of Production per Tonne (3) | 81.95 | 73.22 | 12% | 95.11 | (14%) | 77.63 | 94.18 | (18%) |
| Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 19.48 | 17.84 | 9% | 21.66 | (10%) | 18.65 | 21.42 | (13%) |
| All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) | 22.95 | 22.34 | 3% | 24.91 | (8%) | 22.64 | 24.58 | (8%) |
| Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (2) (3) (4) |
32.37 |
31.85 |
2% |
30.40 |
6% |
32.10 |
26.67 |
20% |
Financial |
||||||||
| Revenues | 73,295 | 70,314 | 4% | 70,485 | 4% | 143,609 | 123,074 | 17% |
| Gross Profit | 25,288 | 27,859 | (9%) | 15,856 | 59% | 53,147 | 16,255 | 227% |
| Net Income | 20,977 | 9,451 | 122% | 1,449 | 1348% | 30,428 | 134,108 | (77%) |
| Net Earnings) Per Share - Basic ($/share) | 0.06 | 0.03 | 100% | 0.00 | 0% | 0.09 | 0.38 | (76%) |
| Adjusted EBITDA (3) | 26,770 | 27,516 | (3%) | 15,971 | 68% | 54,286 | 14,662 | 270% |
| Cash and Cash Equivalent | 39,997 | 32,527 | 23% | 7,308 | 447% | 39,997 | 7,308 | 447% |
| Working Capital | 60,295 | 51,733 | 17% | 14,976 | 303% | 60,295 | 14,976 | 303% |
| Year to Date Production Summary – By Mine |
| Bolivar (5) | Porco (5) | Caballo Blanco Group | San Lucas Group | Zimapán | Total | |
| Material Processed (tonnes milled) | 117,159 | 96,653 | 109,421 | 181,669 | 447,735 | 952,637 |
| Silver Equivalent Produced (ounces) (1) | 1,387,815 | 728,364 | 1,344,687 | 1,798,971 | 1,975,347 | 7,235,184 |
| Silver Ounces Produced | 725,507 | 226,438 | 608,052 | 614,655 | 838,492 | 3,013,144 |
| Zinc Tonnes Produced | 7,208 | 5,460 | 7,523 | 12,658 | 9,019 | 41,868 |
| Lead Tonnes Produced | 383 | 293 | 1,082 | 990 | 2,744 | 5,492 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 507 | 507 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 215 | 88 | 184 | 123 | 79 | 117 |
| Zinc (%) | 6.77 | 6.01 | 7.30 | 7.73 | 2.59 | 4.97 |
| Lead (%) | 0.46 | 0.44 | 1.19 | 0.87 | 0.76 | 0.76 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.24 | 0.24 |
| Metal recovery per mine: | ||||||
| Silver (%) | 90 | 83 | 94 | 85 | 74 | 81 |
| Zinc (%) | 91 | 94 | 94 | 90 | 78 | 85 |
| Lead (%) | 71 | 69 | 83 | 62 | 81 | 75 |
| Copper (%) | N/A | N/A | N/A | N/A | 47 | 47 |
| Silver Equivalent Sold (payable ounces) (2) | 1,323,546 | 607,992 | 1,112,662 | 1,386,735 | 1,621,757 | 6,052,692 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) for Q2 2025 have been calculated using prices of $31.41/oz, $2,775.53/t, $2,085.90/t and $9,762.69/t for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
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| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas Group and Zimapán. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
Production Results
In the six months ended 2025, the Company processed 952,637 tonnes of ore, producing 7,235,184 silver equivalent ounces. This total includes 3,013,144 ounces of silver and 41,868 tonnes of zinc. Full Q2 2025 production results were released in a news release dated July 29, 2025.
Q2 2025 vs Q1 2025
In Q2 2025, Santacruz delivered stable operational performance, with growth in throughput and concentrate production at Caballo Blanco and San Lucas, and steady results at Porco and Zimapán. Santacruz’s overall silver equivalent output was temporarily affected by a mid-May water inflow at Bolívar, which restricted access to high-grade areas and reduced both volumes and grades. This impact was partially offset by San Lucas’ strategic contribution, increasing material supply and sustaining mill utilization, along with positive throughput gains at other operations. While Bolívar’s temporary disruption moderated consolidated silver equivalent production, the Company´s diversified asset base and flexible ore sourcing model supported overall operational continuity and revenue resilience.
Q2 2025 vs Q2 2024
In Q2 2025, Santacruz delivered a broadly resilient performance compared to Q2 2024, supported by operational efficiencies, flexible sourcing strategies, and diversified asset contributions. While Bolívar and Porco faced year-over-year declines in production due to lower throughput and grades, partly impacted by the water inflow event at Bolívar, these effects were mitigated by the strategic role of San Lucas and efficiency gains at Caballo Blanco, where higher grades and improved recoveries helped offset reduced volumes. Zimapán posted stable silver equivalent output, benefiting from stronger zinc head grades, and San Lucas maintained its margins, ensuring steady contribution to the Group´s throughput.
Cash Cost and All-in Sustaining Cost per Silver Equivalent Ounce Sold
Q2 2025 vs Q1 2025
On a consolidated basis, AISC remained broadly stable, moving slightly higher to $22.74/oz in Q2 2025 from $22.34/oz in Q1 2025. At the operational level, Bolivar´s AISC increased 5% to $17.55/oz, while Porco rose 14% to $22.35/oz, both impacted by lower production volumes. San Lucas reported an increase of 24% to 23.69/oz; however, this is consistent with its margin-based sourcing model, where ore costs adjust in line with market prices of metals. On the other hand, Caballo Blanco achieved a 6% reduction to $13.87/oz, reflecting efficiency gains at the operation. Zimápan reported an increase to $32.35/oz as a significant portion of its capital expenditure (“CapEx”) for the year was executed earlier in the year.
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Q2 2025 vs Q2 2024
Compared to Q2 2024, consolidated AISC improved 9%, declining to $22.74/oz from $24.91/oz. The most notable year-over-year improvements came from Caballo Blanco in Bolivia, where AISC dropped 47% to $13.87/oz, supported by operational efficiencies and the impact of currency depreciation in Bolivia: starting January 1, 2025, the Company started recording transactions denominated in Bolivian Bolivianos using a market-based spot rate (average 13.44 BOB/USD) instead of using the official rate (6.96 BOB/USD). Recording BOB denominated transactions in USD using the market-based rate provides a more accurate representation of the economic reality of the underlying transactions. Comparative figures have not been restated because it is a change in estimate.
Webinar Details
CEO Arturo Préstamo and CFO Andrés Bedregal will present at a webinar hosted by Adelaide Capital on Wednesday, August 27th at 2:00 pm ET. Investors and shareholders are invited to participate in the webinar.
Registration Link: https://us02web.zoom.us/webinar/register/WN_VcSuCMywS8idIv91d_2SwA.
The webinar will also be live-streamed on the Adelaide Capital YouTube Channel, where a replay will be available after the event: https://bit.ly/adcap-youtube.
Questions can be submitted during the session or in advance to olenka@adcap.ca.
Non-GAAP Measures
The financial results in this news release include references to non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. For a reconciliation of non-GAAP and GAAP measures, please refer to the “Non-GAAP Measures” section in the Company’s Q2 2025 Management Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca.
Qualified Person
Garth Kirkham P.Geo., an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
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Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s payment of the Acceleration Option.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
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Exhibit 99.75
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News Release
September 4, 2025 |
Santacruz Silver Completes Full $40 Million Base Purchase Price Payment, Marking Milestone in Bolivian Growth Strategy
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V: SCZ) (OTCQX: SCZMF) (FSE: 1SZ) (“Santacruz” or the “Company”) is pleased to announce the successful completion of the fourth and fifth payments, including the final installment, totaling US$15 million, to Glencore. This milestone marks the full satisfaction of the US$40 million Acceleration Option and completes the Base Purchase Price for the acquisition of the Company’s Bolivian assets, underscoring a significant step forward in its growth strategy.
This US$15 million installment, reflecting the September 5 and October 31, 2025 payments, together with the previously announced payments made on March 20, May 6, and July 7, 2025, completes the total Base Purchase Price under the Acceleration Option of US$40 million. With this payment, Santacruz has successfully secured US$40 million in savings and reinforced its commitment to financial discipline and long-term value creation.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “We are thrilled to have fully executed this strategic plan, which reflects our disciplined financial approach and commitment to creating long-term value. Completing the final payments to Glencore not only fulfills our obligations under the Acceleration Option but also underscores the strength of our balance sheet and prudent capital management.”
Mr. Préstamo added: “With US$40 million now fully satisfied, we have generated significant savings and are well positioned to advance our growth strategy. We sincerely thank Glencore for their ongoing support and collaborative approach throughout this process.”
Please refer to the Company’s April 4, 2024, October 3, 2024, March 20, 2025, May 6, 2025 and July 7, 2025, news releases for details on the payment structure for the Bolivian assets acquisition.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo Elizondo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding the Company’s payment of the Acceleration Option.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks that the Company may not have sufficient funds to exercise the Acceleration Option, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company will that Company will have sufficient funds to exercise the Acceleration Option prior to the end of October, 2025.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
Exhibit 99.76
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News Release
October 7th, 2025 |
Santacruz Silver Advances Soracaya Project Toward Production with Preliminary Mine Plan and Permitting
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) is pleased to announce the initiation of development activities and the pursuit of full production permitting at its wholly-owned Soracaya Project (“Soracaya” or the “Project”), located in the Potosí Department, Bolivia. These activities mark a key step toward advancing the Project to a production decision.
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “With the preliminary mine plan in place and the permitting process underway, Soracaya is emerging as a cornerstone growth project for Santacruz in Bolivia. Its high-grade resource, strategic location, and synergies with existing operations give us confidence in its ability to deliver long-term value for shareholders and stakeholders alike.”
Mr. Préstamo continued: “By advancing the Project and preparing for future construction, we are laying the foundation to add another producing mine to our portfolio while we keep a disciplined approach to cost control and operations improvements. Our work at Soracaya represents a clear commitment to Santacruz’s long-term growth and expansion in Bolivia.”
Soracaya is a high-grade, silver-rich project, featuring mineralization along reactivated faults with replacement and brecciated sulphides, geological characteristics typical of some of the world’s most productive silver deposits. Since 1999, more than 29.6 km of drilling across 90+ holes has provided extensive geological data, supporting robust resource modeling and preliminary mine planning.
With this resources base in place, Santacruz is now focused on completing permitting and advancing Soracaya toward full construction, an important step in the Company’s strategy to grow its Bolivian production base. Details regarding the full construction decision will be shared at a later stage.
| Base-Case Total Mineral Resources at 10.0% ZnEq Cut-off | ||||||
| Tonnes | ZnEq | Zn | Pb | Cu | Ag | NSR |
| % | g/t | $248.82 | ||||
| 4,137,000 | 31.62 | 1.23 | 7.23 | 0.09 | 259.76 | |
Notes:
1) The current Resource Estimate was prepared by Garth Kirkham, P.Geo., of Kirkham Geosystems Ltd.
2) All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under National Instrument 43-101 (“NI 43-101”).
3) The Mineral Resource Estimate was prepared using a 10% zinc equivalent cut-off grade. Cut-off grades were derived from $3.65/lb. copper, $21.00/oz silver, $1.15/lb. zinc and $1.00/lb. lead. This cut-off grade was based on current smelter agreements and total OPEX costs of $156.00/t based on 2023 actual costs derived from the Porco mine data, with process recoveries of 70.0% for copper, 80.0% for zinc, 70.0% for lead, and 85% for silver. All prices are stated in $USD.
4) An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration.
5) Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource’s mineability, selectivity, mining loss, or dilution. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely.
Analyst Coverage
Santacruz has engaged Atrium Research Corporation (“Atrium”), a leading company sponsored research firm. Atrium will publish various research reports on the Company based on publicly available information, industry data, and discussions with management. Atrium will also host recorded interviews with the Company’s management team to present the investment case in an interview format. In exchange for its research services, Atrium will receive cash compensation in the amount of C$3,500 per month for the services listed above. The services will be provided for twenty-four months beginning on December 1st, 2025.
| 1 |
Atrium and the Company are arm’s-length parties, and neither Atrium nor its insiders hold any shares or options to purchase shares in the issued and outstanding capital of the Company.
Qualified Person
Garth Kirkham, P.Geo., an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements about the Company’s Soracaya Project, including the initiation of development activities and the pursuit of full production permitting.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
| 2 |
Exhibit 99.77
![]() |
News Release
October 28th, 2025 |
Santacruz Silver Announces Intention to List on the NASDAQ and Provides Details for Upcoming Annual General & Special Meeting
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) is pleased to announce that it has applied to list its common shares on the Nasdaq Capital Market (the “Nasdaq”). The Company also announces that its 2025 Annual General and Special Meeting of Shareholders (the “AGSM”) will be held in-person at 15th Floor, 1111 West Hastings Street, Vancouver, BC, V6E 2J3, on Tuesday November 25, 2025, at 10:00 am Pacific Standard Time. The Notice of Meeting, Management Information Circular, and Form of Proxy for the AGSM have been mailed to shareholders and are available on the Company’s website at www.santacruzsilver.com/investors/agm and on SEDAR+ at www.sedarplus.ca under the Company’s issuer profile.
Arturo Préstamo, Executive Chairman and CEO commented: “Our intention to list on the Nasdaq represents a significant milestone in Santacruz’s growth strategy. It also demonstrates our commitment to increasing transparency and liquidity, expanding our shareholder base, and enhancing Santacruz’s visibility within the U.S. capital markets,” Mr. Préstamo added, “We believe that pursing this listing will strengthen our position as a leading silver producer and provide our shareholders with greater access to the value we are creating across our portfolio. We look forward to seeking our shareholders’ support at the upcoming Annual General and Special Meeting as we take this important step forward.”
In connection with the proposed listing, the Company will seek shareholder approval at the upcoming AGSM for, among other things, a consolidation of its common shares to meet Nasdaq’s initial listing requirements, which include a minimum bid price of US$4 per share (the “Consolidation”). As outlined in the Management Information Circular, shareholders will be asked to approve a Consolidation ratio of up to 10:1. If the Consolidation is approved and effected by the Company, the actual ratio chosen by the board of directors will be announced in a subsequent release following the AGSM.
Based on the Company’s recent trading history, management of the Company expects that the actual ratio for the Consolidation needed to meet Nasdaq minimum bid pricing will be equal to or less than 4:1. The Company intends to effect a ratio for the Consolidation which most efficiently meets the Company’s goals of meeting Nasdaq’s initial listing requirements.
As of the record date for the AGSM, 365,384,489 common shares are issued and outstanding. Assuming the Consolidation is completed on a 10:1 ratio and no other changes to the Company’s share capitalization prior to the record date for the Consolidation, the number of common shares issued and outstanding will be approximately 36,538,448. If a 4:1 ratio is selected for the Consolidation, the number of common shares issued and outstanding will be approximately 91,346,122. The Consolidation is subject to the approval of the TSX Venture Exchange.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
![]() | 1 |
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements about the timing of the AGSM; the Company’s application to list on the Nasdaq; the anticipated benefits of a Nasdaq listing; and the proposed completion of the Consolidation (including the timing thereof and the proposed ratio at which it will be completed).
These forward-looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: that the Company may not complete the Nasdaq listing as anticipated, or at all; that a Nasdaq listing may not have the anticipated effect on the Company; delays in the timing of the AGSM; the possibility that the Company will not complete the Consolidation on the timing anticipated or at all; delays in obtaining or failures to obtain required governmental or stock exchange approvals, including the approval of the TSXV in respect of the Consolidation and the Nasdaq in respect of the Company’s listing application; changes in equity markets; inflation; and those risks set out in the Company’s public disclosure record on SEDAR+ (www.sedarplus.ca).
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
![]() | 2 |
Exhibit 99.78
![]() |
News Release
November 3, 2025 |
Santacruz Silver Produces 3,424,817 Silver Equivalent Ounces in Q3 2025, Comprising of 1,241,929 Ounces of Silver, 21,581 Tonnes of Zinc, 2,603 Tonnes of Lead, and 331 Tonnes of Copper
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its Q3 2025 production results from its Bolívar mine, Porco mine, Caballo Blanco Group of mines (“Caballo Blanco”) and the San Lucas Group which includes the Reserva Mina and the San Lucas feed sourcing business (“San Lucas”), all located in Bolivia, and the Zimapan mine located in Mexico.
Q3 2025 Production Highlights:
Silver Equivalent Production: 3,424,817 silver equivalent ounces
Silver Production: 1,241,929 ounces
Zinc Production: 21,581 tonnes
Lead Production: 2,603 tonnes
Copper Production: 331 tonnes
Underground Development: 12,634 meters
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented, “During Q3 2025, Santacruz maintained steady consolidated production, supported by strong operational performance from Caballo Blanco and San Lucas, which helped offset the lower silver production at the Bolívar mine. In Mexico, Zimapán continued to deliver stable production, reflecting consistent plant throughput and recoveries. This quarter fully captured the impacts of the water inflow event that occurred at the Bolívar Mine in May 2025. The event resulted in restricted access to the high silver grade areas. In response, we have been actively working on strengthening the pumping system at Bolívar, with the fourth line commissioned in September and the installation of a fifth submersible line underway, which together will increase total pumping capacity to 340 liters per second (l/s). These improvements are facilitating the gradual dewatering and recovery of the affected zones in the Bolívar mine. We expect production from the high-grade Pomabamba and Nané areas at Bolívar to resume in February 2026 and ramp up steadily through the remainder of the year”.
Production Summary – Total
Production Table |
2025 Q3 |
2025 Q2 |
Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 486,585 | 480,863 | 1% | 491,260 | (1%) | 1,439,221 | 1,462,764 | (2%) |
| Silver Equivalent Produced (ounces) (1) | 3,424,817 | 3,547,054 | (3%) | 4,033,214 | (15%) | 10,660,000 | 12,075,966 | (12%) |
| Production | ||||||||
| Silver (ounces) | 1,241,929 | 1,423,081 | (13%) | 1,703,387 | (27%) | 4,255,073 | 4,956,694 | (14%) |
| Zinc (tonnes) | 21,581 | 21,148 | 2% | 23,143 | (7%) | 63,449 | 71,042 | (11%) |
| Lead (tonnes) | 2,603 | 2,773 | (6%) | 3,027 | (14%) | 8,094 | 8,888 | (9%) |
| Copper (tonnes) | 331 | 229 | 45% | 270 | 23% | 839 | 809 | 4% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t, $2,085.90/t and $9,762.69/t for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| 1 |
Bolívar Mine
Bolivar Production Table (1) |
2025 Q3 |
2025 Q2 |
Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 52,023 | 54,803 | (5%) | 70,271 | (26%) | 169,181 | 215,223 | (21%) |
| Silver Equivalent Produced (ounces) (2) | 420,612 | 601,516 | (30%) | 905,862 | (54%) | 1,808,427 | 2,709,422 | (33%) |
| Production | ||||||||
| Silver (ounces) | 132,146 | 304,468 | (57%) | 483,300 | (73%) | 857,653 | 1,336,720 | (36%) |
| Zinc (tonnes) | 3,186 | 3,225 | (1%) | 4,553 | (30%) | 10,394 | 14,784 | (30%) |
| Lead (tonnes) | 104 | 182 | (43%) | 305 | (66%) | 487 | 999 | (51%) |
| Average Grade | ||||||||
| Silver (g/t) | 89 | 190 | (53%) | 231 | (62%) | 176 | 212 | (17%) |
| Zinc (%) | 6.61 | 6.52 | 1% | 7.19 | (8%) | 6.72 | 7.57 | (11%) |
| Lead (%) | 0.31 | 0.44 | (29%) | 0.61 | (49%) | 0.41 | 0.64 | (36%) |
| Metal Recovery | ||||||||
| Silver (%) | 89 | 91 | (2%) | 93 | (4%) | 89 | 91 | (2%) |
| Zinc (%) | 93 | 90 | 3% | 90 | 3% | 91 | 91 | 1% |
| Lead (%) | 64 | 75 | (15%) | 71 | (10%) | 70 | 72 | (4%) |
| (1) | Bolivar is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q3 2025 vs Q2 2025
In Q3 2025, Bolívar’s performance reflected the ongoing impact of the water inflow event that occurred in mid-May 2025 and continued to restrict access to the high silver head grade Pomabamba and Nané areas. Silver equivalent production decreased (-30%) due to lower silver head grade (-53%) and reduced silver output (-57%). Rehabilitation and dewatering advanced steadily during the quarter, with the fourth pumping line commissioned in September 2025, increasing total capacity to around 300 l/s and enabling a gradual reduction in water levels. In parallel, installation of the fifth submersible pumping line began in mid-October, targeting a combined capacity of 340 l/s to accelerate recovery efforts and restore full access to the high silver head grade Pomabamba and Nané zones, where production is expected to resume in February 2026. The installation schedule experienced a delay due to logistics related to the delivery of the purchased water pumps. Additionally, drilling above Level 340 began in October 2025 to expand resources toward the southern extension of Pomabamba.
Q3 2025 vs Q3 2024
On a year-over-year basis, Bolívar’s performance remained constrained by restricted access to Pomabamba following the May flooding event, with silver equivalent production down (-54%), silver head grade (-62%), recoveries (-4%), and silver production (-73%) all declining. Progress on dewatering continued, with the fifth pumping line expected to be fully operational by year-end, enabling access to the Pomabamba South vein, which contains reserves with high silver head grades, averaging 309 g/t Ag. Production from this area is expected to resume in February 2026, significantly improving Bolívar’s overall silver grade profile.
| 2 |
Porco Mine
|
Porco Production Table (1) |
2025 Q3 |
2025 Q2 |
Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 49,161 | 49,152 | 0% | 48,714 | 1% | 145,815 | 150,883 | (3%) |
| Silver Equivalent Produced (ounces) (2) | 318,694 | 360,841 | (12%) | 417,690 | (24%) | 1,047,058 | 1,338,954 | (22%) |
| Production | ||||||||
| Silver (ounces) | 92,001 | 105,901 | (13%) | 171,972 | (47%) | 318,439 | 499,666 | (36%) |
| Zinc (tonnes) | 2,488 | 2,786 | (11%) | 2,626 | (5%) | 7,948 | 9,062 | (12%) |
| Lead (tonnes) | 103 | 132 | (22%) | 206 | (50%) | 396 | 581 | (32%) |
| Average Grade | ||||||||
| Silver (g/t) | 71 | 79 | (10%) | 133 | (47%) | 82 | 122 | (33%) |
| Zinc (%) | 5.43 | 6.03 | (10%) | 5.74 | (5%) | 5.82 | 6.42 | (9%) |
| Lead (%) | 0.30 | 0.41 | (27%) | 0.55 | (45%) | 0.39 | 0.51 | (23%) |
| Metal Recovery | ||||||||
| Silver (%) | 82 | 85 | (3%) | 83 | 0% | 83 | 84 | (2%) |
| Zinc (%) | 93 | 94 | (1%) | 94 | (1%) | 94 | 94 | 0% |
| Lead (%) | 69 | 65 | 6% | 78 | (11%) | 69 | 75 | (8%) |
| (1) | Porco is presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (2) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q3 2025 vs Q2 2025
Porco, the Company’s predominantly zinc underground mine, reported an 11% decrease in zinc production compared to the previous quarter, mainly due to a 10% decline in zinc head grade. Throughput remained steady and zinc recoveries were stable at 93%, supported by ongoing metallurgical optimization and consistent plant performance. Silver output declined, as operations continued to target zinc-rich zones consistent with Porco’s production focus.
Q3 2025 vs Q3 2024
Porco recorded a 5% year-over-year decrease in zinc production, reflecting slightly lower zinc grades and stable throughput levels. Zinc recoveries remained strong (93%), demonstrating solid process control and operational efficiency. The mine plan during 2025 prioritized zinc-dominant zones with lower silver content, resulting in a reduction (-47%) in silver production compared to Q3 2024. Overall, Porco continues to perform as a reliable zinc-producing asset, maintaining stable operations and strong metallurgical performance.
| 3 |
Caballo Blanco Group
| Caballo Blanco Group Production Table (1) | 2025 Q3 |
2025 Q2 |
Change Q3 vs Q2 |
2024 Q3 | Change Q3 vs Q3 |
2025 YTD | 2024 YTD | Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 62,221 | 57,773 | 8% | 58,374 | 7% | 171,642 | 214,497 | (20%) |
| Silver Equivalent Produced (ounces) (2) | 707,465 | 685,479 | 3% | 646,605 | 9% | 2,052,152 | 2,219,729 | (8%) |
| Production | ||||||||
| Silver (ounces) | 294,524 | 294,786 | 0% | 248,605 | 18% | 902,576 | 851,934 | 6% |
| Zinc (tonnes) | 4,131 | 3,974 | 4% | 4,117 | 0% | 11,654 | 14,151 | (18%) |
| Lead (tonnes) | 722 | 595 | 21% | 515 | 40% | 1,804 | 1,767 | 2% |
| Average Grade | ||||||||
| Silver (g/t) | 160 | 168 | (5%) | 148 | 8% | 176 | 138 | 27% |
| Zinc (%) | 7.14 | 7.32 | (2%) | 7.56 | (6%) | 7.24 | 7.15 | 1% |
| Lead (%) | 1.45 | 1.23 | 18% | 1.16 | 25% | 1.28 | 1.09 | 18% |
| Metal Recovery | ||||||||
| Silver (%) | 92 | 94 | (2%) | 89 | 3% | 93 | 90 | 4% |
| Zinc (%) | 93 | 94 | (1%) | 93 | 0% | 94 | 92 | 2% |
| Lead (%) | 80 | 84 | (4%) | 76 | 5% | 82 | 75 | 8% |
| (3) | The Caballo Blanco Group consists of the Colquechaquita and Tres Amigos mines. |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q3 2025 vs Q2 2025
Caballo Blanco’s production for the quarter benefited from higher milled tonnes (+8%), leading to a 3% increase in silver equivalent and stable silver production. The silver head grade declined moderately (-5%), resulting in a slight reduction in recoveries (-2%).
Q3 2025 vs Q3 2024
Compared with Q3 2024, Caballo Blanco’s operational improvements resulted in silver equivalent production up 9% and silver output up 18%, supported by annual silver head grade growth (+8%) and recoveries (+3%). These improvements reflect ongoing plant and mining optimizations.
| 4 |
San Lucas Group
|
San Lucas Group Production Table |
2025 Q3 |
2025 Q1 |
Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 100,550 | 94,973 | 6% | 96,160 | 5% | 282,218 | 249,280 | 13% |
| Silver Equivalent Produced (ounces) (1) | 986,403 | 940,457 | 5% | 1,052,528 | (6%) | 2,785,374 | 2,957,043 | (6%) |
| Production | ||||||||
| Silver (ounces) | 326,873 | 319,634 | 2% | 354,877 | (8%) | 941,528 | 1,014,482 | (7%) |
| Zinc (tonnes) | 7,032 | 6,643 | 6% | 7,525 | (7%) | 19,690 | 20,954 | (6%) |
| Lead (tonnes) | 575 | 509 | 13% | 493 | 17% | 1,565 | 1,370 | 14% |
| Average Grade | ||||||||
| Silver (g/t) | 126 | 124 | 2% | 135 | (6%) | 124 | 152 | (18%) |
| Zinc (%) | 7.86 | 7.81 | 1% | 8.62 | (9%) | 7.78 | 9.21 | (16%) |
| Lead (%) | 0.90 | 0.90 | 0% | 0.80 | 13% | 0.88 | 0.87 | 2% |
| Metal Recovery | ||||||||
| Silver (%) | 80 | 85 | (6%) | 85 | (6%) | 83 | 84 | 0% |
| Zinc (%) | 89 | 90 | (1%) | 91 | (2%) | 90 | 91 | (2%) |
| Lead (%) | 63 | 59 | 7% | 64 | (1%) | 63 | 63 | (1%) |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t and $2,085.90/t for silver, zinc and lead respectively applied to the metal production divided by the silver price as stated here. |
Q3 2025 vs Q2 2025
San Lucas continued to play a strategic support role this quarter, with processed ore up 6%. Silver equivalent production increased (+5%), and silver output was up (+2%). The operation’s flexibility and reliable throughput helped offset the negative impacts of reduced volumes and grades at Bolívar, especially in the context of the ongoing rehabilitation and restricted access to silver high-grade areas. Slight head grade improvement (+2%) and steady recoveries (-6%) contributed to overall plant efficiency for the group.
Q3 2025 vs Q3 2024
On an annual basis, San Lucas’s support was crucial for sustaining group-level throughput and mitigating Bolívar’s production losses. Silver equivalent production slipped 6%, silver output declined 8%, and processed tonnes increased 5%. The modest drop in silver head grade (-6%) and recoveries (-6%) continued trends from previous quarters, but operational flexibility and the crucial support to Bolívar were key to maintaining stable results across Santacruz’s Bolivian operations.
| 5 |
Zimapan Mine
|
Zimapan Production Table |
2025 Q3 |
2025 Q2 |
Change Q3 vs Q2 |
2024 Q3 |
Change Q3 vs Q3 |
2025 YTD |
2024 YTD |
Change ‘25 YTD vs ‘24 YTD |
| Material Processed (tonnes milled) | 222,629 | 224,162 | (1%) | 217,741 | 2% | 670,364 | 632,880 | 6% |
| Silver Equivalent Produced (ounces) (1) | 991,643 | 958,761 | 3% | 1,010,529 | (2%) | 2,966,990 | 2,850,819 | 4% |
| Production | ||||||||
| Silver (ounces) | 396,385 | 398,293 | 0% | 444,634 | (11%) | 1,234,877 | 1,253,893 | (2%) |
| Zinc (tonnes) | 4,744 | 4,521 | 5% | 4,322 | 10% | 13,763 | 12,092 | 14% |
| Lead (tonnes) | 1,099 | 1,354 | (19%) | 1,508 | (27%) | 3,843 | 4,171 | (8%) |
| Copper (tonnes) | 331 | 229 | 45% | 270 | 23% | 839 | 809 | 4% |
| Average Grade | ||||||||
| Silver (g/t) | 77 | 77 | (1%) | 82 | (6%) | 78 | 81 | (4%) |
| Zinc (%) | 2.90 | 2.62 | 11% | 2.58 | 12% | 2.69 | 2.45 | 10% |
| Lead (%) | 0.67 | 0.80 | (17%) | 0.77 | (13%) | 0.73 | 0.78 | (6%) |
| Copper (%) | 0.29 | 0.22 | 27% | 0.29 | (1%) | 0.26 | 0.29 | (12%) |
| Metal Recovery | ||||||||
| Silver (%) | 72 | 71 | 1% | 78 | (7%) | 74 | 76 | (3%) |
| Zinc (%) | 73 | 77 | (5%) | 77 | (5%) | 76 | 78 | (2%) |
| Lead (%) | 74 | 76 | (2%) | 90 | (18%) | 79 | 85 | (8%) |
| Copper (%) | 52 | 45 | 15% | 43 | 22% | 48 | 44 | 11% |
| (1) | Silver Equivalent Produced (ounces) have been calculated using prices of $31.41/oz, $2,775.53/t, $,2085.90/t and $9,762.69/t for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
Q3 2025 vs Q2 2025
Zimapan posted a 3% increase in silver equivalent output and a 5% rise in zinc, with lead up 19% and copper up 45% on steady throughput (+1%). Silver head grade and recoveries were stable (-1%), and production gains were driven by higher grades in zinc.
Q3 2025 vs Q3 2024
Year-on-year, Zimapan’s silver equivalent production declined (-2%), largely due to a decrease in silver head grade (-6%) and a decline in recoveries (-7%). Despite this, zinc was up 10% strengthened on targeted stope development and improvements in feed quality.
Qualified Person
Garth Kirkham, P.Geo., an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
| 6 |
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, the assumption that the Company’s capital investments will result in reduced costs and enhanced metallurgical recovery.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
| 7 |
Exhibit 99.79
![]() |
News Release
November 17, 2025 |
Santacruz Silver Announces Appointment of Mr. Bruce Wolfson to Board of Directors
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) is pleased to announce the appointment of Bruce Wolfson to the Company’s board of directors effective November 17, 2025.
Mr. Wolfson brings over 40 years of experience in international finance, law, and investment management, with a distinguished career spanning emerging markets across Latin America and Asia. Throughout his career, Mr. Wolfson has been actively involved in structuring, placing, investing, and divesting public and private equity on behalf of both issuers and fund investors, as well as financing and restructuring emerging market debt.
From 2015 to 2021, Mr. Wolfson served as General Counsel and, at times, Chief Compliance Officer of Jaguar Growth Partners, LLC, a global investment management firm focusing on Latin America and Asia. Prior to Jaguar, he was a member of the Corporate and Latin America Practice Groups at the global law firm Bingham McCutchen LLP (now Morgan Lewis & Bockius LLP). Before that, he was a partner and general counsel at The Rohatyn Group, an asset management firm specializing in emerging markets, and earlier held the position of Senior Managing Director in the legal department at Bear, Stearns & Co. Inc., where he oversaw all legal work related to trading, sales, capital markets, and investment banking activities in the developing world.
Earlier in his career, Mr. Wolfson served as Bank of America’s resident counsel in Mexico from 1982 to 1986, where he was responsible for the legal aspects of restructuring the bank’s Mexican loan portfolio. He has advised regulators in Latin America and Asia concerning foreign investment regulations and served on the Board of Directors of EMTA (the trade association of the emerging market trading and investment community) from 1994 to 2015.
In addition to his professional accomplishments, Mr. Wolfson has shared his expertise as an adjunct professor at Columbia University in New York City and at Vanderbilt University in Nashville.
Mr. Wolfson holds a Bachelor of Arts in Economics and a Juris Doctor from the University of Pennsylvania.
Arturo Préstamo, Executive Chairman and Chief Executive Officer of Santacruz, commented, “We are very pleased to welcome Bruce Wolfson to the Santacruz Board of Directors. Bruce’s extensive experience across international finance, emerging markets, and corporate governance will bring a valuable perspective to our team as we continue positioning Santacruz for long-term growth. His deep knowledge of Latin America, coupled with decades of leadership in global investment and legal disciplines, makes him an exceptional addition to our Board. We look forward to his insights and contributions as we advance the Company’s strategic objectives.”
The Company also announces that Mr. Roland Löhner has notified the Company that he intends to step down from the board of directors following the upcoming annual general and special meeting on November 25, 2025. Mr. Löhner has served as a director of the Company for over 10 years, and the Company thanks Mr. Löhner for his contributions during his tenure.
Arturo Préstamo, Executive Chairman and Chief Executive Officer of Santacruz, commented, “On behalf of the Company and the Board, I would like to express our sincere gratitude to Roland Löhner for his more than a decade of dedicated service to Santacruz. Roland has been an important part of our journey, providing steady guidance, thoughtful oversight, and unwavering support through periods of significant transformation and growth. We are deeply appreciative of his commitment and contributions, and we wish him the very best in his future endeavors.”
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About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements about the anticipated changes to the board of directors.
These forward-looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: changes in equity markets; inflation; and those risks set out in the Company’s public disclosure record on SEDAR+ (www.sedarplus.ca).
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
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Exhibit 99.80
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News Release
November 26, 2025 |
Santacruz Silver Announces Results of 2025 Annual General and Special Meeting
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) is pleased to report that all matters were approved at the Company’s Annual General and Special Meeting of shareholders held on November 25, 2025.
At the Meeting, shareholders fixed the number of directors at five and re-elected Arturo Préstamo Elizondo, Federico Villasenor, Larry Okada, Barry Girling and Roland Löhner as directors. As previously announced, Mr. Roland Löhner has stepped down from the board of directors immediately following the Meeting and is replaced by Mr. Bruce Wolfson. The Company thanks Mr. Löhner for his contributions and is pleased to welcome Mr. Wolfson to the board.
In addition, shareholders overwhelmingly approved the proposed consolidation of the Company’s common shares in anticipation of the Company’s proposed listing on the Nasdaq.
The Company will announce the effective date and ratio of the consolidation in a future news release once determined. As previously announced, the Company is effecting the consolidation in order to satisfy Nasdaq’s initial listing requirements, which include a minimum bid price of US$4.00 per share.
All other matters voted on at the Meeting, including re-approval of the Company’s omnibus incentive plan, were also approved by shareholders.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements about the proposed completion of the consolidation (including the timing thereof and the proposed ratio at which it will be completed) and the Company’s application to list on the Nasdaq.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: that the Company may not complete the Nasdaq listing as anticipated, or at all; the possibility that the Company will not complete the Consolidation on the timing anticipated, or at all; delays in obtaining or failures to obtain required governmental or stock exchange approvals, including the approval of the TSXV in respect of the Consolidation and the Nasdaq in respect of the Company’s listing application; changes in equity markets; inflation; and those risks set out in the Company’s public disclosure record on SEDAR+ (www.sedarplus.ca).
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
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Exhibit 99.81
|
News Release
November 27, 2025 |
Santacruz Silver Reports Third Quarter 2025 Results
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) reports its financial and operating results for the quarter ended September 30, 2025 (“Q3 2025”). The full version of the unaudited Q3 2025 financial statements (“Financial Statements”) and accompanying Management’s Discussion and Analysis (the “MD&A”) can be viewed on the Company’s website at www.santacruzsilver.com or on SEDAR+ at www.sedarplus.ca. All amounts are expressed in U.S. dollars, unless otherwise stated.
Q3 2025 Highlights
| ● | Revenues of $79.99 million, a 2% increase year-over-year. |
| ● | Gross Profit of $20.17 million, a 28% increase year-over-year. |
| ● | Net Income of $16.34 million, a 7% decrease year-over-year. |
| ● | Adjusted EBITDA of $19.51 million, a 67% increase year-over-year. |
| ● | Cash & Marketable securities of $59.23 million, a 225% increase year-over-year. |
| ● | Working Capital of $69.20 million, a 186% increase year-over-year. |
| ● | Cash cost per silver equivalent ounce sold ($/oz) of $28.62, a 28% increase year-over-year. |
| ● | AISC per silver equivalent ounce sold of $35.62, a 30% increase year-over-year. |
| ● | Silver Equivalent Ounces produced of 3,424,817, a 30% increase year-over-year1. |
| 1. | The Full Q3 2025 production results were released in a news release dated November 3, 2025. |
Arturo Préstamo, Executive Chairman and CEO of Santacruz, commented: “Q3 2025 was a transformative quarter for Santacruz. We paid off the final installment payment to Glencore for the acquisition of our Bolivian assets, extinguishing the Base Purchase Price obligation. This eliminated a significant liability and materially strengthened our balance sheet. Even after completing this payoff, we closed the quarter with $69.20 million in working capital. This quarter, we also continued our trend of year-over-year gains in profitability and cash generation, highlighted by robust growth in gross profit and adjusted EBITDA. This performance is a testament to the strength of our business, complimented by favorable silver prices.”
Mr. Préstamo continued: “Operationally, consolidated production remained steady this quarter, supported by strong performance at Caballo Blanco, Zimapán and San Lucas. These operations helped offset lower silver output at the Bolívar mine, where a water inflow event in May 2025 impacted two key production veins, Pomabamba and Nané. Remediation activities are well underway, and recovery work in both veins is progressing in line with our formal restoration plan. Under this plan, progressive access and production from Pomabamba and Nané are expected to resume beginning in February 2026, with volumes increasing throughout the year and full recovery anticipated by the fourth quarter of 2026. On the costs front, AISC for the quarter increased due to three main drivers: higher ore purchase costs at San Lucas, related to a stronger metal-price environment, remediation-related expenditures at Bolívar due to the flooding event, and plant improvement initiatives at Zimapán to enhance metallurgical performance. Additionally, the appreciation of the Bolivian boliviano, supported by positive market sentiment toward the newly elected government, contributed to increased costs across our Bolivian operations. Nevertheless, year-to-date AISC remains in the mid-20s, consistent with our expectations. Looking ahead, Santacruz remains focused on operational efficiency, maintaining a strong balance sheet, and delivering sustainable long-term value for our shareholders.”
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Selected consolidated financial and operating information for Q3 2025, Q2 2025 and Q3 2024 is presented below. All financial information is prepared in accordance with International Financial Reporting Standards (“IFRS”), and all dollar amounts are expressed in thousands of US dollars, except per unit amounts, unless otherwise noted.
| 2025 Third Quarter Highlights |
| 2025 Q3 | 2025 Q2 | Change Q3 vs Q2 | 2024 Q3 Restated (7) |
Change ’25 Q3 vs ’24 Q3 |
2025 YTD | 2024 YTD Restated (7) |
Change ’25YTD vs ’24 YTD | |
| Operational | ||||||||
| Material Processed (tonnes milled) | 486,585 | 480,863 | 1% | 491,260 | (1%) | 1,439,221 | 1,462,764 | (2%) |
| Silver Equivalent Produced (ounces) (1) | 3,424,817 | 3,547,054 | (3%) | 4,033,214 | (15%) | 10,660,000 | 12,075,966 | (12%) |
| Silver Ounces Produced | 1,241,929 | 1,423,081 | (13%) | 1,703,387 | (27%) | 4,255,073 | 4,956,694 | (14%) |
| Zinc Tonnes Produced | 21,581 | 21,148 | 2% | 23,143 | (7%) | 63,449 | 71,042 | (11%) |
| Lead Tonnes Produced | 2,603 | 2,773 | (6%) | 3,027 | (14%) | 8,094 | 8,888 | (9%) |
| Copper Tonnes Produced | 331 | 229 | 45% | 270 | 23% | 839 | 809 | 4% |
| Silver Equivalent Sold (payable ounces) (2) | 2,474,103 | 2,993,136 | (17%) | 3,601,754 | (31%) | 8,526,795 | 10,636,832 | (20%) |
| Cash Cost of Production per Tonne (3) | 100.11 | 81.95 | 22% | 110.50 | (9%) | 85.23 | 99.66 | (14%) |
Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) |
28.62 |
19.48 |
47% |
22.38 |
(28%) |
21.54 |
21.74 |
(1%) |
All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold ($/oz) (3) |
35.62 |
22.95 |
55% |
27.40 |
(30%) |
26.41 |
25.53 |
3% |
Average Realized Price per Ounce of Silver Equivalent Sold ($/oz) (2) (3) (4) |
40.13 |
32.37 |
24% |
29.86 |
34% |
34.43 |
27.75 |
24% |
| Financial | ||||||||
| Revenues | 79,989 | 73,295 | 9% | 78,244 | 2% | 223,598 | 201,318 | 11% |
| Gross Profit | 20,166 | 25,288 | (20%) | 15,721 | 28% | 73,313 | 31,976 | 129% |
| Net Income (5) | 16,344 | 20,977 | (22%) | 17,534 | (7%) | 46,772 | 151,642 | (69%) |
| Net Earnings) Per Share - Basic ($/share) | 0.05 | 0.06 | (17%) | 0.03 | 67% | 0.13 | 0.41 | (68%) |
| Adjusted EBITDA (3) | 19,509 | 26,770 | (27%) | 14,960 | 30% | 73,795 | 29,608 | 149% |
| Cash and Cash Equivalent | 40,018 | 39,997 | 0% | 18,242 | 119% | 40,018 | 18,242 | 119% |
| Working Capital | 69,208 | 60,295 | 15% | 24,191 | 186% | 69,208 | 24,191 | 186% |
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| Year to Date Production Summary – By Mine |
|
Bolivar (6) |
Porco (6) |
Caballo Blanco Group |
San Lucas Group |
Zimapán |
Total | |
| Material Processed (tonnes milled) | 169,181 | 143,815 | 171,642 | 282,218 | 670,364 | 1,439,221 |
| Silver Equivalent Produced (ounces) (1) | 1,808,427 | 1,047,058 | 2,052,152 | 2,785,374 | 2,966,990 | 10,660,000 |
| Silver Ounces Produced | 857,653 | 318,439 | 902,576 | 941,528 | 1,234,877 | 4,255,073 |
| Zinc Tonnes Produced | 10,394 | 7,948 | 11,654 | 19,690 | 13,763 | 63,449 |
| Lead Tonnes Produced | 487 | 396 | 1,804 | 1,565 | 3,843 | 8,094 |
| Copper Tonnes Produced | N/A | N/A | N/A | N/A | 839 | 839 |
| Average head grades per mine: | ||||||
| Silver (g/t) | 176 | 82 | 176 | 124 | 78 | 111 |
| Zinc (%) | 6.72 | 5.82 | 7.24 | 7.78 | 2.69 | 5.02 |
| Lead (%) | 0.42 | 0.39 | 1.28 | 0.88 | 0.73 | 0.75 |
| Copper (%) | N/A | N/A | N/A | N/A | 0.26 | 0.26 |
| Metal recovery per mine: | ||||||
| Silver (%) | 89 | 83 | 93 | 83 | 74 | 81 |
| Zinc (%) | 91 | 94 | 94 | 90 | 76 | 85 |
| Lead (%) | 70 | 69 | 82 | 63 | 79 | 74 |
| Copper (%) | N/A | N/A | N/A | N/A | 47 | 48 |
| Silver Equivalent Sold (payable ounces) (2) | 1,604,966 | 850,689 | 1,643,070 | 2,106,449 | 2,321,622 | 8,526,795 |
Notes for both tables above:
| (1) | Silver Equivalent Produced (ounces) for Q3 2025 have been calculated using prices of $31.41/oz, $2,775.53/t, $2,085.90/t and $9,762.69/t for silver, zinc, lead and copper respectively applied to the metal production divided by the silver price as stated here. |
| (2) | Silver Equivalent Sold (payable ounces) have been calculated using the Average Realized Price per Ounce of Silver Equivalent Sold stated in the table above, applied to the payable metal content of the concentrates sold from Bolivar, Porco, the Caballo Blanco Group, San Lucas Group and Zimapán. |
| (3) | The Company reports non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. See ‘‘Non-GAAP Measures’’ section below for definitions. |
| (4) | Average Realized Price per Ounce of Silver Equivalent Sold is prior to all treatment, smelting and refining charges. |
| (5) | 2024 YTD Net Income includes a one-time gain on the adjustment to consideration payable of $133,255 recorded in Q1 2024. |
| (6) | Bolivar and Porco are presented at 100% whereas the Company records 45% of revenues and expenses in its consolidated financial statements. |
| (7) | The revenues, gross profit, net loss, net loss per share, Adjusted EBITDA, and working capital deficiency were restated as a result of corrections made to the 2023 comparatives. Refer to Note 5 in the Q3 2025 financial statements for further details and impacts of the restatement. |
Production Results
In the nine months ended 2025, the Company processed 1,439,221 tonnes of ore, producing 10,660,000 silver equivalent ounces. This total includes 4,255,073 ounces of silver and 63,449 tonnes of zinc. Full Q3 2025 production results were released in a news release dated November 3, 2025.
Q3 2025 vs Q2 2025
In Q3 2025, Santacruz maintained stable consolidated operations despite the full-quarter impact of the mid-May water inflow at the Bolívar mine, which continued to restrict access to the Pomabamba and Nané high-grade zones. Bolívar’s silver equivalent production declined quarter-over-quarter, driven by materially lower silver head grades (-53%) and reduced silver output (-57%), while dewatering and rehabilitation advanced with the commissioning of the fourth pumping line in September and the initiation of a fifth submersible line.
Despite the pressure at Bolívar, the rest of the portfolio delivered consistent results. Caballo Blanco increased milled tonnes and achieved higher silver equivalent production, San Lucas contributed additional volume and supported stable plant utilization, and Zimapán delivered modest gains in silver equivalent output driven by stronger zinc grades. These operations helped absorb part of the temporary impact from Bolívar and supported overall quarterly performance.
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Q3 2025 vs Q3 2024
Compared with Q3 2024, Santacruz´s consolidated production reflected the year over year impact of the Bolivar flooding event, which continued to limit access to silver high grade zones and resulted in lower silver output (-73%) and reduced silver equivalent production (-54%). Despite this, the company sustained a broadly resilient operating profile across it diversified asset base.
Outside of Bolívar, the portfolio showed solid year-over-year production. Caballo Blanco delivered higher production, supported by stronger grades and better recoveries. San Lucas continued to play a key role in sustaining throughput at the group level, while Zimapán operated consistently, posting higher zinc production supported by improved stope development and feed quality. These contributions helped moderate the impact from Bolívar and provided stability in the consolidated results relative to last year.
Cash Cost and All-in Sustaining Cost per Silver Equivalent Ounce Sold
Q3 2025 vs Q2 2025
Consolidated unit costs increased in Q3, mainly due to the ongoing situation at Bolívar mine and the appreciation of the Bolivian boliviano. The water inflow at Bolívar continued to limit access to high-grade zones and required sustained pumping and rehabilitation, driving Bolivar´s cash cost to $34.51/oz and AISC to $50.89/oz. At the consolidated level, cash cost rose to $28.62/oz and AISC to $35.62/oz.
The 31% appreciation of the boliviano during the quarter also increased USD-equivalent costs across all Bolivian operations. This currency movement reflects greater market confidence in the new government, which is positive for the broader business environment, although it raises operating costs when translated into USD.
At San Lucas, higher silver and zinc prices increased ore purchase costs in line with its margin-based sourcing model, where reported cost per ounce rises with metal prices but margins remain stable.
In Mexico, Zimapán recorded only a modest increase in costs quarter-over-quarter, with cash cost up 1% and AISC up 7%, reflecting scheduled mine and plant investments aimed at improving metallurgical recoveries.
Q3 2025 vs Q3 2024
Compared to Q3 2024, consolidated AISC increased to $35.62/oz from $24.27/oz, largely driven by Bolívar, where the impact of the water inflow and ongoing recovery work pushed AISC to $50.89/oz. The stronger boliviano also elevated USD-equivalent operating costs year-over-year, again reflecting the improved political outlook following the change in government.
At San Lucas, higher silver and zinc prices increased ore purchase costs in line with its margin-based sourcing model, where reported cost per ounce rises with metal prices but margins remain stable.
Zimapán posted a more notable year-over-year increase, with cash cost rising 19% and AISC 27%, consistent with ongoing mine development at level 960 and plant upgrades intended to improve recoveries.
Webinar Details
CEO Arturo Préstamo and CFO Andrés Bedregal will present at a webinar hosted by Adelaide Capital on Friday, December 5th at 2:00 pm ET. Investors and shareholders are invited to participate in the webinar.
Registration Link: https://us02web.zoom.us/webinar/register/WN_cpNMhvqCQCWQD42uCAiIyw.
The webinar will also be live-streamed on the Adelaide Capital YouTube Channel, where a replay will be available after the event: https://bit.ly/adcap-youtube.
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Questions can be submitted during the session or in advance to olenka@adcap.ca.
Non-GAAP Measures
The financial results in this news release include references to non-GAAP measures, which include Cash Cost of Production per Tonne, Cash Cost per Silver Equivalent Ounce Sold, All-in Sustaining Cash Cost per Silver Equivalent Ounce Sold, Average Realized Price per Ounce of Silver Equivalent Sold, and Adjusted EBITDA. These measures are widely used in the mining industry as a benchmark for performance but do not have a standardized meaning and may differ from methods used by other companies with similar descriptions. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. For a reconciliation of non-GAAP and GAAP measures, please refer to the “Non-GAAP Measures” section in the Company’s Q3 2025 Management Discussion and Analysis, which is available on SEDAR+ at www.sedarplus.ca.
Qualified Person
Garth Kirkham P.Geo., an independent consultant to the Company, is a qualified person under NI 43-101 and has approved the scientific and technical information contained within this news release.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
| ‘signed’ |
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to changes in general economic, business and political conditions, including changes in the financial markets, changes in applicable laws, and compliance with extensive government regulation, as well as those risk factors discussed or referred to in the Company’s disclosure documents filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
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Exhibit 99.82
![]() |
News Release
December 8th, 2025 |
Santacruz Silver Announces Effective Date of Share Consolidation in Preparation for a Planned NASDAQ Listing
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (OTCQX:SCZMF) (FSE:1SZ) (“Santacruz” or the “Company”) is pleased to announce that, in connection with its previously announced application to list on the Nasdaq Capital Market, the Company will consolidate its common shares on the basis of four (4) pre-consolidated shares for every one (1) post-consolidation share (the “Consolidation”). The Consolidation is subject to final approval of the TSX Venture Exchange and is expected to take effect at market open on December 10, 2025 (the “Effective Date”).
The Consolidation is intended to increase the quoted share price of the Company’s common shares to satisfy the Nasdaq’s initial listing requirements.
Following the Consolidation, the Company will have approximately 91,346,122 common shares issued and outstanding. Any fractional post-Consolidation share that is less than one-half (1/2) of a share will be cancelled and any fractional post-Consolidation share that is at least or greater than one-half (1/2) of a share will be rounded up to one whole share. The Company’s name and trading symbol will remain unchanged. However, the CUSIP number for the post-Consolidation common shares will be 80280U205 and the new ISIN will be CA80280U2056.
Registered shareholders of record as of the Effective Date who hold physical share certificates will receive a letter of transmittal from the Company’s transfer agent, Computershare Investor Services Inc., with instructions on how to exchange their existing share certificates for new share certificates representing post-Consolidation shares. Shareholders whose shares are represented by a direct registration system statement will automatically receive their post-Consolidation shares without any further action. Beneficial shareholders who hold their shares through a broker or other intermediary and do not have shares registered in their own names will not be required to complete a letter of transmittal, but are encouraged to contact their intermediaries if they have any questions.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
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Andrés Bedregal
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +591 22444849
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Information
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of the management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward-looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements about the timing and effectiveness of the Consolidation and the Company’s application to list on the Nasdaq.
These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: that the Company may not complete the Nasdaq listing as anticipated, or at all; the possibility that the Company’s common shares will not begin trading on a consolidated basis on the timing anticipated; delays in obtaining or failures to obtain required governmental or stock exchange approvals, including the approval of the TSXV in respect of the Consolidation and the Nasdaq in respect of the Company’s listing application; changes in equity markets; inflation; and those risks set out in the Company’s public disclosure record on SEDAR+ (www.sedarplus.ca).
There can be no assurance that any forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader should not place any undue reliance on forward-looking information or statements. The Company undertakes no obligation to update forward-looking information or statements, other than as required by applicable law.
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Exhibit 99.83
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News Release
January 5, 2026 |
Santacruz Silver Announces Grant of Restricted Share Units
Vancouver, B.C. – Santacruz Silver Mining Ltd. (TSX.V:SCZ) (“Santacruz” or the “Company”) announces that the Company has granted 39,000 restricted share units (“RSUs”) to a director of the Company in accordance with the Company’s Omnibus Equity Incentive Plan dated November 17, 2023. The RSUs vest in equal one third installments on each anniversary of the grant date. Each vested RSU may be redeemed for one common share of the Company.
The grant of RSUs constitutes a related party transaction pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the grant of RSUs to related parties in reliance on the exemptions contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively.
About Santacruz Silver Mining Ltd.
Santacruz Silver is engaged in the operation, acquisition, exploration, and development of mineral properties across Latin America. In Bolivia, the Company operates the Bolivar, Porco, and Caballo Blanco mining complexes, with Caballo Blanco comprising the Tres Amigos and Colquechaquita mines. The Reserva mine, whose production is provided to the San Lucas ore sourcing and trading business, is also located in Bolivia. Additionally, the Company oversees the Soracaya exploration project. In Mexico, Santacruz operates the Zimapán mine.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman and CEO
For further information please contact:
Arturo Préstamo
Santacruz Silver Mining Ltd.
Email: info@santacruzsilver.com
Telephone: +52 81 83 785707
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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Exhibit 99.84
CONSENT OF INDEPENDENT AUDITOR
We consent to the use in this Registration Statement on Form 40-F of our report dated May 28, 2025 relating to the financial statements of Santacruz Silver Mining Ltd. appearing in Exhibit 99.1 to this Registration Statement.
/s/ Deloitte LLP
Chartered Professional Accountants
Vancouver, Canada
January 12, 2026
Exhibit 99.85
CONSENT of QUALIFIED PERSON
Garth David Kirkham, P.Geo.
Kirkham Geosystems Ltd.
6331 Palace Place
Burnaby, British Columbia, V6E 1Z6
I, Garth David Kirkham, P. Geo., consent to the use of my name and of the technical reports titled (i) “NI 43-101 Technical Report on the Advanced Project, Porco Mining Operations, Antonio Quijarro Province, Bolivia,” (ii) “NI 43-101 Technical Report on the Advanced Project, Caballo Blanco Mining Operations, near Potosi, Bolivia,” (iii) “NI 43-101 Technical Report on the Advanced Project, Bolivar Mining Operations, Atequera, Bolivia” and (iv) “NI 43-101 Technical Report, Soracaya Project, Potosi, Bolivia,” each with an effective date of January 1, 2024, in the Registration Statement on Form 40-F of Santacruz Silver Mining Ltd. being filed with the U.S. Securities and Exchange Commission.
Dated this January 12, 2026.
| “Garth David Kirkham” | |
| Garth David Kirkham, P. Geo. |
Exhibit 99.86
CONSENT of QUALIFIED PERSON
Richard Mervin Goodwin
JDS Energy & Mining Inc.
900 - 999 W Hastings Street
Vancouver, British Columbia, V6C 1M3
I, Richard Mervin Goodwin, consent to the use of my name and of the technical reports titled (i) “NI 43-101 Technical Report on the Advanced Project, Porco Mining Operations, Antonio Quijarro Province, Bolivia,” (ii) “NI 43-101 Technical Report on the Advanced Project, Caballo Blanco Mining Operations, near Potosi, Bolivia” and (iii) “NI 43-101 Technical Report on the Advanced Project, Bolivar Mining Operations, Atequera, Bolivia,” each with an effective date of January 1, 2024, in the Registration Statement on Form 40-F of Santacruz Silver Mining Ltd. being filed with the U.S. Securities and Exchange Commission.
| Dated this January 12, 2026. | |
| “Richard Mervin Goodwin” | |
| Richard Mervin Goodwin |
Exhibit 99.87
CONSENT of QUALIFIED PERSON
Shane Tad Crowie, P. Eng.
JDS Energy & Mining Inc.
900 - 999 W Hastings Street
Vancouver, British Columbia, V6C 1M3
I, Shane Tad Crowie, P. Eng., consent to the use of my name and of the technical reports titled (i) “NI 43-101 Technical Report on the Advanced Project, Bolivar Mining Operations, Atequera, Bolivia,” (ii) “NI 43-101 Technical Report on the Advanced Project, Caballo Blanco Mining Operations, near Potosi, Bolivia,” (iii) “NI 43-101 Technical Report on the Advanced Project, Porco Mining Operations, Antonio Quijarro Province, Bolivia” and (iv) “NI 43-101 Technical Report, Soracaya Project, Potosi, Bolivia,” each with an effective date of January 1, 2024, in the Registration Statement on Form 40-F of Santacruz Silver Mining Ltd. being filed with the U.S. Securities and Exchange Commission.
Dated this January 12, 2026.
| “Shane Tad Crowie” | |
| Shane Tad Crowie, P. Eng. |