EX-99.1 2 tmb-20230930xex99d1.htm EX-99.1

Graphic

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended

September 30, 2023 and 2022

(UNAUDITED)


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Income Statements

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended September 30,

Nine months ended September 30,

Note

    

2023

    

2022

    

2023

    

2022

Sales

19

$

243,055

$

166,568

$

577,114

$

516,768

Cost of sales

20

177,177

141,857

438,941

396,012

Mine operating income

65,878

24,711

138,173

120,756

General and administration

21

14,631

13,038

44,164

44,780

Foreign exchange loss

4,923

2,374

8,455

8,424

Write off of mineral properties

722

3,379

722

5,503

Other (income) expenses

22

221

224

7,865

2,495

20,497

19,015

61,206

61,202

Operating income

45,381

5,696

76,967

59,554

Interest and finance costs, net

(8,157)

(2,438)

(14,255)

(8,946)

Gain (loss) on derivatives

234

(1,630)

(948)

47

(7,923)

(4,068)

(15,203)

(8,899)

Income before income taxes

37,458

1,628

61,764

50,655

Income taxes

Current income tax expense

5,134

7,172

15,579

28,027

Deferred income tax expense (recovery)

1,441

(1,418)

(24)

(1,900)

6,575

5,754

15,555

26,127

Net income (loss) for the period

$

30,883

$

(4,126)

$

46,209

$

24,528

Net income attributable to:

Fortuna shareholders

$

27,466

$

(3,754)

$

41,480

$

24,640

Non-controlling interest

26

3,417

(372)

4,729

(112)

$

30,883

$

(4,126)

$

46,209

$

24,528

Earnings per share

18

Basic

$

0.09

$

(0.01)

$

0.14

$

0.08

Diluted

$

0.09

$

(0.01)

$

0.14

$

0.08

Weighted average number of common shares outstanding (000's)

Basic

292,601

291,429

291,210

291,652

Diluted

294,877

291,429

293,250

294,476

The accompanying notes are an integral part of these interim financial statements.

Page | 1


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Comprehensive Income

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended September 30,

Nine months ended September 30,

Note

    

2023

    

2022

    

2023

    

2022

Net income (loss) for the period

$

30,883

$

(4,126)

$

46,209

$

24,528

Items that will remain permanently in other comprehensive income:

Changes in fair value of investments in equity securities, net of $nil tax

19

(105)

(2)

(269)

Items that may in the future be reclassified to profit or loss:

Currency translation adjustment, net of tax1

(390)

(3,660)

592

(8,914)

Changes in fair value of hedging instruments, net of $nil tax

-

-

-

70

Total other comprehensive income (loss) for the period

(371)

(3,765)

590

(9,113)

Comprehensive income (loss) for the period

$

30,512

$

(7,891)

$

46,799

$

15,415

Comprehensive income (loss) attributable to:

Fortuna shareholders

27,095

(7,519)

42,070

15,527

Non-controlling interest

26

3,417

(372)

4,729

(112)

$

30,512

$

(7,891)

$

46,799

$

15,415

1 For the three and nine months ended September 30, 2023, the currency translation adjustment is net of tax recovery of $281 thousand and $6 thousand, respectively (2022 - $1.2 million and $1.5 million expense, respectively).

The accompanying notes are an integral part of these financial statements.

Page | 2


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Financial Position

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Balance at

Note

    

September 30, 2023

    

December 31, 2022

ASSETS

CURRENT ASSETS

Cash and cash equivalents

$

117,781

$

80,493

Trade and other receivables

4

65,863

68,165

Inventories

5

132,727

92,033

Other current assets

6

13,883

12,021

330,254

252,712

NON-CURRENT ASSETS

Restricted cash

910

3,967

Mineral properties and property, plant and equipment

8

1,660,857

1,567,622

Other non-current assets

9

54,565

51,923

Total assets

$

2,046,586

$

1,876,224

LIABILITIES

CURRENT LIABILITIES

Trade and other payables

10

$

120,521

$

111,896

Income taxes payable

18,869

11,591

Current portion of lease obligations

12

12,802

9,416

Current portion of closure and reclamation provisions

15

3,643

2,177

155,835

135,080

NON-CURRENT LIABILITIES

Debt

13

246,603

219,175

Deferred tax liabilities

167,577

167,619

Closure and reclamation provisions

15

52,540

51,128

Lease obligations

12

40,318

11,930

Other non-current liabilities

14

2,753

2,596

Total liabilities

665,626

587,528

SHAREHOLDERS' EQUITY

Share capital

17

1,124,807

1,076,342

Reserves

28,824

29,929

Retained earnings

179,965

138,485

Equity attributable to Fortuna shareholders

1,333,596

1,244,756

Equity attributable to non-controlling interest

26

47,364

43,940

Total equity

1,380,960

1,288,696

Total liabilities and shareholders' equity

$

2,046,586

$

1,876,224

Contingencies and Capital Commitments (Note 27)

/s/ Jorge Ganoza Durant

    

/s/ Kylie Dickson

Jorge Ganoza Durant

Kylie Dickson

Director

Director

The accompanying notes are an integral part of these financial statements.

Page | 3


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Cash Flows

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended September 30,

Nine months ended September 30,

Note

    

2023

    

2022

2023

2022

Operating activities:

Net income (loss) for the period

$

30,883

(4,126)

$

46,209

$

24,528

Items not involving cash

Depletion and depreciation

63,935

46,862

148,087

128,310

Accretion expense

2,041

1,269

5,175

3,575

Income taxes

6,575

5,754

15,555

26,127

Interest expense, net

6,120

1,167

9,057

5,373

Share-based payments, net of cash settlements

312

(1,139)

(585)

(2,962)

Inventory net realizable value adjustments

(18)

1,052

929

5,089

Write-off of mineral properties

722

3,379

722

5,503

Unrealized foreign exchange loss

1,882

7,730

1,265

6,465

Unrealized (gain) loss on derivatives

(87)

1,023

(251)

(1,376)

Other

556

132

759

242

Closure and reclamation payments

(159)

(243)

(604)

(353)

Changes in working capital

25

249

11,576

(10,624)

(18,114)

Cash provided by operating activities

113,011

74,436

215,694

182,407

Income taxes paid

(3,184)

(8,625)

(19,601)

(34,871)

Interest paid

(4,330)

(1,748)

(6,630)

(4,099)

Interest received

967

589

2,368

1,191

Net cash provided by operating activities

106,464

64,652

191,831

144,628

Investing activities:

Costs related to Chesser acquisition, net of cash acquired

7

1,525

-

(3,061)

-

Restricted cash

-

-

-

(1,412)

Additions to mineral properties and property, plant and equipment

(37,049)

(58,936)

(165,462)

(177,905)

Contractor advances on Séguéla construction

919

-

(8)

(3,194)

Other investing activities

928

-

2,647

-

Cash used in investing activities

(33,677)

(58,936)

(165,884)

(182,511)

Financing activities:

Proceeds from credit facility

13

-

5,000

65,500

65,000

Repayment of credit facility

13

(40,000)

(20,000)

(40,000)

(20,000)

Repurchase of common shares

17

-

(2,920)

-

(5,929)

Payments of lease obligations

(5,818)

(3,024)

(11,648)

(9,220)

Dividend payment to non-controlling interest

(1,305)

(2,708)

(1,305)

(2,708)

Cash (used in) provided by financing activities

(47,123)

(23,652)

12,547

27,143

Effect of exchange rate changes on cash and cash equivalents

(1,307)

(7,276)

(1,206)

(5,443)

Increase (decrease) in cash and cash equivalents during the period

24,357

(25,212)

37,288

(16,183)

Cash and cash equivalents, beginning of the period

93,424

$

116,126

80,493

107,097

Cash and cash equivalents, end of the period

$

117,781

$

90,914

$

117,781

$

90,914

Cash and cash equivalents consist of:

Cash

$

103,032

$

64,162

$

103,032

$

64,162

Cash equivalents

14,749

26,752

14,749

26,752

Cash and cash equivalents, end of the period

$

117,781

$

90,914

$

117,781

$

90,914

Supplemental cash flow information (Note 25)

The accompanying notes are an integral part of these financial statements.

Page | 4


Fortuna Silver Mines Inc.

Condensed Interim Consolidated Statements of Changes in Equity

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Share capital

Reserves

Note

    

Number of common shares

Amount

    

Equity
reserve

    

Hedging
reserve

    

Fair value
reserve

Equity component of convertible debentures

    

Foreign
currency
reserve

    

Retained
earnings

    

Non-controlling interest

    

Total equity

Balance at January 1, 2023

290,221,971

$

1,076,342

$

28,850

$

198

$

(976)

$

4,825

$

(2,968)

$

138,485

$

43,940

$

1,288,696

Total comprehensive income for the period

Net income for the period

-

-

-

-

-

-

-

41,480

4,729

46,209

Other comprehensive income for the period

-

-

-

-

(2)

-

592

-

-

590

Total comprehensive income for the period

-

-

-

-

(2)

-

592

41,480

4,729

46,799

Transactions with owners of the Company

Acquisition of Chesser

7

15,545,368

45,548

-

-

-

-

-

-

-

45,548

Dividend payment to non-controlling interest

-

-

-

-

-

-

-

-

(1,305)

(1,305)

Shares issued on vesting of share units

647,941

2,692

(2,692)

-

-

-

-

-

-

-

Convertible debenture conversion

45,000

225

-

-

-

-

-

-

-

225

Share-based payments

16

-

-

997

-

-

-

-

-

-

997

16,238,309

48,465

(1,695)

-

-

-

-

-

(1,305)

45,465

Balance at September 30, 2023

306,460,280

$

1,124,807

$

27,155

$

198

$

(978)

$

4,825

$

(2,376)

$

179,965

$

47,364

$

1,380,960

Balance at January 1, 2022

291,529,330

$

1,079,746

$

27,435

$

128

$

(696)

$

4,825

$

(2,907)

$

266,617

$

54,422

$

1,429,570

Total comprehensive income for the period

Net income for the period

-

-

-

-

-

-

-

24,640

(112)

24,528

Other comprehensive loss for the period

-

-

-

70

(269)

-

(8,914)

-

-

(9,113)

Total comprehensive income for the period

-

-

-

70

(269)

-

(8,914)

24,640

(112)

15,415

Transactions with owners of the Company

Dividend payment to non-controlling interest

-

-

-

-

-

-

-

-

(2,708)

(2,708)

Repurchase of common shares

(2,201,404)

(5,929)

-

-

-

-

-

-

-

(5,929)

Shares issued on vesting of share units

853,649

2,525

(2,066)

-

-

-

-

-

-

459

Share-based payments

16

-

-

3,071

-

-

-

-

-

-

3,071

(1,347,755)

(3,404)

1,005

-

-

-

-

-

(2,708)

(5,107)

Balance at September 30, 2022

290,181,575

$

1,076,342

$

28,440

$

198

$

(965)

$

4,825

$

(11,821)

$

291,257

$

51,602

$

1,439,878

The accompanying notes are an integral part of these financial statements.

Page | 5


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

1.   NATURE OF OPERATIONS

Fortuna Silver Mines Inc. (the “Company”) is a publicly traded company incorporated and domiciled in British Columbia, Canada.

The Company is engaged in precious and base metal mining and related activities in Argentina, Burkina Faso, Côte d’Ivoire, Mexico, and Peru. The Company operates the open pit Lindero gold mine (“Lindero”) in northern Argentina, the underground Yaramoko gold mine (“Yaramoko”) in south western Burkina Faso, the open pit Séguéla gold mine (“Séguéla”) in southwestern Côte d’Ivoire, the underground San Jose silver and gold mine (“San Jose”) in southern Mexico, and the underground Caylloma silver, lead, and zinc mine (“Caylloma”) in southern Peru.

The Company’s common shares are listed on the New York Stock Exchange (the “NYSE”) under the trading symbol FSM and on the Toronto Stock Exchange (the “TSX”) under the trading symbol FVI.

The Company’s registered office is located at Suite 650 - 200 Burrard Street, Vancouver, British Columbia, V6C 3L6, Canada.

2.   BASIS OF PRESENTATION

Statement of Compliance

These unaudited condensed interim consolidated financial statements (“interim financial statements”) were prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to the preparation of interim financial statements, including IAS 34 Interim Financial Reporting. They do not include all the information required for full annual financial statements. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2022, which include information necessary for understanding the Company’s business and financial presentation.

Other than as described below, the same accounting policies and methods of computation are followed in these interim financial statements as compared with the most recent annual financial statements.

On November 7, 2023, the Company's Board of Directors approved these interim financial statements for issuance.

Basis of Measurement

These interim financial statements have been prepared on a going concern basis under the historical cost basis, except for those assets and liabilities that are measured at fair value (Note 24) at the end of each reporting period.

Adoption of new accounting standards

The Company adopted various amendments to IFRSs, which were effective for accounting periods beginning on or after January 1, 2023. These include amendments to IAS 1 (Presentation of Financial Statements) and IFRS Practice Statement 2 (Making Materiality Judgements), IAS 8 (Definition of Accounting Estimates) and IAS 12 (Deferred tax related to assets and liabilities arising from a single transaction). The impacts of adoption were not significant to the Company's interim financial statements.

Page | 6


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

3.   USE OF ESTIMATES, ASSUMPTIONS, AND JUDGEMENTS

The preparation of these financial statements requires management to make estimates and judgements that affect the reported amounts of assets and liabilities at the period end date and reported amounts of expenses during the reporting period. Such judgements and estimates are, by their nature, uncertain. Actual outcomes could differ from these estimates.

The impact of such judgements and estimates are pervasive throughout the financial statements, and may require accounting adjustments based on future occurrences. These judgements and estimates are continuously evaluated and are based on management’s experience and knowledge of the relevant facts and circumstances. Revisions to accounting estimates are recognized in the period in which the estimate is revised and are accounted for prospectively.

In preparing these interim financial statements for the three and nine months ended September 30, 2023, the Company applied the critical estimates, and judgements as disclosed in Note 4 of its audited consolidated financial statements for the year ended December 31, 2022.

4.   TRADE AND OTHER RECEIVABLES

As at

    

September 30, 2023

    

December 31, 2022

Trade receivables from doré and concentrate sales

$

22,114

$

23,977

Advances and other receivables

5,909

7,443

Value added taxes recoverable

37,840

36,745

Trade and other receivables

$

65,863

$

68,165

The Company’s trade receivables from concentrate and doré sales are expected to be collected in accordance with the terms of the existing concentrate and doré sales contracts with its customers. No amounts were past due as at September 30, 2023 and December 31, 2022.

During the nine months ended September 30, 2023, the Company sold VAT receivables in the amount of $10.4 million at a factor rate of 5% to a commercial bank in Burkina Faso.

5.   INVENTORIES

As at

Note

    

September 30, 2023

    

December 31, 2022

Concentrate stockpiles

$

2,227

$

2,161

Doré bars

162

4,494

Leach pad and gold-in-circuit

35,264

31,649

Ore stockpiles

73,667

52,692

Materials and supplies

63,732

44,476

Total inventories

$

175,052

$

135,472

Less: non-current portion

9

(42,325)

(43,439)

Current inventories

$

132,727

$

92,033

During the three and nine months ended September 30, 2023, the Company expensed $158.3 million and $393.9 million of inventories to cost of sales (September 30, 2022 - $128.4 million and $356.4 million, respectively).

During the three and nine months ended September 30, 2023, a reversal of $0.2 million and charge of $0.8 million, respectively (September 30, 2022 – charges of $1.0 million and $5.1 million, respectively), was recognized to reduce low grade stockpiles at Yaramoko to net realizable value. This includes a reversal of $0.1 million and charge of $0.5

Page | 7


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

million, respectively (September 30, 2022 – charges of $0.4 million and $2.0 million, respectively), related to depletion and depreciation.

6.   OTHER CURRENT ASSETS

As at

    

September 30, 2023

    

December 31, 2022

Prepaid expenses

$

10,735

$

11,180

Income tax recoverable

3,044

718

Other

104

123

Other current assets

$

13,883

$

12,021

7.   ACQUISITION OF CHESSER RESOURCES

On September 20, 2023, the Company acquired a portfolio of exploration projects in eastern Senegal, including the flagship Diambu Sud project, through the acquisition of Chesser Resources Limited ("Chesser").

The transaction did not qualify as a business combination under IFRS 3, Business Combinations, as significant inputs and processes that together constitute a business were not identified, given the early stage of exploration and evaluation of the projects acquired. The acquisition was therefore accounted for as an asset acquisition, and the purchase price was allocated to the assets acquired and liabilities assumed, based on their relative fair values at the date of acquisition. Acquisition costs were capitalized as part of the cost of assets acquired.

The cost of acquisition includes the fair value of the Fortuna shares issued to acquire Chesser, based on the issuance of 15,545,368 new Fortuna shares at $2.93 per share, the Fortuna acquisition costs related to the acquisition, and the settlement of taxes related to the transaction. These taxes relate to the capital gain on the indirect disposition of the exploration projects in Senegal, and related registration fees.

The Company advanced interest-bearing loans of 3,350,000 Australian dollars ($2,188,375) to Chesser in advance of closing of the transaction. The loans, and related interest, were effectively settled upon closing of the transaction.

The consideration and allocation of purchase price to assets acquired and liabilities assumed are as follows:

Consideration transferred

Shares issued

$

45,548

Acquisition costs

1,858

Settlement of loan facility from Fortuna

2,212

Capital gains taxes and registration fees

9,371

 

$

58,989

Assets acquired and liabilities assumed

 

Cash and cash equivalents

$

420

Other current assets

300

Property, plant and equipment

282

Exploration and evaluation assets

58,538

Current liabilities

(551)

 

$

58,989

Page | 8


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

8.   MINERAL PROPERTIES AND PROPERTY, PLANT AND EQUIPMENT

Mineral
Properties -
Depletable

Mineral
Properties -
Non depletable

Construction in Progress

Property, Plant & Equipment

Total

COST

Balance as at December 31, 2022

$

866,999

$

712,269

$

154,647

$

704,781

$

2,438,696

Acquisition of Chesser

-

58,538

-

282

58,820

Additions

68,266

35,108

92,682

6,107

202,163

Changes in closure and reclamation provision

256

-

-

124

380

Disposals

(88)

(674)

-

(6,529)

(7,291)

Transfers

542,320

(543,397)

(214,555)

215,632

-

Balance as at September 30, 2023

$

1,477,753

$

261,844

$

32,774

$

920,397

$

2,692,768

ACCUMULATED DEPLETION AND IMPAIRMENT

Balance as at December 31, 2022

$

506,268

$

-

$

-

$

364,807

$

871,075

Disposals

(40)

-

-

(6,378)

(6,418)

Depletion and depreciation

109,952

-

-

57,302

167,254

Balance as at September 30, 2023

$

616,180

$

-

$

-

$

415,731

$

1,031,911

Net Book Value as at September 30, 2023

$

861,573

$

261,844

$

32,774

$

504,666

$

1,660,857

Following the first gold pour on May 24th, 2023, and the subsequent ramp-up of operations, the Seguela project was evaluated to determine if it was ready for its intended use. Determining when a mine under construction is substantially complete and ready for its intended use involves significant judgement. Some of the criteria used to make the determination for the Séguéla mine included:

Completion of all major capital expenditures to prepare the mine for steady state operations.
The mine and plant achieving a predetermined percentage of design capacity.
Metallurgical recoveries aligning with expectations.
Ability to sustain ongoing metal production.
Availability and utilization of key infrastructure aligned with the intended design.

No single factor was more important than any other factor. Management considered these factors collectively and determined that commercial production was achieved, and assets were ready for their intended use on July 1, 2023, for the open pit mine and August 1, 2023, for the processing plant and supporting infrastructure. Upon reaching commercial production, the related assets started depreciating, and the Company stopped capitalizing interest expenses associated with the project on July 1, 2023.

During the three months and nine months ended September 30, 2023, the Company capitalized $nil and $6.5 million, respectively, of interest related to the construction of the Séguéla mine (year ended December 31, 2022 - $3.3 million).

As at September 30, 2023, non-depletable mineral properties include $29.7 million of exploration and evaluation assets (December 31, 2022 - $26.4 million).

During the nine months ended September 30, 2023, mining equipment arrived at site and was placed into use at the

Séguéla mine as part of a mining services contract. As a result, the Company recognized right of use assets with a cost of $35.8 million.

As at September 30, 2023, property, plant and equipment includes right-of-use assets with a net book value of $54.0 million (December 31, 2022 - $21.5 million). Related depletion and depreciation for the three and nine months ended September 30, 2023, was $5.6 million and $10.4 million, respectively (year ended December 31, 2022 - $9.5 million).

Page | 9


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Mineral
Properties -
Depletable

Mineral
Properties -
Non depletable

Construction in Progress

Property, Plant & Equipment

Total

COST

Balance as at December 31, 2021

$

758,112

$

719,663

$

57,759

$

675,486

$

2,211,020

Additions

74,301

35,468

117,860

14,255

241,884

Changes in closure and reclamation provision

(10,024)

5,238

-

(235)

(5,021)

Disposals

(372)

(5,502)

-

(3,313)

(9,187)

Transfers

44,982

(42,598)

(20,972)

18,588

-

Balance as at December 31, 2022

$

866,999

$

712,269

$

154,647

$

704,781

$

2,438,696

ACCUMULATED DEPLETION AND IMPAIRMENT

Balance as at December 31, 2021

$

275,460

$

-

$

-

$

223,206

$

498,666

Disposals

-

-

-

(1,970)

(1,970)

Impairment

117,237

-

-

65,605

182,842

Depletion and depreciation

113,571

-

-

77,966

191,537

Balance as at December 31, 2022

$

506,268

$

-

$

-

$

364,807

$

871,075

Net Book Value as at December 31, 2022

$

360,731

$

712,269

$

154,647

$

339,975

$

1,567,622

9.   OTHER NON-CURRENT ASSETS

As at

Note

    

September 30, 2023

    

December 31, 2022

Ore stockpiles

5

$

42,325

$

43,439

Value added tax recoverable

7,298

3,642

Income tax recoverable

1,144

1,137

Other

3,798

3,705

Total other non-current assets

$

54,565

$

51,923

10.   TRADE AND OTHER PAYABLES

As at

Note

    

September 30, 2023

    

December 31, 2022

Trade accounts payable

$

78,342

$

72,571

Payroll and related payables

20,602

22,967

Mining royalty payable

6,650

2,476

Other payables

10,582

7,794

Derivative liabilities

-

270

Share units payable

16(a)(b)(c)

4,345

5,818

Total trade and other payables

$

120,521

$

111,896

11.   RELATED PARTY TRANSACTIONS

In addition to the related party transactions and balances disclosed elsewhere in these financial statements, the Company entered into the following related party transactions during the three and nine months ended September 30, 2023, and 2022:

Page | 10


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Key Management Personnel

Amounts paid to key management personnel were as follows:

Three months ended September 30,

Nine months ended September 30,

2023

2022

2023

    

2022

Salaries and benefits

$

2,072

$

2,078

$

6,886

$

9,057

Directors fees

208

197

622

737

Consulting fees

17

17

50

53

Share-based payments

367

1,452

2,192

4,416

$

2,664

$

3,744

$

9,750

$

14,263

During the three and nine months ended September 30, 2023, and 2022, the Company was charged for consulting services by Mario Szotlender, a director of the Company.

12.   LEASE OBLIGATIONS

Minimum lease payments

As at

    

September 30, 2023

    

December 31, 2022

Less than one year

$

17,351

$

11,343

Between one and five years

43,368

14,044

More than five years

6,766

5,806

67,485

31,193

Less: future finance charges

(14,365)

(9,847)

Present value of lease obligations

53,120

21,346

Less: current portion

(12,802)

(9,416)

Non-current portion

$

40,318

$

11,930

13.   DEBT

The following table summarizes the changes in debt:

Credit
facility

Convertible debentures

Total

Balance at December 31, 2021

$

117,082

$

40,407

$

157,489

Convertible debenture conversion

-

(60)

(60)

Drawdown

80,000

-

80,000

Transaction costs

(688)

-

(688)

Amortization of discount

626

1,808

2,434

Payments

(20,000)

-

(20,000)

Balance at December 31, 2022

177,020

42,155

219,175

Convertible debenture conversion

-

(225)

(225)

Drawdown

65,500

-

65,500

Amortization of discount

704

1,449

2,153

Payments

(40,000)

-

(40,000)

Balance at September 30, 2023

$

203,224

$

43,379

$

246,603

As at September 30, 2023, the Company was in compliance with all of the covenants under the Credit Facility, as outlined in the Company’s most recent annual financial statements.  

Page | 11


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

14.   OTHER NON-CURRENT LIABILITIES

As at

Note

    

September 30, 2023

    

December 31, 2022

Restricted share units

16(b)

$

1,436

$

1,490

Other

1,317

1,106

Total other non-current liabilities

$

2,753

$

2,596

15.   CLOSURE AND RECLAMATION PROVISIONS

The following table summarizes the changes in closure and reclamation provisions:

Closure and Reclamation Provisions

    

Caylloma
Mine

    

San Jose
Mine

Lindero
Mine

    

Yaramoko
Mine

Séguéla
Mine

Total

Balance as at December 31, 2022

$

13,956

$

7,670

$

11,514

$

13,375

$

6,790

$

53,305

Changes in estimate

651

(1,533)

762

164

336

380

Reclamation expenditures

(471)

(133)

-

-

-

(604)

Accretion

674

644

376

430

210

2,334

Effect of changes in foreign exchange rates

-

768

-

-

-

768

Balance as at September 30, 2023

14,810

7,416

12,652

13,969

7,336

56,183

Less: Current portion

(3,003)

(640)

-

-

-

(3,643)

Non-current portion

$

11,807

$

6,776

$

12,652

$

13,969

$

7,336

$

52,540

Closure and Reclamation Provisions

Caylloma
Mine

    

San Jose
Mine

Lindero
Mine

    

Yaramoko Mine

Séguéla
Mine

Total

Balance as at December 31, 2021

$

14,898

$

7,128

$

19,639

$

12,895

$

1,552

$

56,112

Changes in estimate

(1,235)

(493)

(8,666)

135

5,238

(5,021)

Reclamation expenditures

(503)

(120)

-

-

-

(623)

Accretion

796

682

541

345

-

2,364

Effect of changes in foreign exchange rates

-

473

-

-

-

473

Balance as at December 31, 2022

13,956

7,670

11,514

13,375

6,790

53,305

Less: Current portion

(1,577)

(600)

-

-

-

(2,177)

Non-current portion

$

12,379

$

7,070

$

11,514

$

13,375

$

6,790

$

51,128

The following table summarizes certain key inputs used in determining the present value of reclamation costs related to mine and development sites:

Closure and Reclamation Provisions

Caylloma
Mine

San Jose
Mine

Lindero
Mine

Yaramoko
Mine

Séguéla
Mine

Total

Undiscounted uninflated estimated cash flows

$

15,702

$

9,245

$

24,507

$

14,222

$

8,140

$

71,816

Discount rate

6.30%

8.67%

4.90%

4.80%

4.59%

Inflation rate

3.50%

5.10%

2.27%

4.2%

2.45%

The Company is expecting to incur progressive reclamation costs throughout the life of its mines.

Page | 12


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

16.   SHARE BASED PAYMENTS

During the three and nine months ended September 30, 2023, the Company recognized share-based payments of $0.5 million and $3.8 million, respectively, (September 30, 2022 - $1.9 million and $5.8 million, respectively) related to the amortization of deferred, restricted and performance share units and $nil and $nil (September 30, 2022 – $nil and $0.1 million, respectively) related to amortization of stock options.

(a)Deferred Share Units (DSUs)

    

Cash Settled

Number of DSUs

Fair Value

Outstanding, December 31, 2021

805,055

$

3,137

Granted

117,643

452

Changes in fair value

-

(121)

Outstanding, December 31, 2022

922,698

3,468

Granted

125,802

431

Changes in fair value

-

(1,030)

Outstanding, September 30, 2023

1,048,500

$

2,869

(b)Restricted Share Units (RSUs)

Cash Settled

Equity Settled

Number of RSUs

    

Fair Value

Number of RSUs

Outstanding, December 31, 2021

1,859,139

$

5,503

1,644,461

Granted

1,348,538

5,264

-

Units paid out in cash

(1,256,288)

(5,737)

-

Vested and paid out in shares

-

-

(665,305)

Transferred from equity to cash settled

413,864

-

(413,864)

Transferred from cash to equity settled

(155,674)

-

155,674

Forfeited or cancelled

(260,870)

-

(15,111)

Changes in fair value and vesting

-

(1,190)

-

Outstanding, December 31, 2022

1,948,709

3,840

705,855

Granted

1,716,286

5,887

-

Units paid out in cash

(807,906)

(3,278)

-

Vested and paid out in shares

-

-

(297,275)

Forfeited or cancelled

(173,127)

-

(2,093)

Changes in fair value and vesting

-

(3,537)

-

Outstanding, September 30, 2023

2,683,962

2,912

406,487

Less: current portion

(1,476)

Non-current portion

$

1,436

Page | 13


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

(c)    Performance Share Units

Cash Settled

Equity Settled

Number of PSUs

    

Fair Value

Number of PSUs

Outstanding, December 31, 2021

515,008

$

3,104

1,845,887

Granted

-

-

824,768

Forfeited or cancelled

-

-

(434,007)

Transferred from equity to cash settled

168,452

-

(168,452)

Units paid out in cash

(683,460)

(3,882)

-

Vested and paid out in shares

-

-

(228,740)

Changes in fair value and vesting

-

778

-

Outstanding, December 31, 2022

-

-

1,839,456

Granted

-

-

844,187

Forfeited or cancelled

-

-

(152,729)

Transferred from equity to cash settled

340,236

-

(340,236)

Units paid out in cash

(340,236)

(1,240)

-

Vested and paid out in shares

-

-

(350,666)

Change in fair value and vesting

-

1,240

-

Outstanding, September 30, 2023

-

$

-

1,840,012

(d)    Stock Options

The Company’s Stock Option Plan, as amended and approved from time to time, permits the Company to issue up to 12,200,000 stock options. As at September 30, 2023, a total of 2,950,529 stock options are available for issuance under the plan.

Number of stock options

Weighted average
exercise price

    

Canadian dollars

Outstanding, December 31, 2021

1,249,383

$

5.88

Expired unexercised

(612,565)

6.16

Outstanding, December 31, 2022

636,818

5.62

Expired unexercised

(509,468)

6.21

Outstanding, September 30, 2023

127,350

$

3.22

Vested and exercisable, December 31, 2022

636,818

$

5.62

Vested and exercisable, September 30, 2023

127,350

$

3.22

17.   SHARE CAPITAL

Authorized Share Capital

The Company has an unlimited number of common shares without par value authorized for issue.

On April 28, 2023, the Company announced a renewal of its Normal Course Issuer Bid Program (“NCIB”) pursuant to which the Company can purchase up to five percent of its outstanding common shares.  Under the NCIB, purchases of common shares may be made through the facilities of the TSX, the NYSE and/or alternative Canadian trading systems. The share repurchase program started on May 2, 2023 and will expire on the earlier of: (i) May 1, 2024;

Page | 14


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

(ii) the date the Company acquires the maximum number of common shares allowable under the NCIB; or (iii) the date the Company otherwise decides not to make any further repurchases under the NCIB.

During the three and nine months ended September 30, 2023, the Company did not purchase any of its outstanding common shares. Up to September 30, 2022, the Company acquired and cancelled 2,201,404 common shares through its previous program at an average cost of $2.69 per share for a total cost of $5.9 million.

18.    EARNINGS PER SHARE

Three months ended September 30,

Nine months ended September 30,

2023

2022

    

2023

    

2022

Basic:

Net income attributable to Fortuna shareholders

$

27,466

$

(3,754)

$

41,480

$

24,640

Weighted average number of shares (000's)

292,601

291,429

291,210

291,652

Earnings per share - basic

$

0.09

$

(0.01)

$

0.14

$

0.08

Three months ended September 30,

Nine months ended September 30,

2023

2022

    

2023

    

2022

Diluted:

Net income attributable to Fortuna shareholders

$

27,466

$

(3,754)

$

41,480

$

24,640

Diluted net income for the period

$

27,466

$

(3,754)

$

41,480

$

24,640

Weighted average number of shares (000's)

292,601

291,429

291,210

291,652

Incremental shares from dilutive potential shares

2,276

-

2,040

2,824

Weighted average diluted number of shares (000's)

294,877

291,429

293,250

294,476

Earnings per share - diluted

$

0.09

$

(0.01)

$

0.14

$

0.08

For the three and nine months ended September 30, 2023, nil (September 30, 2022 - 3,836 and nil, respectively) out of the money options, nil (September 30, 2022 - 3,024,448 and nil, respectively) share units, and 9,143,000 (September 30, 2022 – 9,176,000) potential shares issuable on conversion of the debentures were excluded from the diluted earnings per share calculation. These items were excluded from the diluted earnings per share calculations as their effect would have been anti-dilutive.

19.   SALES

The Company’s geographical analysis of revenue from contracts with customers attributed to the location of the products produced, is as follows:

Three months ended September 30, 2023

Peru

Mexico

Argentina

Burkina Faso

Côte d'Ivoire

Total

Silver-gold concentrates

$

-

$

43,501

$

-

$

-

$

-

$

43,501

Silver-lead concentrates

13,645

-

-

-

-

13,645

Zinc concentrates

9,122

-

-

-

-

9,122

Gold doré

-

-

42,895

65,621

68,406

176,922

Provisional pricing adjustments

(92)

(43)

-

-

-

(135)

Sales to external customers

$

22,675

$

43,458

$

42,895

$

65,621

$

68,406

$

243,055

Page | 15


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended September 30, 2022

Peru

Mexico

Argentina

Burkina Faso

Côte d'Ivoire

Total

Silver-gold concentrates

$

-

$

41,715

$

-

$

-

$

-

$

41,715

Silver-lead concentrates

11,937

-

-

-

-

11,937

Zinc concentrates

13,749

-

-

-

-

13,749

Gold doré

-

-

51,938

46,426

-

98,364

Provisional pricing adjustments

366

437

-

-

-

803

Sales to external customers

$

26,052

$

42,152

$

51,938

$

46,426

$

-

$

166,568

Nine months ended September 30, 2023

Peru

Mexico

Argentina

Burkina Faso

Côte d'Ivoire

Total

Silver-gold concentrates

$

-

$

115,369

$

-

$

-

$

-

$

115,369

Silver-lead concentrates

43,483

-

-

-

-

43,483

Zinc concentrates

32,187

-

-

-

-

32,187

Gold doré

-

-

146,127

172,850

68,406

387,383

Provisional pricing adjustments

(1,588)

280

-

-

-

(1,308)

Sales to external customers

$

74,082

$

115,649

$

146,127

$

172,850

$

68,406

$

577,114

Nine months ended September 30, 2022

Peru

Mexico

Argentina

Burkina Faso

Côte d'Ivoire

Total

Silver-gold concentrates

$

-

$

130,837

$

-

$

-

$

-

$

130,837

Silver-lead concentrates

37,572

-

-

-

-

37,572

Zinc concentrates

41,196

-

-

-

-

41,196

Gold doré

-

-

163,243

147,815

-

311,058

Provisional pricing adjustments

(693)

(3,202)

-

-

-

(3,895)

Sales to external customers

$

78,075

$

127,635

$

163,243

$

147,815

$

-

$

516,768

Three months ended September 30,

Nine months ended September 30,

2023

2022

2023

2022

Customer 1

$

65,621

$

46,426

$

172,850

$

147,815

Customer 2

42,895

51,938

146,127

163,243

Customer 3

22,677

26,052

74,084

78,075

Customer 4

68,403

-

68,403

-

Customer 5

23,962

25,463

61,015

56,767

Customer 6

19,497

16,138

54,635

44,777

Customer 7

-

551

-

26,091

$

243,055

$

166,568

$

577,114

$

516,768

From time to time, the Company enters into forward sale and collar contracts to mitigate the price risk for some of its forecasted base and precious metals production, and non-metal commodities.

During the three and nine months ended September 30, 2023, the Company recognized $0.1 million of realized gains and $1.3 million of realized losses on the settlement of forward sale and collar contracts (September 30, 2022 - $0.1 million and $1.3 million realized losses), and $0.1 million and $0.4 million unrealized gains from changes in the fair value of the open positions (September 30, 2022 - $1.6 million unrealized losses and $1.4 million unrealized gains, respectively).

Page | 16


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

20.   COST OF SALES

Three months ended September 30,

Nine months ended September 30,

2023

2022

2023

2022

Direct mining costs

$

76,003

$

74,783

$

206,096

$

201,550

Salaries and benefits

23,745

11,402

53,426

33,657

Workers' participation

789

1,433

1,417

3,265

Depletion and depreciation

63,588

44,990

147,623

126,673

Royalties and other taxes

13,070

8,196

30,277

25,778

Other

(18)

1,053

102

5,089

Cost of sales

$

177,177

$

141,857

$

438,941

$

396,012

For the three and nine months ended September 30, 2023, depletion and depreciation includes $5.5 million and $9.9 million, respectively, of depreciation related to right-of-use assets (September 30, 2022 - $2.3 million and $6.7 million, respectively).

21.   GENERAL AND ADMINISTRATION

Three months ended September 30,

Nine months ended September 30,

2023

2022

2023

2022

General and administration

$

13,947

$

10,788

$

40,122

$

38,172

Workers' participation

150

338

248

720

14,097

11,126

40,370

38,892

Share-based payments

534

1,912

3,794

5,888

General and administration

$

14,631

$

13,038

$

44,164

$

44,780

22.   OTHER (INCOME) EXPENSES

Three months ended September 30,

Nine months ended September 30,

2023

    

2022

2023

    

2022

Loss on disposal of property, plant, and equipment

$

93

$

188

$

149

$

756

Other (income) expenses

128

36

7,716

1,739

$

221

$

224

$

7,865

$

2,495

Other expenses for the nine months ended September 30, 2023, include payments made during the three months ended June 30, 2023: $2.8 million related to a new agreement with the workers’ union at San Jose, $1.5 million related to stand-by and maintenance costs during the work stoppage at San Jose, $2.0 million at Yaramoko for stand-by and maintenance costs during the underground work stoppage, and a $1.0 million administrative penalty incurred by Yaramoko, payable to the Ministry of Mines.

23.   SEGMENTED INFORMATION

The following summary describes the operations of each reportable segment:

Mansfield Minera S.A. (“Mansfield”)  – operates the Lindero gold mine
Roxgold SANU S.A. (“Sanu”) – operates the Yaramoko gold mine
Roxgold SANGO S.A. (“Sango”) – operates the Séguéla gold mine
Compania Minera Cuzcatlan S.A. de C.V. (“Cuzcatlan”)  – operates the San Jose silver-gold mine
Minera Bateas S.A.C. (“Bateas”) – operates the Caylloma silver, lead, and zinc mine
Corporate – corporate stewardship

Page | 17


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Three months ended September 30, 2023

Mansfield

Sanu

Sango

Cuzcatlan

Bateas

Corporate

Total

Revenues from external customers

$

42,895

$

65,621

$

68,406

$

43,458

$

22,675

$

-

$

243,055

Cost of sales before depreciation and depletion

(25,646)

(29,379)

(18,676)

(26,838)

(13,050)

-

(113,589)

Depreciation and depletion in cost of sales

(11,132)

(24,564)

(14,557)

(10,233)

(3,102)

-

(63,588)

General and administration

(2,308)

243

(3,316)

(1,888)

(1,116)

(6,246)

(14,631)

Other (expenses) income

(1,758)

(1,931)

(995)

(596)

(120)

(466)

(5,866)

Finance items

(599)

(631)

(698)

(190)

(17)

(5,788)

(7,923)

Segment income (loss) before taxes

1,452

9,359

30,164

3,713

5,270

(12,500)

37,458

Income taxes

(706)

(1,543)

-

(529)

(3,514)

(283)

(6,575)

Segment income (loss) after taxes

$

746

$

7,816

$

30,164

$

3,184

$

1,756

$

(12,783)

$

30,883

Three months ended September 30, 2022

Mansfield

Sanu

Sango

Cuzcatlan

Bateas

Corporate

Total

Revenues from external customers

$

51,938

$

46,426

$

-

$

42,152

$

26,052

$

-

$

166,568

Cost of sales before depreciation and depletion

(30,526)

(29,125)

-

(23,276)

(13,940)

-

(96,867)

Depreciation and depletion in cost of sales

(13,402)

(18,356)

-

(9,660)

(3,572)

-

(44,990)

General and administration

(2,070)

(688)

(85)

(1,937)

(980)

(7,278)

(13,038)

Other (expenses) income

(967)

1,741

(1,739)

(235)

47

(4,824)

(5,977)

Finance items

(590)

(141)

436

(27)

(160)

(3,586)

(4,068)

Segment income (loss) before taxes

4,383

(143)

(1,388)

7,017

7,447

(15,688)

1,628

Income taxes

(804)

159

-

(2,677)

(3,073)

641

(5,754)

Segment income (loss) after taxes

$

3,579

$

16

$

(1,388)

$

4,340

$

4,374

$

(15,047)

$

(4,126)

Nine months ended September 30, 2023

Mansfield

Sanu

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Revenues from external customers

$

146,127

$

172,850

$

68,406

$

115,649

$

74,082

$

-

$

577,114

Cost of sales before depreciation and depletion

(82,586)

(78,947)

(18,676)

(70,283)

(40,826)

-

(291,318)

Depreciation and depletion in cost of sales

(36,197)

(58,212)

(14,557)

(28,677)

(9,980)

-

(147,623)

General and administration

(6,850)

(1,255)

(3,402)

(5,527)

(3,741)

(23,389)

(44,164)

Other (expenses) income

(4,177)

(482)

(1,141)

(6,313)

(194)

(4,735)

(17,042)

Finance items

(1,986)

(1,076)

(1,663)

(943)

96

(9,631)

(15,203)

Segment income (loss) before taxes

14,331

32,878

28,967

3,906

19,437

(37,755)

61,764

Income taxes

(2,349)

(4,892)

-

1,696

(6,494)

(3,516)

(15,555)

Segment income (loss) after taxes

$

11,982

$

27,986

$

28,967

$

5,602

$

12,943

$

(41,271)

$

46,209

Nine months ended September 30, 2022

Mansfield

    

Sanu

    

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Revenues from external customers

$

163,243

$

147,815

$

-

$

127,635

$

78,075

$

-

$

516,768

Cost of sales before depreciation and depletion

(79,919)

(82,753)

-

(67,048)

(39,619)

-

(269,339)

Depreciation and depletion in cost of sales

(41,203)

(47,009)

-

(27,265)

(11,196)

-

(126,673)

General and administration

(6,588)

(1,570)

(257)

(5,593)

(3,464)

(27,308)

(44,780)

Other (expenses) income

(2,239)

(2,752)

(2,684)

(4,136)

(481)

(4,130)

(16,422)

Finance items

(1,325)

(564)

(291)

(522)

(928)

(5,269)

(8,899)

Segment income (loss) before taxes

31,969

13,167

(3,232)

23,071

22,387

(36,707)

50,655

Income taxes

(2,721)

(4,786)

405

(7,011)

(8,017)

(3,997)

(26,127)

Segment income (loss) after taxes

$

29,248

$

8,381

$

(2,827)

$

16,060

$

14,370

$

(40,704)

$

24,528

Page | 18


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

As at September 30, 2023

Mansfield

    

Sanu

    

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Total assets

$

500,696

$

201,558

$

968,008

$

157,691

$

129,144

$

89,489

$

2,046,586

Total liabilities

$

47,298

$

50,427

$

218,253

$

22,596

$

45,045

$

282,007

$

665,626

Capital expenditures1

$

31,997

$

42,363

$

100,912

$

15,903

$

10,989

$

-

$

202,163

1 Capital expenditures are on an accrual basis for the nine months ended September 30, 2023

As at December 31, 2022

Mansfield

    

Sanu

    

Sango

Cuzcatlan

    

Bateas

Corporate

    

Total

Total assets

$

499,937

$

182,621

$

833,179

$

187,898

$

142,385

$

30,204

$

1,876,224

Total liabilities

$

44,152

$

47,122

$

173,082

$

30,381

$

49,143

$

243,648

$

587,528

Capital expenditures1

$

23,048

$

54,137

$

118,644

$

24,397

$

19,610

$

2,047

$

241,884

1 Capital expenditures are on an accrual basis for the year ended December 31, 2022

24.   FAIR VALUE MEASUREMENTS

During the three and nine months ended September 30, 2023, and 2022, there were no transfers of amounts between Level 1, Level 2, and Level 3 of the fair value hierarchy. The following tables show the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. Fair value information for financial assets and financial liabilities not measured at fair value is not presented if the carrying amount is a reasonable approximation of fair value.

Page | 19


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Carrying value

Fair value

September 30, 2023

    

Fair Value through OCI

    

Fair value
through
profit or loss

Amortized
cost

Total

Level 1

    

Level 2

    

Level 3

    

Carrying value
approximates
Fair Value

Financial assets measured at Fair Value

Investments in equity securities

$

78

$

-

$

-

$

78

$

78

$

-

$

-

$

-

Trade receivables concentrate sales

-

19,993

-

19,993

-

19,993

-

-

$

78

$

19,993

$

-

$

20,071

$

78

$

19,993

$

-

$

-

Financial assets not measured at Fair Value

Cash and cash equivalents

$

-

$

-

$

117,781

$

117,781

$

-

$

-

$

-

$

117,781

Trade receivables doré sales

-

-

2,121

2,121

-

-

-

2,121

Other receivables

-

-

5,909

5,909

-

-

-

5,909

$

-

$

-

$

125,811

$

125,811

$

-

$

-

$

-

$

125,811

Financial liabilities not measured at Fair Value

Trade payables

$

-

$

-

$

(78,342)

$

(78,342)

$

-

$

-

$

-

$

(78,342)

Payroll payable

-

-

(20,602)

(20,602)

-

-

-

(20,602)

Credit facilities

-

-

(203,224)

(203,224)

-

(205,500)

-

-

Convertible debentures

-

-

(43,379)

(43,379)

-

(41,605)

-

-

Other payables

-

-

(72,218)

(72,218)

-

-

-

(72,218)

$

-

$

-

$

(417,765)

$

(417,765)

$

-

$

(247,105)

$

-

$

(171,162)

Page | 20


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

Carrying value

Fair value

December 31, 2022

    

Fair Value through OCI

    

Fair value
through
profit or loss

    

Amortized
cost

    

Total

Level 1

    

Level 2

    

Level 3

    

Carrying value
approximates
Fair Value

Financial assets measured at Fair Value

Investments in equity securities

$

78

$

-

$

-

$

78

$

78

$

-

$

-

$

-

Trade receivables concentrate sales

-

21,455

-

21,455

-

21,455

-

-

Fuel hedge contracts asset

-

18

-

18

-

18

-

-

$

78

$

21,473

$

-

$

21,551

$

78

$

21,473

$

-

$

-

Financial assets not measured at Fair Value

Cash and cash equivalents

$

-

$

-

$

80,493

$

80,493

$

-

$

-

$

-

$

80,493

Trade receivables doré sales

-

-

2,522

2,522

-

-

-

2,522

Other receivables

-

-

7,443

7,443

-

-

-

7,443

$

-

$

-

$

90,458

$

90,458

$

-

$

-

$

-

$

90,458

Financial liabilities measured at Fair Value

Foreign exchange forward contracts liability

$

-

$

(270)

$

-

$

(270)

$

-

$

(270)

$

-

$

-

$

-

$

(270)

$

-

$

(270)

$

-

$

(270)

$

-

$

-

Financial liabilities not measured at Fair Value

Trade payables

$

-

$

-

$

(72,571)

$

(72,571)

$

-

$

-

$

-

$

(72,571)

Payroll payable

-

-

(22,967)

(22,967)

-

-

-

(22,967)

Credit facilities

-

-

(177,020)

(177,020)

-

(180,000)

-

-

Convertible debentures

-

-

(42,155)

(42,155)

-

(46,138)

-

-

Other payables

-

-

(31,519)

(31,519)

-

-

-

(31,519)

$

-

$

-

$

(346,232)

$

(346,232)

$

-

$

(226,138)

$

-

$

(127,057)

Page | 21


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

25.   SUPPLEMENTAL CASH FLOW INFORMATION

Changes in working capital for the three and nine months ended September 30, 2023 and 2022 are as follows:

Three months ended September 30,

Nine months ended September 30,

2023

2022

2023

2022

Trade and other receivables

$

1,604

$

6,139

$

(2,104)

$

9,548

Prepaid expenses

(1,252)

(2,682)

1,553

(240)

Inventories

(6,426)

(2,737)

(21,466)

(13,655)

Trade and other payables

6,323

10,856

11,393

(13,767)

Total changes in working capital

$

249

$

11,576

$

(10,624)

$

(18,114)

The changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes for the periods as set out below are as follows:

Bank loan

Convertible debentures

Lease
obligations

As at December 31, 2021

$

117,082

$

40,407

$

29,405

Loss on debt modifications

-

-

(729)

Additions

80,000

-

2,774

Terminations

-

-

(661)

Conversion of debenture

-

(60)

-

Interest

626

1,808

2,623

Payments

(20,000)

-

(12,209)

Transaction costs

(688)

-

-

Foreign exchange

-

-

143

As at December 31, 2022

177,020

42,155

21,346

Additions

65,500

-

40,545

Terminations

-

-

(21)

Conversion of debenture

-

(225)

-

Interest

704

1,449

2,732

Payments

(40,000)

-

(11,648)

Foreign exchange

-

-

166

As at September 30, 2023

$

203,224

$

43,379

$

53,120

The significant non-cash financing and investing transactions during the three and nine months ended September 30, 2023 and 2022 are as follows:

Three months ended September 30,

Nine months ended September 30,

2023

    

2022

    

2023

    

2022

Mineral properties, plant and equipment changes in closure and reclamation provision

$

2,791

$

2,889

$

(380)

$

4,387

Additions to right of use assets

$

4,950

$

1,290

$

40,545

$

2,441

Share units allocated to share capital upon settlement

$

-

$

1

$

2,692

$

2,525

Page | 22


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

26.  NON-CONTROLLING INTEREST

As at September 30, 2023, the non-controlling interest (“NCI”) of the State of Burkina Faso, which represents a 10% interest in Roxgold SANU S.A. totaled $3.6 million. The income attributable to the NCI for the three and nine months ended September 30, 2023, totaling $0.7 million and $2.6 million, respectively, is based on the net income for Yaramoko.

As at September 30, 2023, the NCI of the State of Côte d’Ivoire, which represents a 10% interest in Roxgold Sango S.A. totaled $43.8 million. The income attributable to the NCI for the three and nine months ended September 30, 2023, totaling $2.7 million and $2.2 million, respectively, is based on the net income for Séguéla.

27.   CONTINGENCIES AND CAPITAL COMMITMENTS

(a)    Caylloma Letter of Guarantee

The Caylloma mine closure plan, as amended, that was in effect in January 2021, included total undiscounted closure costs of $18.2 million, which consisted of progressive closure activities of $6.2 million, final closure activities of $9.8 million, and post closure activities of $2.3 million pursuant to the terms of the Mine Closing Law.

 

Under the terms of the current Mine Closing Law, the Company is required to provide the Peruvian Government with a guarantee in respect of the Caylloma mine closure plan as it relates to final closure activities and post-closure activities and related taxes. In 2023, the Company provided a bank letter of guarantee of $11.8 million to the Peruvian Government in respect of such closure costs and taxes.

(b)    San Jose Letter of Guarantee

The Company has established three letters of guarantee in the aggregate amount of $0.8 million to fulfill its environmental obligations under the terms and conditions of the Environmental Impact Statements issued by the Secretaria de Medio Ambiente y Recursos Naturales (“SEMARNAT”) in 2009 in respect of the construction of the San Jose mine, and in 2017 and 2020 with respect to the expansion of the dry stack tailings facility at the San Jose mine. The letters of guarantee expire on December 31, 2023, March 5, 2024, and September 17, 2024, respectively.

(c)    Other Commitments

As at September 30, 2023, the Company had capital commitments of $13.5 million, $1.1 million and $0.4 million for civil work, equipment purchases and other services at the Lindero, Caylloma and San Jose mines, respectively, which are expected to be expended within one year.

Côte d’Ivoire

The Company entered into an agreement with a service provider at the Séguéla mine wherein if the Company terminates the agreement prior to the end of its term, in November 2026, the Company would be required to make an early termination payment, which is reduced monthly over 48 months. If the Company had terminated the agreement on September 30, 2023, and elected not to purchase the service provider’s equipment, it would have been subject to an early termination payment of $17.2 million. If the Company had terminated the agreement on September 30, 2023, and elected to purchase the service provider’s equipment, the early termination amount would be adjusted to exclude equipment depreciation and demobilization of equipment, and only include portion of the monthly management fee and demobilization of personnel.

Page | 23


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

(d)    Tax Contingencies

The Company is, from time to time, involved in various tax assessments arising in the ordinary course of business. The Company cannot reasonably predict the likelihood or outcome of these actions. The Company has recognized tax provisions with respect to current assessments received from the tax authorities in the various jurisdictions in which the Company operates, and from any uncertain tax positions identified. For those amounts recognized related to current tax assessments received, the provision is based on management's best estimate of the outcome of those assessments, based on the validity of the issues in the assessment, management's support for their position, and the expectation with respect to any negotiations to settle the assessment. Management re-evaluates the outstanding tax assessments regularly to update their estimates related to the outcome for those assessments taking into account the criteria above.

Peru

The Company was assessed $1.1 million (4.3 million Peruvian soles), including interest and penalties of $0.8 million (2.9 million Peruvian soles), for the 2010 tax year by SUNAT, the Peruvian tax authority, with respect to the deduction of certain losses arising from derivative instruments.  The Company applied to the Peruvian tax court to appeal the assessment. On January 22, 2019, the Peruvian tax court reaffirmed SUNAT’s position and denied the deduction. The Company believes the assessment is inconsistent with Peruvian tax law and that it is probable the Company will succeed on appeal through the Peruvian legal system. The Company has paid the disputed amount in full and has initiated proceedings through the Peruvian legal system to appeal the decision of the Peruvian tax court.

As at September 30, 2023, the Company has recorded the amount paid of $1.1 million (4.3 million Peruvian soles) in other long-term assets, as the Company believes it is probable that the appeal will be successful (Note 9).

The Company was assessed $0.7 million (2.8 million Peruvian soles), including interest and penalties of $0.4 million (1.7 million Peruvian soles), for the 2011 tax year by SUNAT, the Peruvian tax authority, with respect to the deduction of certain losses arising from intercompany transactions.  The Company applied to the Peruvian tax court to appeal the assessment. On May 14, 2019, the Peruvian tax court reaffirmed SUNAT’s position and denied the deduction. The Company believes the assessment is inconsistent with Peruvian tax law and that it is probable the Company will succeed on appeal through the Peruvian legal system. The Company has paid the disputed amount in full and has initiated proceedings through the Peruvian legal system to appeal the decision of the Peruvian tax court.

Argentina

On August 16, 2022, the Argentine Tax Authority (“AFIP”) published General Resolution No.5248/2022 (the “Resolution”) which established a one-time “windfall income tax prepayment” for companies that have obtained extraordinary income derived from the general increase in international prices. The Resolution was published by AFIP without prior notice.

The windfall income tax prepayment applies to companies that meet certain income tax or net income tax (before the deduction of accumulated tax losses) thresholds for 2021 or 2022. The aggregate amount of the windfall income tax prepayment payable by Mansfield calculated in accordance with the Resolution is approximately $2.3 million (810 million Argentine Pesos), excluding related accrued interest of approximately $0.8 million (277 million Argentine Pesos).

The windfall income tax prepayment was to be paid in three equal and consecutive monthly instalments, starting on October 22, 2022, and was payable in addition to income tax instalments currently being paid by corporate taxpayers

Page | 24


Fortuna Silver Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2023 and 2022

(Unaudited - Tabular amounts presented in thousands of US dollars, except share and per share amounts)

on account of their income tax obligations. The windfall income tax prepayment is an advance payment of income taxes which were due to be paid in 2022.

Based on the historical accumulated losses of Mansfield for fiscal 2021, which can be carried forward for 2022, Mansfield was not liable for income tax, and based upon current corporate income tax laws and the ability of the Company to deduct historical accumulated losses, income tax will not be required to be paid for fiscal 2022.

To protect Mansfield’s position from having to pay the windfall income tax prepayment as an advance income tax for 2022, which based on management’s projections is not payable, Mansfield applied to the Federal Court of Salta Province for a preliminary injunction to prevent the AFIP from issuing a demand or other similar measure for the collection of the windfall income tax prepayment.  On October 3, 2022, Mansfield was notified that the Court had granted the preliminary injunction. As a result, Mansfield did not pay any of the three instalments due in 2022.

Mansfield also filed an administrative claim with the AFIP to challenge the constitutionality of the Resolution, which was rejected by AFIP on November 2, 2022. Mansfield has challenged the rejection of its administrative claim, by filing legal proceedings against the AFIP with the Federal Court. On February 15, 2023, the Federal Court granted Mansfield a preliminary injunction in these legal proceedings. Mansfield has subsequently presented additional documentation to AFIP which has resulted in the windfall tax prepayment installments being eliminated from Mansfield’s account in AFIP’s system.  The legal proceedings to determine the unconstitutionality of the Resolution and whether interest is payable to AFIP continue under the protection of a preliminary injunction.

(e)    Other Contingencies

The Company is subject to various investigations and other claims; and legal, labour, and tax proceedings covering matters that arise in the ordinary course of business activities. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may be resolved unfavourably for the Company. Certain conditions may exist as of the date these financial statements are issued that may result in a loss to the Company. None of these matters is expected to have a material effect on the results of operations or financial conditions of the Company.

28.   SUBSEQUENT EVENTS

On October 30, 2023, the Company reported that the Mexican Federal Administrative Court (the “Court”) has ruled in favour of Cuzcatlan, Fortuna’s Mexican subsidiary, and re-instated the 12-year environmental impact authorization (“EIA”) for the San Jose Mine. The temporary restrictions imposed by the Company's lenders under the Amended Credit Facility will be removed on December 1, 2023, provided that an appeal to the Court's decision is not filed on or before November 30, 2023. See Note 31 in the most recent audited consolidated annual financial statements for additional information.

Page | 25