EX-99.1 2 ex99_1.htm ex99_1.htm



 
AVINO SILVER & GOLD MINES LTD.
 

 
Interim Consolidated Financial Statements
 
For the nine months ended September 30, 2009
 
(unaudited)





Notice to Readers: Under National Instrument 51 -102, Part 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 interim financial statements of the Company have been prepared by and are the responsibility of the Company's management and approved by the Board of Directors of the Company and have not been reviewed by the Company's independent auditor.
 

 
AVINO SILVER & GOLD MINES LTD.
Interim Consolidated Balance Sheets
Expressed in Canadian dollars
(Unaudited)                                                      
       
   
September 30, 2009
   
December 31,
2008
(Audited)
 
ASSETS            
Current            
Cash and cash equivalents   $ 3,414,612     $ 3,575,241  
Interest receivable     158       2,939  
Sales tax recoverable (Note 7)     79,015       387,007  
Prepaid expenses and other assets     11,820       11,487  
                 
      3,505,605       3,976,674  
Property, Plant & Equipment (Note 4)                
Reclamation Bonds     1,231,435        1,176,013  
Mineral Properties (Note 5)     5,500       5,500  
Investments in Related Companies (Note 6)     15,156,501       14,861,524   
      207,010       106,519  
                 
    $ 20,106,051     $ 20,126,230  
LIABILITIES                
Current                
Accounts payable and accrued liabilities   $ 285,836     $ 404,407  
Amounts due to related parties (Note 10(a))     175,842       170,800  
                 
      461,678       575,207  
                 
Future income tax liability
    1,933,569       1,933,569  
                 
      2,395,247       2,508,776  
SHAREHOLDERS' EQUITY                
Share Capital (Note 8)     33,112,072       33,112,072  
Contributed Surplus     8,157,462       7,893,742  
Treasury Shares (14,180 Shares, at cost)
    (101,869     (101,869
                 
      41,167,665       40,903,945  
                 
 Accumulated other comprehensive (loss) income     (3,075     (103,566
Deficit
    (23,453,786 )     (23,182,925 )
                 
      (23,456,861 )     (23,286,491 )
                 
      17,710,804       17,617,454  
                 
    $ 20,106,051     $ 20,126,230  
 
Nature of Operations - Note 1
 
Approved by the Board of Directors:

 
"Louis Wolfin" Director   "David Wolfin"    Director
 
The accompanying notes are an integral part of these interim consolidated financial statements
 
-1-

 
AVINO SILVER & GOLD MINES LTD.
Interim Consolidated Statements of Operations and Comprehensive Loss
Expressed in Canadian dollars
(Unaudited)
   
Three months ended
September 30,
   
Nine months ended
September 30,
 
   
2009
   
2008
   
2009
   
2008
 
Operating and Administrative Expenses
                       
Amortization
  $ 60     $ 75     $ 180 $       1,125  
General exploration
    42       10,013       188       19,777  
Investor relations
    20,490       34,548       68,767       170,551  
Management fees
    24,000       24,000       72,000       72,000  
Office and miscellaneous
    21,885       14,394       75,423       88,522  
Professional fees
    36,361       5,536       91,808       69,006  
Regulatory and compliance fees
    5,037       7,853       22,471       24,058  
Salaries and benefits
    19,471       27,426       63,013       83,920  
Sales tax recoverable written off (Note 7)
    (170,548 )     -       (176,323 )     -  
Stock-based compensation (Note 9)
    263,720       -       263,720       382,800  
Travel and promotion
    10,713       6,472       24,930       33,694  
      231,231       130,317       506,177       945,453  
                                 
Other Income (Expenses)
                               
Interest income
    21,551       38,692       47,737       124,418  
Foreign exchange gain
    168,135       256,458       187,579       151,303  
                                 
NET LOSS
    (41,545 )     164,833       (270,861 )     (669,732 )
                                 
Other Comprehensive Loss
                               
Unrealized income on investments in
                               
related companies (Note 6)
    1,465       (49,456 )     100,491       (31,541 )
                                 
COMPREHENSIVE LOSS
  $ (40,080 )   $ 115,377     $ (170,370 ) $     (701,273 )
                                 
Loss per Share - Basic and Diluted
  $ (0.00 )   $ 0.01     $ (0.01 ) $     (0.03 )
 
                               
Weighted Average Number of SharesOutstanding
    20,584,727       20,584,727       20,584,727       20,584,727  
 
The accompanying notes are an integral part of these interim consolidated financial statements
 
-2-

 
AVINO SILVER & GOLD MINES LTD.
Interim Consolidated Statements of Shareholders' Equity
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)
 
   
Number of Common Shares
   
Capital Stock
   
Share Receivable
   
Treasury Shares
   
Contributed Surplus
   
Deficit
   
AccumulatedOther Comprehensive Income (Loss)
   
Total Shareholders' Equity
 
Balance, January 31, 2007
    20,584,727     $ 33,112,072     $ (5,940 )   $ (101,869 )   $ 7,259,879     $ (20,758,186 )   $ -     $ 9,505,956  
Transitional adjustment for fair value of investments
    -       -       -               -       -       17,117       17,117  
Shares issued for proceeds receivable
                    5,940                                       5,940  
Net loss for the period
    -       -       -       -       -       (885,863 )     -       (885,863 )
Unrealized loss on investments
    -       -       -       -       -       -       (12,487 )     (12,487 )
Stock-based compensation
    -       -       -       -       27,863       -       -       27,863  
Balance, December 31, 2007
    20,584,727       33,112,072       -       (101,869 )     7,287,742       (21,644,049 )     4,630       18,658,526  
Net loss for the year
    -       -       -       -       -       (1,538,876 )     -       (1,538,876 )
Unrealized loss on investments
    -       -       -       -       -       -       (108,196 )     (108,196 )
Stock-based compensation
    -       -       -       -       606,000       -       -       606,000  
Balance, December 31, 2008
    20,584,727       33,112,072       -       (101,869 )     7,893,742       (23,182,925 )     (103,566 )     17,617,454  
Net loss for the period
    -       -       -       -       -       (270,861 )     -       (270,861 )
Unrealized gain on investments
    -       -       -       -       -       -       100,491       100,491  
Stock-based compensation
    -       -       -       -       263,720       -       -       263,720  
Balance, September 30, 2009
    20,584,727     $ 33,112,072             $ (101,869 )   $ 8,157,462     $ (23,453,786 )   $ (3,075 )   $ 17,710,804  

The accompanying notes are an integral part of these interim consolidated financial statements
 
-3-

 
AVINO SILVER & GOLD MINES LTD.
Interim Consolidated Statements of Cash Flows
Expressed in Canadian dollars
(Unaudited)
 
   
Three months ended
September 30, 
   
Nine months ended
September 30, 
 
     2009     2008     2009     2008  
CASH PROVIDED BY (USED IN):
                       
 OPERATING ACTIVITIES                        
 Net loss     $ (41,545 )   $ 164,833     $ (270,861 )   $ (669,732 )
 Adjustments for non-cash items:                                
 Amortization     60       75       180       1,125  
 Stock-based compensation     263,720       3,327       263,720       382,800  
 Stock-based compensation included in investor relations     -       -       -       7,848  
 Write down of taxes recoverable     (170,548 )     -       (176,323 )     -  
                                 
      51,687       168,235       (183,284 )     (277,959 )
Net change in non-cash working capital (Note 11)
    211,031       (58,639 )     373,234       (322,709 )
      262,718       109,596       189,950       (600,668 )
 INVESTING ACTIVITIES                                
 
Mineral property exploration expenditures
    (130,182 )     (721,816 )     (294,977 )     (1,781,900 )
Property, plant and equipment purchases     (55,602     (36,571     (55,602     (92,165
      (185,784 )     (758,387 )     (350,579 )     (1,874,065 )
Decrease in cash and cash equivalents
    76,934       (648,791 )     (160,629 )     (2,474,733 )
CASH AND CASH EQUIVALENTS,                                
Beginning
    3,337,678       4,516,539       3,575,241       6,342,481  
CASH AND CASH EQUIVALENTS, Ending    
  $ 3,414,612     $ 3,867,748     $ 3,414,612     $ 3,867,748  
 
The accompanying notes are an integral part of these interim consolidated financial statements
 
-4-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 1 - NATURE OF OPERATIONS
 
Avino Silver & Gold Mines Ltd. (the "Company" or "Avino") was incorporated in 1969 under the laws of the Province of British Columbia, Canada. The Company's principal business activities include the acquisition, exploration and development of mineral properties. The Company owns interests in mineral properties located in Durango, Mexico and in British Columbia and the Yukon, Canada.
 
The Company is in the exploration stage and is in the process of determining whether these properties contain ore reserves which are economically recoverable.
 
The recoverability of amounts recorded as mineral properties and related deferred costs is dependent upon the discovery of economically recoverable reserves, maintenance of the Company's legal interests in its mineral claims, obtaining further financing for exploration and development of its mineral claims, re-development of its mining and processing operations and commencement of future profitable production, or receiving proceeds from the sale of all or an interest in its mineral properties.
 
These interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles ("GAAP") applicable to a going concern, which assume that the Company will realize its assets and discharge its liabilities in the normal course of business. The Company will be required to raise new financing through the sale of shares or issuance of debt to continue with the exploration and development of its mineral properties. Although management intends to secure additional financing as may be required, there can be no assurance that management will be successful in its efforts to secure additional financing or that it will ever develop a self-supporting business. These factors together raise substantial doubt about the Company's ability to continue as a going concern. These interim consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
 
i)  Basis of presentation
 
These unaudited interim consolidated financial statements follow the same accounting policies and methods of application as the Company's most recent annual financial statements with the exception of the new accounting standards in Note 2 (iii). These unaudited interim financial statements do not include all of the disclosure included in the annual financial statements, and accordingly, they should be read in conjunction with the audited annual financial statements for the year ended December 31, 2008.
 
This interim consolidated financial statements include the Company's Mexican subsidiaries. The Company's Mexican subsidiaries are Oniva Silver and Gold Mines S.A., ("Oniva Silver") which is wholly-owned, Promotora Avino, S.A. De C.V. ("Promotora") in which the Company has a direct 79.09% ownership, and Compania Minera Mexicana de Avino, S.A. de C.V. ("Cia Minera") in which the Company has a 96.60% direct ownership and an additional 2.68% indirect effective ownership held through Promotora.
 
The Company acquired control of Promotora and Cia Minera on July 17, 2006 (see Note 3). Prior to the acquisition of control, the Company accounted for its 49% ownership of Cia Minera using the equity method. Under the equity method, the Company's original investment in Cia Minera was recorded at cost, and subsequently adjusted to reflect the Company's share of earnings or loss in Cia Minera.
 
-5-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
i)  Basis of presentation (continued)
 
These interim consolidated financial statements include the net assets and operations of the Promotora and Cia Minera subsidiaries on a consolidated basis beginning from July 17, 2006 onward.
 
ii)  Financial instruments
 
(a)    Classification
 
Financial instruments are classified into one of five categories: held-for-trading, held-to-maturity investments, loans and receivables, available-for-sale financial assets or other financial liabilities. All financial instruments are measured at fair value except for loans and receivables, held-to-maturity investments and other financial liabilities which are measured at amortized cost. Subsequent measurement and accounting for changes in the value of these investments will depend on their initial classification as follows: held-for-trading financials assets are measured at fair value with changes in fair value recognized in operations. Available-for-sale financial instruments are measured at fair value with changes in fair value recorded in other comprehensive income until the change in value is realized or the instrument is derecognized or permanently impaired.
 
The Company has classified its cash and cash equivalents as held-for-trading. Advances to related companies and amounts receivable are classified as loans and receivables. Investments in related companies are classified as available-for-sale. Accounts payable and amounts due to related parties are classified as other liabilities. Interest receivable is classified as held for trading.
 
(b)    Fair values
 
The Company's financial instruments consist of cash and cash equivalents, interest receivable investments in related companies, accounts payable and amounts due to related parties. The carrying amounts of these short-term financial instruments are a reasonable estimate of their fair value because of their current nature, and the investments in related companies are carried at fair values determined in accordance with the Company's accounting policy.
 
(c)    Transaction costs
 
Transaction costs attributable to the acquisition or issue of financial assets or financial liabilities, other than those classified as held-for-trading, are added to the initial fair value amount to match the costs with the related transactions.
 
(d)    Interest rate risk
 
In management's opinion, the Company is not exposed to significant interest rate risk.
 
(e)    Foreign exchange rate risk
 
The operations and financial instruments of the Company's subsidiaries are denominated in Mexican pesos ("MXN") and are converted into Canadian dollars as the reporting currency in these financial statements. Fluctuations in the exchange rates between the Mexican peso and the Canadian dollar could have a material effect on the Company's business and on the reported amounts of the Company's financial instruments. The Company does not utilize any financial instruments or cash management policies to mitigate the risks arising from changes in foreign currency rates.
 
-6-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
ii)  Financial instruments (continued)
 
(f)        Credit risk
 
The Company's cash and equivalents are primarily held in a GIC and in accounts with Canadian financial institutions, and as at September 30, 2009 cash and cash equivalents substantially exceed the amounts covered under federal deposit insurance. To minimize the credit risk on cash and cash equivalents the Company uses high quality financial institutions.
 
(g)       Liquidity risk
 
The Company ensures its holding of cash and cash equivalents is sufficient to meet its operational requirements. The Company handles its liquidity risk through the management of its capital structure. All of the Company's financial liabilities have contractual maturities of approximately 30 days or are due on demand and are subject to normal trade terms.
 
(h)       Market risk
 
Market risk is the risk that the fair value of, or future cash flows from, the Company's financial instruments will significantly fluctuate due to changes in market prices. The sale of the financial instruments can be affected by changes in interest rates, foreign exchange rates, and equity prices. The Company is exposed to market risk in trading its investments, and unfavourable market conditions could result in dispositions of investments at less than favourable prices. The Company's investments are accounted for at estimated fair values and are sensitive to changes in market prices, such that changes in market prices result in a proportionate change in the carrying value of the Company's investments.
 
iii)  New Accounting Standards
 
Effective January 1, 2009, the Company adopted CICA Section 3064 Goodwill and Intangible Assets. This section establishes standards for the recognition, measurement, presentation and disclosure of goodwill subsequent to its initial recognition and of intangible assets. The adoption of this standard did not have any material effect on the financial statements.
 
iv)  Recent Accounting Pronouncements
 
(a) In February 2008, the CICA announced that Canadian GAAP for publicly accountable enterprises will be replaced by International Financial Reporting Standards ("IFRS") for interim and annual financial statements for fiscal years beginning on or after January 1, 2011. The standard also requires that comparative figures for 2010 be based on IFRS. The Company is currently in the planning stages to identify the impact of adopting IFRS on its financial statements and will continue to invest in training and necessary resources to complete the conversion. The Company continues to monitor and assess the impact of convergence of Canadian GAAP and IFRS.
 
-7-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued) iv)   Recent Accounting Pronouncements (continued)
 
(b) CICA Section 1582 Business Combinations, which replaces Section 1581, establishes standards for the accounting for business combination. It is the Canadian GAAP equivalent to International Financial Reporting Standard IFRS 3, Business Combinations. This new standard require assets acquired and liabilities assumed, including contingent liabilities to be measured at fair value and all acquisition costs be expensed. This standard is effective for the Company for interim and annual financial statements beginning on January 1, 2011. The Company has not yet determined the impact of the adoption of this change on its consolidated financial statements.
 
(c)
CICA Section 1601, Consolidated Financial Statements and Section 1602, Non-controlling Interests replaces Section 1600. Section 1601 establishes standards for the preparation of consolidated financial statements. Section 1602 establishes standards for accounting for a non-controlling interest in consolidated financial statements subsequent to a business combination. Section 1602 is equivalent to the corresponding provisions of International Financial Reporting Standard IAS 27, Consolidated and Separate Financial Statements. These new standards require non-controlling interests to be recognized as a separate component of equity and net earnings to be calculated without a deduction for non-controlling interests. These standards are effective for the Company for interim and annual financial statements beginning on January 1, 2011. The Company has not yet determined the impact of the adoption of this change on its consolidated financial statements.
 
NOTE 3- ACQUISITION OF COMPANIA MINERA MEXICANA DE AVINO, S.A. DE C.V.
 
On July 17, 2006 the Company acquired control of Compania Minera Mexicana de Avino, S.A. de C.V. ("Cia Minera") through the acquisition of an additional 39.25% interest in Cia Minera which combined with the Company's pre-existing 49% share of Cia Minera, brought the Company's ownership interest in Cia Minera to 88.25%. The additional 39.25% interest in Cia Minera was obtained through the acquisition of 76.88% of the common shares of Promotora Avino S.A. De C.V. ("Promotora") which in turn owns 49.75% of Cia Minera's common shares, and the direct acquisition of 1% of the common shares of Cia Minera.
 
The July 17, 2006 acquisition was accomplished by a share exchange in which the Company issued 3,164,702 shares as consideration for the purchase of the additional 39.25% interest in Cia Minera. The shares issued were valued based on the July 17, 2006 closing market price per share of $2.28. The acquisition was accounted for using the purchase method and these consolidated financial statements include the assets, liabilities and operations of these subsidiaries beginning on July 17, 2006, the date of acquisition of control. The acquisition of the 39.25% interest did not include an effective 1.1% interest to be acquired from an estate subject to approval and transfer of the shares to the Company by the trustee for the estate. On December 21, 2007 approval was received and the Company obtained the 1.1% interest from the estate for no additional consideration. As at December 31, 2007 and 2008 the Company's ownership interest in Cia Minera is 89.35%.
 
On February 16, 2009, Cia Minera held a Shareholders Meeting to increase the capital through capitalization of loans advanced to Cia Minera by the Company. As a result, the Company's ownership interest in Cia Minera has increased to 99.28%.
 
-8-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 4- PROPERTY, PLANT AND EQUIPMENT
 
    Cost    
Accumulated
Amortization
   
September 30,
2009
Net Book Value
   
December 31,
2008
Net Book Value
 
Office equipment, furniture And fixtures
  $ 5,512     $ 4,498     $ 1,014     $ 1,194  
Computer equipmentMine mill, machinery and
    27,642       4,714       22,928       22,928  
processing plant
    1,161,223       -       1,161,223       1,105,621  
Mine facilities and equipment
    48,416       2,146       46,270       46,270  
    $ 1,242,793     $ 11,358     $ 1,231,435     $ 1,176,013  
 
NOTE 5 - MINERAL PROPERTIES
 
         
British
             
   
Durango
   
Columbia
   
Yukon
       
   
Mexico
   
Canada
   
Canada
   
Total
 
Balance, December 31, 2007
  $ 12,489,137     $ 607,667     $ 1     $ 13,096,805  
Exploration costs incurred
                               
during year:
                               
Assays
    98,442       67       303       98,812  
Assessment and taxes
    60,565       -       -       60,565  
Drilling
    1,276,941       -       -       1,276,941  
Geological
    326,564       387       1,450       328,401  
Balance, December 31, 2008
  $ 14,251,649     $ 608,121     $ 1,754     $ 14,861,524  
Exploration costs incurred
                               
during period:
                               
Assays
    9,613       -       -       9,613  
Assessment and taxes
    41,525       -       -       41,525  
Drilling
    164,522       -       -       164,522  
Geological
    94,455                       94,455  
Sale of concentrate
    (15,138 )     -       -       (15,138 )
Balance, September 30, 2009
  $ 14,546,626     $ 608,121     $ 1,754     $ 15,156,501  
 
Additional information on the Company's mineral properties by region is as follows:
 
(a)   Durango, Mexico
 
The Company acquired the Durango mineral properties through the acquisition of Cia Minera during the January 31, 2007 year-end. The Company's subsidiary Cia Minera owns 42 mineral claims in the state of Durango, Mexico.
 
In addition four core mineral claims are under leased concessions - exploitation rights to and for the Unification La Platosa, are granted by a lease agreement, to Cia Minera from Minerales de Avino SA de CV. The two concessions, Primer Rey and Avino y Emma, are included in the lease agreement, but are discrete and lie under the town of San Jose de Avino. The agreement is valid until October 31, 2010.
 
-9-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 5 - MINERAL PROPERTIES (Continued)
 
(a)   Durango, Mexico (continued)
 
The Company's mineral claims in Mexico are divided into the following four properties:
 
(i)         Avino mine area property
 
The Avino mine property is situated between the towns of Panucho de Coronado and San Jose de Avino and surrounds the formerly producing Avino mine. There are four exploration concessions covering 154.4 hectares, 24 exploitation concessions covering 1,284.7 hectares and one leased exploitation concession covering 98.83 hectares.
 
(ii)        Stackpole property
 
The Stackpole property is situated within the Avino mine property and surrounds the former producing Avino mine. Under a royalty agreement covering three mineral concessions, Cia Minera shall pay to Minerales de Avino (Raymondo Stackpole) royalties of 3.5% on mineral extracted, processed and sold from the Unification La Platosa, San Carlos and San Jose concessions. The royalties are to be calculated on a base of net sales (net smelter payment less the cost of sales) less mine processing costs.
 
(iii)      Gomez Palacio property
 
The Gomez Palacio property located near the town of Gomez Palacio, Durango, Mexico has nine exploration concessions covering 2,549 hectares.
 
(iv)      Papas Quiero property
 
The Papas Quiero property is located near the village of Papas Quiero, Durango, Mexico has four exploration concessions covering 2,552.6 hectares and one exploitation concession covering 602.9 hectares.
(b)   British Columbia, Canada
 
The Company's mineral claims in British Columbia are divided into the following three properties:
 
(i)        Aumax property
 
In 2003 the Company acquired a 100% interest in six Crown granted mineral claims, located in the Lillooet Mining Division of British Columbia, Canada by issuing 200,000 common shares at a price of $0.50 per share and paying $4,000 in cash for total consideration of $104,000. During the January 31, 2007 year end these mineral claims were converted into one claim encompassing all of the original claims.
 
(ii)        Minto property
 
The Company has a 100% interest in eight Crown granted mineral claims, eight reverted Crown granted mineral claims and one located mineral claim, situated in the Lillooet Mining Division of British Columbia. During the January 31, 2007 year end these mineral claims were converted into one claim encompassing all of the original claims. The property had been written down to a nominal value of $1 in fiscal 2002. The Company recommenced exploration of the property in fiscal 2006 and costs incurred since then have been deferred.
 
-10-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 5 - MINERAL PROPERTIES (Continued)

(c)   British Columbia, Canada (continued)
 
(iii)      Olympic-Kelvin property
 
The Company has a 100% interest in 20 reverted Crown granted mineral claims, one located mineral claim and three fractions located in the Lillooet Mining Division of British Columbia. The property had been written down entirely in fiscal 2002. During the January 31, 2007 year end these original mineral claims and fractions were converted into six claims encompassing all of the original claims. The Company recommenced exploration of the property in fiscal 2004 and costs incurred since then have been deferred.
 
(d)   Yukon, Canada
 
In 2003 the Company acquired a 100% interest in 14 quartz leases, located in the Mayo Mining Division of the Yukon, Canada by issuing 200,000 common shares at a price of $0.50 per share for total consideration of $100,000. The property was written down to a nominal value of $1 in fiscal 2006 by a charge to operations of $103,242.
 
On November 12, 2008, the Company entered into an option agreement with Mega Silver Inc. ("Mega Silver"), whereby Mega Silver can earn the excusive right and option to acquire a 100% title and interest in the Eagle Property located in the Yukon Territory.
 
To earn a 75% interest in the Eagle Property, Mega Silver must:
 
       ▪    Incur Exploration Costs totalling $7.1 million over five years
       ▪    Make total cash payments of $400,000 over five years to Avino.
       ▪    Issue 500,000 common shares of Mega Silver in Years 4 and 5 to Avino.
 
After earning a 75% interest, Mega Silver may either elect to form a Joint Venture with Avino, or earn an additional 25% interest, whereby Mega Silver must:
 
       ▪    Take the property into production within 3 years, subject to a 2.5% Net Smelter Return and minimum $200,000 annual advance royalty payments payable for 5 years or until production begins.
 
During the prior fiscal year, the Company received $25,000 upon execution of the agreement which was recorded in income.
 
Subsequent to the end of the period, the Company received a termination notice from Mega Silver terminating the above Option Agreement.
 
-11-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 6 - INVESTMENTS IN RELATED COMPANIES
Investments in related companies comprise the following:
 
                September 30,     December 31,  
         
Accumulated
   
2009
   
2008
 
         
Unrealized
   
Fair
   
Fair
 
   
Cost
   
Gains (losses)
   
Value
   
Value
 
Bralorne Gold Mines Ltd.
  $ 205,848     $ (28,491 )   $ 177,357     $ 89,574  
Levon Resources Ltd.
    4,236       25,416       29,652       16,944  
Oniva International Services
                               
Corporation
    1       -       1       1  
    $ 210,085     $ (3,075 )   $ 207,010     $ 106,519  
 
Investments in related parties include the following marketable securities as at September 30, 2009:
 
During the nine months ended September 30, 2009, the Company recognized a $100,491 unrealized gain on investments in related companies classified as available-for-sale in other comprehensive income, representing the change in fair value during the period (2008 - $31,541 unrealized loss).
 
Bralorne Gold Mines Ltd. ("Bralorne") - The Company's investment in Bralorne consists of 179,149 common shares with a quoted market value of $177,357 as at September 30, 2009 (December 31, 2008 -$89,575). Bralorne is a public company with common directors.
 
Levon Resources Ltd. ("Levon") - The Company's investment in Levon consists of 141,200 common shares with a quoted market value of $29,652 as at September 30, 2009 (December 31, 2008 - $16,944). Levon is a public company with common directors.
 
Oniva International Services Corporation ("Oniva") - The Company owns a 16.67% interest in Oniva, a private company with common management, which provides office and administration services to the Company. The remaining 83.33% is shared equally between five other companies that are related by some common directors and management. See Note 12 for disclosure on the Company's commitment to Oniva.
 
NOTE 7 - SALES TAX RECOVERABLE
 
During 2008, the Company's wrote down a portion of the sales tax recoverable, which consisted primarily of the Mexican Value-Added Tax ("VAT"), in the amount of $213,126 (MXN$2,228,352). This allowance related to sale tax recoverable from prior to January 1, 2008.
 
During the period, the Company collected approximately MXN$7,306,400 from amounts due from fiscal 2008 and recorded a recovery of $176,323 in sales tax that was written off during the year ended December 31, 2008.
 
-12-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 8 - SHARE CAPITAL
 
(a)   Authorized: Unlimited common shares without par value
 
 
(b)   Warrants
 
During the period ended September 30, 2009 there were no warrants issued, exercised or expired. On February 29, 2008, the TSX Venture Exchange approved the extension of the expiry date for the warrants expiring on March 20, 2008. The new expiry date for these warrants is March 20, 2009. On February 26, 2009, the TSX Venture Exchange granted approval to further extend these warrants to March 20, 2010.
 
Details of share purchase warrants outstanding as of September 30, 2009 and December 31, 2008 are:
 
Expiry Date    Exercise Price     Warrants Outstanding  
             
March 20, 2010     $ 2.50       2,498,750  
 
(c)    Stock options
 
The Company has a stock option plan under which it may grant stock options up to 10% of the Company's total number of shares issued and outstanding on a non-diluted basis. The stock option plan provides for the granting of stock options to regular employees and persons providing investor-relation or consulting services up to a limit of 5% and 2% respectively of the Company's total number of issued and outstanding shares per year. The stock options vest on the date of grant, except for those issued to persons providing investor-relation or consulting services, which vest over a period of one year. The option price must be greater or equal to the discounted market price on the grant date and the option term cannot exceed five years from the grant date.
 
          Weighted Average  
   
Underlying Shares
   
Exercised Price
 
Stock options outstanding, December 31, 2007
    1,451,300     $ 3.23  
Granted
    600,000     $ 1.65  
Expired or cancelled
    (196,800 )   $ 1.97  
                 
Stock options outstanding, December 31, 2008
    1,854,500     $ 2.85  
Granted
    160,000     $ 0.75  
Expired or cancelled
    (210,000 )   $ 2.52  
Stock options outstanding, September 30, 2009
    1,804,500     $ 0.85  
 
-13-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 8 - SHARE CAPITAL (Continued)
 
Details of stock options outstanding are:
 
Expiry Date
 
Exercise Price
 
September 30, 2009,
Stock Options
Outstanding
 
December 31, 2008,
Stock Options
Outstanding
April 5, 2010
 
$ 0.75*
 
247,000
 
-
April 5, 2010
 
$ 1.35  
 
-
 
262,000
September 26, 2010
 
$ 0.75*
 
52,500
 
-
September 26, 2010
 
$ 1.35  
 
-
 
52,500
March 15, 2011
 
$ 2.72  
 
-
 
120,000
April 26, 2011
 
$ 0.75*
 
865,000
 
-
April 26, 2011
 
$ 3.99  
 
50,000
 
940,000
February 26, 2013
 
$ 0.75*
 
410,000
 
-
February 26, 2013
 
$ 1.65  
 
20,000
 
480,000
September 22, 2014
 
$ 0.75  
 
160,000
 
-
       
1,804,500
 
1,854,500
 
* During the period, the Company's shareholders and the TSX Venture Exchange approved a re-pricing of options for directors and employees. See Note 9.
 
As of September 30, 2009, 1,804,500 stock options (December 31, 2008 - 1,854,500) were exercisable with a weighted average remaining contractual life of 2.15 years (December 31, 2008 - 2.62 years).
 
NOTE 9 - STOCK-BASED COMPENSATION
 
During the period, there were 160,000 stock options granted to officers and employees. Current period stock-based compensation expense was $263,720 (2008 - $382,800). In addition, the Company recorded stock based compensation expenses of $Nil (2008 - $7,848) for shareholder and investor relations.
 
On August 25, 2009, the TSX Venture Exchange approved an amendment to the terms of 1,547,500 outstanding options held by directors and employees by adjusting the exercise price to $0.75 per share. The options previously had exercise prices ranging from $1.35 to $3.99. There were no adjustments to the life of the options. Additional stock based compensation of $201,320 relates to the re-pricing of the options.
 
Option-pricing requires the use of highly subjective estimates and assumptions including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates.
 
The fair value of the options granted to officers and employees and the options re-priced to $0.75 was calculated using the Black-Scholes model with following weighted average assumptions and resulting grant date fair value:
 
   
Period Ended
September 30, 2009
 
Year Ended
December 31, 2008
Assumptions:        
Risk-free interest rate   1.29% - 2.57%   3.32%
Expected dividend yield    -   -
Expected option life (years)     1 - 5   5
Expected stock price volatility   76.80% - 126.26%   78.23%
Weighted average fair value at grant date   $0.39   $1.01
 
-14-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 10 - RELATED PARTY TRANSACTIONS AND BALANCES
 
In the normal course of operations the Company transacts with companies related to Avino's directors or officers. The balances and transactions with related parties not disclosed elsewhere in these financial statements are as follows:
 
(a)   Amounts due to related parties:
 
    September 30, 2009     December 31, 2008  
             
 Directors   $ 20,250     $ 9,000  
 Chevillon Exploration     -       16,789  
 Frobisher Securities Ltd.     8,493       -  
 Oniva International Services Corp.     146,574       145,011  
    $ 175,842     $ 170,800  
 
The amounts due to related parties are non-interest bearing, unsecured and due on demand.
 
(b)   The Company recorded the following amounts for management and consulting services provided by the following companies:
 
    September 30, 2009     September 30, 2008  
             
 Intermark Capital Corp   $ 72,000     $ 72,000  
 Wear Wolfin Design Ltd.     22,500       22,500  
    $ 94,500     $ 94,500  
 
(c)   The Company recorded the following amounts for other services provided by the following companies:
 
    September 30, 2009     September 30, 2008  
             
 Chevillon Exploration    $ 4,331     $ -  
 Sampson Engineering Inc.      6,039       30,000  
                 
 
(d)   The Company recorded the following amounts for administrative services and expenses provided by Oniva International Services Corp.:
 
    September 30, 2009     September 30, 2008  
                 
Salaries and benefits
  $ 62,694     $ 83,920  
Office and miscellaneous
    48,834       64,220  
    $ 111,529     $ 148,140  
 
All related party transactions are recorded at the exchange amount, representing the value agreed upon by the Company and the related party, which management believes approximates fair value.
 
-15-

 
AVINO SILVER & GOLD MINES LTD.
Notes to the Interim Consolidated Financial Statements
For the nine months ended September 30, 2009
Expressed in Canadian dollars
(Unaudited)

 
NOTE 11 - SUPPLEMENTARY CASH FLOW INFORMATION
                                           
   
Three months ended
September 30,
   
Nine months ended
September 30,
 
   
2009
   
2008
   
2009
   
2008
 
Net change in non-cash
                       
working capital items:
                       
Interest receivable
  $ 17     $ (15,574 )   $ 2,781     $ (52,881 )
Sales taxes recoverable
    258,314       (46,025 )     484,315       (220,208 )
Prepaid expenses
    5,189       28,204       (333 )     10,614  
Due from related parties
    -       -       -       -  
Accounts payable and
                               
accrued liabilities
    (65,408 )     (30,873 )     (118,571 )     (48,888 )
Due to related parties
    12,919       5,629       5,042 )     (11,346 )
    $ 211,031     $ (58,639 )     373,234     $ (322,709 )
 
NOTE 12 - COMMITMENTS
 
The Company entered into a cost sharing agreement dated October 1, 1997, and amended November 1, 2003 to reimburse Oniva for a percentage of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the Company, and to pay a percentage fee based on the total overhead and corporate expenses. The agreement may be terminated with one-month notice by either party. Transactions and balances with Oniva are disclosed in Note 10.
 
NOTE 13 - CAPITAL MANAGEMENT
 
The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going concern in order to pursue the exploration and development of its properties and to maintain flexible capital structure for its projects for the benefit of its stakeholders. In the management of capital, the Company includes the components of shareholders' equity as well as cash and cash equivalents.
 
The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may attempt to issue new shares or adjust the amount of cash and cash equivalents. Management reviews the capital structure on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable.
 
NOTE 14 - COMPARATIVE FIGURES
 
Certain prior year comparative figures have been reclassified to conform to the financial statements presentation adopted for fiscal 2009.
 
-16-