EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 EMX Royalty Corporation - Exhibit 99.1 - Filed by newsfilecorp.com

 

 

 

 

 

 

 

EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in Canadian Dollars)

June 30, 2018


 

 

 

 

NOTICE TO READER

 

The accompanying unaudited condensed consolidated interim financial statements of EMX Royalty Corporation (Formerly Eurasian Minerals Inc.) for the six months ended June 30, 2018 have been prepared by management and approved by the Audit Committee and the Board of Directors of the Company. These condensed consolidated interim financial statements have not been reviewed by the Company’s external auditors.


EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION
(Unaudited - Expressed in Canadian Dollars)

ASSETS   June 30, 2018     December 31, 2017  
             
Current            
   Cash and cash equivalents $  6,919,867   $  3,533,611  
   Investments (Note 3)   1,375,149     1,139,447  
   Trade and settlement receivables (Note 4)   2,632,903     3,376,411  
   Prepaid expenses   98,106     45,194  
Total current assets   11,026,025     8,094,663  
             
Non-current            
   Restricted cash (Note 5)   333,829     771,434  
   Property and equipment (Note 6)   469,574     450,278  
   Notes receivable (Note 7)   437,973     429,973  
   Investment in an associated company (Note 8)   8,457,338     7,578,989  
   Strategic investments (Note 3)   49,107     2,199,199  
   Exploration and evaluation assets (Note 9)   1,711,210     1,841,966  
   Royalty interest (Note 10)   22,095,391     21,943,743  
   Reclamation bonds (Note 11)   538,698     515,748  
   Goodwill (Note 12)   1,447,012     1,820,307  
   Other assets   104,484     104,484  
Total non-current assets   35,644,616     37,656,121  
             
TOTAL ASSETS $  46,670,641   $  45,750,784  
             
LIABILITIES            
             
Current            
   Accounts payable and accrued liabilities $  548,469   $  749,865  
   Advances from joint venture partners (Note 13)   371,740     808,905  
   Promissory Note (Note 14)   6,452,512     -  
Total current liabilities   7,372,721     1,558,770  
             
Non-current            
   Deferred income tax liability   1,447,012     1,820,307  
             
TOTAL LIABILITIES   8,819,733     3,379,077  
             
SHAREHOLDERS' EQUITY            
   Capital stock (Note 15)   124,148,295     124,062,091  
   Commitment to issue shares (Note 15)   -     23,825  
   Reserves   22,966,474     22,668,535  
   Deficit   (109,263,861 )   (104,382,744 )
TOTAL SHAREHOLDERS' EQUITY   37,850,908     42,371,707  
             
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $  46,670,641   $  45,750,784  
Nature of operations and going concern (Note 1)            
Events subsequent to the reporting date (Note 20)            

Approved on behalf of the Board of Directors on August 9, 2018

Signed: “David M Cole” Director Signed: “Larry Okada” Director

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

Page 1


EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS
(Unaudited - Expressed in Canadian Dollars)

    Three month     Three month     Six month     Six month  
    period ended     period ended     period ended     period ended  
    June 30, 2018     June 30, 2017     June 30, 2018     June 30, 2017  
                         
ROYALTY INCOME (Note 10) $  455,753   $  608,532   $  1,042,281   $  1,053,875  
Cost of sales                        
Gold tax   (22,717 )   (30,426 )   (45,557 )   (52,693 )
Depletion (Note 10)   (404,482 )   (489,813 )   (818,652 )   (872,947 )
Net royalty income   28,554     88,293     178,072     128,235  
                         
EXPLORATION EXPENDITURES (Note 9)   1,488,850     1,437,451     3,222,006     2,724,983  
Less: recoveries   (229,430 )   (464,677 )   (810,031 )   (613,322 )
Net exploration expenditures   1,259,420     972,774     2,411,975     2,111,661  
                         
GENERAL AND ADMINISTRATIVE EXPENSES                        
Administrative and office   197,888     173,939     418,669     383,715  
Depreciation (Note 6)   -     -     -     28,622  
Investor relations and shareholder information   106,412     136,169     251,274     221,658  
Professional fees   69,407     184,887     100,802     313,543  
Salaries and consultants (Note 16)   243,915     247,895     503,102     534,542  
Share-based payments (Note 15)   -     58,386     4,966     58,386  
Transfer agent and filing fees   37,666     56,102     130,054     144,097  
Travel   26,053     25,210     47,315     36,649  
Total general and administrative expenses   681,341     882,588     1,456,182     1,721,212  
                         
Loss from operations   (1,912,207 )   (1,767,069 )   (3,690,085 )   (3,704,638 )
                         
Change in fair value of fair value throught profit or loss investments (Note 3)   (611,977 )   (67,165 )   (976,464 )   216,335  
Gain on acquisition and sale of exploration and evaluation assets (Note 9)   -     -     422,382     165,834  
Equity loss in an associated company (Note 8)   (538,823 )   (328,747 )   (1,150,011 )   (519,364 )
Foreign exchange (loss) gain   (30,168 )   (403,456 )   107,124     (334,089 )
Realized loss on sale of investments   (242,817 )   -     (217,462 )   -  
Interest and finance charges on promisorry note (Note 14)   (238,757 )   -     (238,757 )   -  
Interest and other gain (loss) on derivative instruments   (44,907 )   117,308     (16,879 )   120,193  
Writedown of goodwill (Note 12)   (72,351 )   (32,059 )   (444,679 )   (103,791 )
Loss before income taxes   (3,692,007 )   (2,481,188 )   (6,204,831 )   (4,159,520 )
Deferred income tax (expense) recovery   (6,207 )   (56,461 )   583,029     (13,441 )
                         
Loss for the period $  (3,698,214 ) $  (2,537,649 ) $  (5,621,802 ) $  (4,172,961 )
                         
Basic and diluted loss per share $  (0.05 ) $  (0.03 ) $  (0.07 ) $  (0.05 )
                         
Weighted average number of common shares outstanding   79,751,156     78,738,694     79,745,195     76,448,354  

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

Page 2


EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited - Expressed in Canadian Dollars)

    Three month     Three month     Six month     Six month  
    period ended     period ended     period ended     period ended  
    June 30, 2018     June 30, 2017     June 30, 2018     June 30, 2017  
Loss for the period $  (3,698,214 ) $  (2,537,649 ) $  (5,621,802 ) $  (4,172,961 )
                         
Other comprehensive income (loss)                        
Change in fair value of available-for-sale investments   (65,476 )   (130,953 )   (32,738 )   (81,846 )
Currency translation adjustment   474,477     (470,531 )   840,657     (757,290 )
                         
Comprehensive loss for the period $  (3,289,213 ) $  (3,139,133 ) $  (4,813,883 ) $  (5,012,097 )

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

Page 3


EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited - Expressed in Canadian Dollars)

    Six month period     Six month period  
    ended June 30, 2018     ended June 30, 2017  
Cash flows from operating activities            
Loss for the period $  (5,621,802 ) $  (4,172,961 )
Items not affecting operating activities:            
 Interest income received   (9,998 )   (3,009 )
 Unrealized foreign exchange effect on cash and cash equivalents   108,904     (20,334 )
Items not affecting cash:            
 Change in fair value of fair value throught profit or loss investments   976,464     (216,335 )
 Interest on notes receivable   (8,000 )   -  
 Interest on notes payable   144,216     -  
 Interest and other gains on derivative instruments   26,877     (97,950 )
 Interest on convertible loan   -     (19,234 )
 Share - based payments   4,966     58,386  
 Deferred income tax recovery   (583,029 )   13,441  
 Depreciation   1,354     35,303  
 Depletion   818,652     872,947  
 Writedown of goodwill   444,679     103,791  
 Realized loss on sale of investments   217,462     -  
 Gain on acquistion and sale of exploration and evalution assets   (397,254 )   (165,834 )
 Equity loss in an associated company   1,150,011     519,364  
 Shares received from joint venture partners included in exploration recoveries   -     (173,331 )
 Unrealized foreign exchange (gain) loss   8,707     111,088  
    (2,717,791 )   (3,154,668 )
Changes in non-cash working capital items (Note 19)   25,158     561,003  
Total cash used in operating activities   (2,692,633 )   (2,593,665 )
             
Cash flows from investing activities            
 Acquisition and sale of exploration and evaluation assets, net of option payments received   130,756     105,100  
 Acquisition of property and equipment   (20,650 )   -  
 Interest received on cash and cash equivalents   9,998     3,009  
 Notes receivable   -     (1,005,277 )
 Proceeds from sale of fair value through profit and loss investments, net   1,084,980     -  
 Investment in an associated entity   (1,781,642 )   (743,021 )
 Restricted cash   437,605     117,135  
 Reclamation bonds   (22,950 )   116,484  
Total cash used in investing activities   (161,903 )   (1,406,570 )
             
Cash flows from financing activities            
 Proceeds from credit facility, net   6,308,296     -  
 Proceeds received from private placement, net of share issue costs   -     6,988,260  
 Proceeds from exercise of options   41,400     85,700  
Total cash provided by financing activities   6,349,696     7,073,960  
             
 Effect of exchange rate changes on cash and cash equivalents   (108,904 )   20,334  
Change in cash and cash equivalents   3,386,256     3,094,059  
Cash and cash equivalents, beginning   3,533,611     3,199,686  
Cash and cash equivalents, ending $  6,919,867   $  6,293,745  

Supplemental disclosure with respect to cash flows (Note 19)

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

Page 4


EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Unaudited - Expressed in Canadian Dollars)

                      Reserves              
                            Accumulated other              
    Number of common           Commitment to     Share-based     comprehensive gain              
    shares     Capital stock     issue shares     payments     (loss)     Deficit     Total  
Balance as at December 31, 2017   79,725,187   $  124,062,091   $  23,825   $  13,434,466   $  9,234,069   $  (104,382,744 ) $  42,371,707  
 Adoption of IFRS 9 (Note 2)   -     -     -     -     (740,685 )   740,685     -  
 Share-based payments   21,084     23,825     (23,825 )   4,966     -     -     4,966  
 Shares issued for exercise of stock options   52,500     41,400     -     -     -     -     41,400  
 Reclass of reserves for exercise of options   -     20,979     -     (20,979 )   -     -     -  
 Equity investment share-based payments   -     -     -     246,718     -     -     246,718  
 Foreign currency translation adjustment   -     -     -     -     840,657     -     840,657  
 Change in fair value of financial instruments   -     -     -     -     (32,738 )   -     (32,738 )
 Loss for the period   -     -     -     -     -     (5,621,802 )   (5,621,802 )
Balance as at June 30, 2018   79,798,771   $  124,148,295   $  -   $  13,665,171   $  9,301,303   $  (109,263,861 ) $  37,850,908  

                      Reserves              
                            Accumulated other              
    Number of common           Commitment to     Share-based     comprehensive gain              
    shares     Capital stock     issue shares     payments     (loss)     Deficit     Total  
                                           
Balance as at December 31, 2016   74,089,710   $  117,504,585   $  -   $  11,607,230   $  10,049,150   $  (96,989,360 ) $  42,171,605  
 Shares issued for exercise of stock options   75,000     85,700     -     -     -     -     85,700  
 Shares issued for private placement   5,000,000     6,200,000     -     -     800,000     -     7,000,000  
 Finder's fees in units   246,604     305,789     -     -     39,457     -     345,246  
 Shares issued for compensation   48,634     58,386     -     -     -     -     58,386  
 Share issuance costs in units   -     (345,246 )   -     -     -     -     (345,246 )
 Share issuance costs in cash   -     (11,740 )   -     -     -     -     (11,740 )
 Reclass of reserves for exercise of options   -     45,545     -     (45,545 )   -     -     -  
 Foreign currency translation adjustment   -     -     -     -     (757,290 )   -     (757,290 )
 Change in fair value of financial instruments   -     -     -     -     (81,846 )   -     (81,846 )
 Loss for the period   -     -     -     -     -     (4,172,961 )   (4,172,961 )
                                           
Balance as at June 30, 2017   79,459,948   $  123,843,019   $  -   $  11,561,685   $  10,049,471   $  (101,162,321 ) $  44,291,854  

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

Page 5



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

1. NATURE OF OPERATIONS AND GOING CONCERN

EMX Royalty Corporation (the “Company” or “EMX”), together with its subsidiaries operates as a royalty and prospect generator engaged in the exploring for, and generating royalties from, metals and minerals properties. The Company’s royalty and exploration portfolio mainly consists of properties in North America, Turkey, Europe, Haiti, Australia, and New Zealand. The Company’s common shares are listed on the TSX Venture Exchange (“TSX-V”) and the NYSE American under the symbol of “EMX”. The Company’s head office is located at 501 - 543 Granville Street, Vancouver, British Columbia, Canada V6C 1X8.

On July 19, 2017 the Company officially changed its name to EMX Royalty Corporation, formerly Eurasian Minerals Inc.

These condensed consolidated financial statements have been prepared using International Financial Reporting Standards (“IFRS”) applicable to a going concern, which assumes that the Company will be able to realize its assets, discharge its liabilities and continue in operation for the following twelve months.

With its current plans for the next twelve months and the budgets associated with those plans, in order to continue funding its administrative and royalty generation programs from the date of these consolidated interim financial statements, management believes it will require additional working capital to undertake its current business plan. The Company has incurred recurring losses and has an accumulated deficit of $109,263,861. In order to maintain or adjust the capital structure, the Company may issue new shares through public and/or private placements, sell assets, or return capital to shareholders. During the six months ended June 30, 2018, the Company entered into a credit facility agreement with Sprott Private Resource Lending (Collector), LP (“Sprott”) providing EMX with a US$5,000,000 senior secured credit facility. The US$5,000,000 loan made under the Credit Facility will mature on May 2, 2019 and carries an annual interest rate of 12%, payable monthly.

Some of the Company’s activities for exploration and evaluation assets are located in emerging nations and, consequently, may be subject to a higher level of risk compared to other developed countries. Operations, the status of mineral property rights and the recoverability of investments in emerging nations can be affected by changing economic, legal, regulatory and political situations.

At the date of these consolidated financial statements, the Company has not identified a known body of commercial grade mineral on any of its exploration and evaluation assets. The ability of the Company to realize the costs it has incurred to date on these exploration and evaluation assets is dependent upon the Company identifying a commercial mineral body, to finance its development costs and to resolve any environmental, regulatory or other constraints which may hinder the successful development of the exploration and evaluation assets.

These condensed consolidated financial statements of the Company are presented in Canadian dollars unless otherwise noted, which is the functional currency of the parent company and its subsidiaries except as to Bullion Monarch Mining, Inc., the holder of a royalty income stream whose functional currency is the United States (“US”) dollar.

2. STATEMENT OF COMPLIANCE AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Statement of Compliance

These condensed consolidated financial statements have been prepared in accordance with IFRS as issued by the International Accounting Standards Board (“IASB”) and interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”).

These consolidated financial statements have been prepared on a historical cost basis, except for financial instruments classified as fair value through profit or loss and fair value through other comprehensive income, which are stated at their fair value. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting except for cash flow information.

Page 6



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

2. STATEMENT OF COMPLIANCE AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Summary of Significant Accounting Policies

The accounting policies applied by the Company in these unaudited condensed consolidated interim financial statements are consistent with those applied in its audited consolidated financial statements as at and for the year ended December 31, 2017, except as described below, and should be read in conjunction with the annual audited financial statements of the Company for the year ended December 31, 2017.

Accounting standards adopted during the period

Revenue recognition

     Effective January 1, 2018, the Company has adopted IFRS 15 Revenue from Contracts with Customers (“IFRS 15”). IFRS 15 replaces all previous revenue recognition standards, including IAS 18, Revenue, and related interpretations. The standard sets out the requirements for recognizing revenue. Specifically, the new standard introduces a comprehensive framework with the general principle being that an entity recognizes revenue to depict the transfer of promised goods and services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard introduces more prescriptive guidance than was included in previous standards and may result in changes to the timing of revenue for certain types of revenues. The new standard will also result in enhanced disclosures about revenue that would result in an entity providing comprehensive information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts with customers. As of January 1, 2018, the Company has adopted IFRS 15 on a full retrospective basis and as such, has revised its revenue recognition policy based on the requirements of IFRS 15. Management has concluded that, based on its current operations, the adoption of IFRS 15 had no significant impact on the Company’s consolidated financial statements.

The Company earns revenue from royalty agreements and are based upon amounts contractually due pursuant to the underlying royalty agreements. For royalty agreements paid in cash or in kind, revenue recognition will depend on the related agreement. Revenue is measured at fair value of the consideration received or receivable when management can reliably estimate the amount pursuant to the terms of the royalty or other interest agreements. In some instances, the Company will not have access to sufficient information to make a reasonable estimate of revenue and, accordingly, revenue recognition is deferred until management can make a reasonable estimate. Royalty revenue may be subject to adjustment upon final settlement of estimated metal prices, weights, and assays. Adjustments to revenue from metal prices are recorded monthly and other adjustments are recorded on final settlement and are offset against revenue when incurred.

Financial instruments

Effective January 1, 2018, the Company adopted IFRS 9 – Financial Instruments (“IFRS 9”) which replaced IAS 39 – Financial Instruments: Recognition and Measurement. IFRS 9 provides a revised model for recognition and measurement of financial instruments and a single, forward-looking “expected loss” impairment model. IFRS 9 also includes significant changes to hedge accounting. The standard is effective for annual periods beginning on or after January 1, 2018. The Company adopted the standard retrospectively without restatement. As a result of the adoption of IFRS 9, the Company reclassified $740,685 from accumulated other comprehensive income (loss) to deficit on January 1, 2018 related to the reclassification of certain previously recognized available-for-sale marketable securities to fair value through profit or loss. The Company has also made an irrevocable election to present in other comprehensive income (loss) subsequent changes in the fair value of certain available-for-sale marketable securities classified as strategic investments.

IFRS 9 largely retains the existing requirements in IAS 39 Financial Instruments: Recognition and Measurement (“IAS 39”) for the classification and measurement of financial liabilities. However, it eliminates the previous IAS 39 categories for financial assets of held to maturity, loans and receivables, and available-for-sale.

Page 7


2. STATEMENT OF COMPLIANCE AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

Under IFRS 9, on initial recognition, financial assets are recognized at fair value and are subsequently classified and measured at amortized cost, fair value through other comprehensive income (“FVOCI”), or fair value through profit or loss (“FVTPL”). The classification of financial assets is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. A financial asset is measured at fair value net of transaction costs that are directly attributable to its acquisition except for financial assets at FVTPL where transaction costs are expensed. All financial assets not classified and measured at amortized cost or FVOCI are measured at FVTPL.

Derivatives embedded in contracts where the host is a financial asset in the scope of the standard are never separated, and instead the hybrid financial instrument as a whole is assessed for classification. On initial recognition of an equity instrument that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income (loss). This election is made on an investment-by-investment basis.

The classification determines the method by which the financial assets are carried on the consolidated statement of financial position subsequent to initial recognition and how changes in value are recorded. The following accounting policies apply to the subsequent measurement of financial assets.

  a)

Financial assets at FVTPL - These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

     
  b)

Financial assets at amortized cost - These assets are subsequently measured at amortized cost using the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

     
  c)

Financial assets at FVOCI - These assets are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Gains or losses recognized on the sale of the equity investment are recognized in other comprehensive income (loss) and are never reclassified to profit or loss.

Financial liabilities are designated as either fair value through profit or loss, or other financial liabilities. All financial liabilities are classified and subsequently measured at amortized cost except for financial liabilities at FVTPL. The classification determines the method by which the financial liabilities are carried on the consolidated statement of financial position subsequent to inception and how changes in value are recorded. Other financial liabilities are carried on the consolidated statement of financial position at amortized cost.

Page 8



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

2. STATEMENT OF COMPLIANCE AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

The Company completed an assessment of its financial instruments as at January 1, 2018. The following table shows the new classification under IFRS 9 and the original classification under IAS 39:

  New (IFRS 9) Original (IAS 39)
Financial assets    
Cash and cash equivalents Amortized cost Amortized cost
Investments FVTPL FVTPL
Trade receivables Amortized cost Amortized cost
Settlement receivables FVTPL FVTPL
Restricted cash Amortized cost Amortized cost
Reclamation bonds Amortized cost Amortized cost
Notes receivable Amortized cost Amortized cost
Strategic investments FVTOCI Available-for-sale
Finacial liabilities    
Promissory note payable Amortized cost Amortized cost
Accounts payable and accrued liabilties Amortized cost Amortized cost
Advances from joint venture partners Amortized cost Amortized cost

IFRS 9 introduces a new three-stage expected credit loss model for calculating impairment for financial assets. IFRS 9 no longer requires a triggering event to have occurred before credit losses are recognized. An entity is required to recognize expected credit losses when financial instruments are initially recognized and to update the amount of expected credit losses recognized at each reporting date to reflect changes in the credit risk of the financial instruments. In addition, IFRS 9 requires additional disclosure requirements about expected credit losses and credit risk. There was no adjustment relating to the implementation of the expected credit loss model for the Company’s trade or settlement receivables.

Impairment losses on financial assets carried at amortized cost are reversed in subsequent periods if the amount of the loss decreases and the decrease can be objectively related to an event occurring after the impairment was recognized.

Derivative contracts are recognized at fair value on initial recognition. Subsequently, derivatives are remeasured at their fair value. The method of recognizing any resulting gain or loss depends on whether the derivative is designated as a hedging instrument and, if so, the nature of the item being hedged:

  a)

Changes in the fair values of derivatives that are designated and qualify as fair value hedges are recorded in profit or loss, together with any changes in the fair values of the hedged assets or liabilities that are attributable to the hedged risk.

  b)

The effective portions of changes in the fair values of derivatives that are designated and qualify as cash-flow hedges are recognized in equity. The gain or loss relating to any ineffective portion is recognized immediately in profit or loss.

  c)

Changes in the fair value of any derivative instruments that do not qualify for hedge accounting are recognized immediately in profit or loss.

Amounts accumulated in the hedge reserve are recycled in the consolidated statement of loss in the periods when the hedged items will affect profit or loss (for instance when the forecast sale that is hedged takes place). If a forecast transaction that is hedged results in the recognition of a non-financial asset (for example, inventory) or a liability, the gains and losses previously deferred in the hedge reserve are included in the initial measurement of the cost of the asset or liability.

Page 9



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

2. STATEMENT OF COMPLIANCE AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in the hedge reserve at that time remains in the reserve and is recognized when the forecast transaction is ultimately recognized in the consolidated statement of income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in other comprehensive income is immediately transferred to the consolidated statement of income.

The Company has not designated any derivative contracts as hedges and therefore has not applied hedge accounting in these consolidated financial statements.

Accounting pronouncements not yet effective

The following standards and pronouncements have been issued by the IASB and have not yet been adopted by the Company. The Company is currently evaluating the impact the new and amended standards are expected to have on its consolidated financial statements.

IFRS 16 Leases was issued in January 2016 (effective January 1, 2019) and provides a single lessee accounting model, requiring lessees to recognize assets and liabilities for all leases unless the lease term is 12 months or less or the underlying asset has a low value.

Critical Accounting Judgments and Significant Estimates and Uncertainties

The critical judgments and estimates applied in the preparation of the Company’s unaudited condensed interim consolidated financial statements for the six months ended June 30, 2018 are consistent with those applied in the Company’s December 31, 2017 audited consolidated financial statements.

3. INVESTMENTS

At June 30, 2018 and December 31, 2017, the Company had the following investments:

          Accumulated        
June 30, 2018   Cost     unrealized loss     Fair value  
Fair value through profit or loss                  
 Marketable securities $  1,682,327   $  (307,178 ) $  1,375,149  
 Total Fair value through profit or loss   1,682,327     (307,178 )   1,375,149  
Fair value through other comprehensive income                  
 Marketable securities   910,473     (861,366 )   49,107  
Total investments $  2,592,800   $  (1,168,544 ) $  1,424,256  

          Accumulated        
December 31, 2017   Cost     unrealized loss     Fair value  
Fair value through profit or loss                  
 Marketable securities $  2,396,251   $  (1,256,804 ) $  1,139,447  
 Total Fair value through profit or loss   2,396,251     (1,256,804 )   1,139,447  
Fair value through other comprehensive income                  
 Marketable securities   2,287,141     (87,942 )   2,199,199  
Total investments $  4,683,392   $  (1,344,746 ) $  3,338,646  

Page 10



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

3. INVESTMENTS (Continued)

As a result of the adoption of IFRS 9 (Note 2), $1,376,667 and $740,685 previously recorded in cost and accumulated unrealized loss respectively and was previously classified as available-for-sale as at December 31, 2017 was reclassified to FVTPL as at January 1, 2018.

4. RECEIVABLES

The Company’s receivables are related to the sale of foreign subsidiaries, royalty receivable, goods and services tax and harmonized sales taxes receivable from government taxation authorities, and recovery of exploration expenditures from exploration partners.

As at June 30, 2018 the current receivables were as follows:

Category   June 30, 2018     December 31, 2017  
Sale of Akarca $  1,640,950   $  2,447,595  
Royalty income receivable   195,337     258,223  
Refundable taxes   162,776     151,163  
Recoverable exploration expenditures and advances   374,617     270,547  
Other   259,223     248,883  
As at June 30, 2018 $  2,632,903   $  3,376,411  

The carrying amounts of the Company’s current and non – current receivables are denominated in the following currencies:

Currency   June 30, 2018     December 31, 2017  
Canadian Dollars $  385,487   $  280,925  
US Dollars   2,201,749     3,040,347  
Turkish Lira   8,272     24,535  
Swedish Krona   37,008     29,575  
Other   387     1,029  
Total $  2,632,903   $  3,376,411  

5. RESTRICTED CASH

At June 30, 2018, the Company classified $333,829 (December 31, 2017 - $771,434) as restricted cash. This amount is comprised of $189,037 (December 31, 2017 - $179,502) held as collateral for its corporate credit cards, and $144,792 (December 31, 2017 - $$591,932) cash held by wholly-owned subsidiaries of the Company whose full amount is for use and credit to the Company’s exploration venture partners in USA pursuant to expenditure requirements for ongoing option agreements.

Page 11



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

6. PROPERTY AND EQUIPMENT

During the six months ended June 30, 2018 depreciation of $1,354 (2017 - $6,681) has been included in exploration expenditures.

    Computer     Field     Office     Vehicles     Building     Land     Total  
Cost                                          
 As at December 31, 2017 $  110,243   $  60,177   $  2,381   $  -   $ 598,955   $  418,863     1,190,619$  
     Additions   -     20,650     -     -     -     -     20,650  
     Disposals and derecognition   -     -     -     -     -     -     -  
 As at June 30, 2018 $  110,243   $  80,827   $  2,381   $  -   $ 598,955   $  418,863     1,211,269$  
                                           
Accumulated depreciation                                          
 As at December 31, 2017 $  110,243   $  48,702   $  2,381   $  -   $ 579,015   $  -   $  740,341  
     Additions   -     846     -     -     508     -     1,354  
 As at June 30, 2018 $  110,243   $  49,548   $  2,381   $  -   $ 579,523   $  -   $  741,695  
Net book value                                          
 As at December 31, 2017 $  -   $  11,475   $  -   $  -   $ 19,940   $  418,863   $  450,278  
 As at June 30, 2018 $  -   $  31,279   $  -   $  -   $ 19,432   $  418,863   $  469,574  

7. NOTE RECEIVABLE

On October 16, 2017, the Company issued a note receivable to Revelo Resources Corp., a related party by way of a common director for the principal amount of $400,000. The note was due on December 31, 2017, together with accrued interest at a rate of 1% per month and a bonus of $20,000. As at June 30, 2018, the balance owed to the Company pursuant to the note was $437,973 including accrued interest and bonus fee. The Company is re - negotiating the terms of repayment.

8. INVESTMENT IN ASSOCIATED COMPANY

The Company has a 42% (December 31, 2017 - 41%) equity investment in IG Copper LLC (“IGC”). At June 30, 2018, including the conversion of convertible notes, cash purchases of shares, and interest on any balances due from IGC, the Company has invested an aggregate of US$12,766,977 towards its investment (December 31, 2017 - US$11,354,977). At June 30, 2018, the Company’s investment including dilution gains, less its share of accumulated equity losses was $8,457,338 (December 31, 2017 - $7,578,989). The Company’s share of the net loss for the six months ended June 30, 2018 was $1,150,011 (2017 - $519,364).

The Company has a minority position on the Board of IGC, and does not control operational decisions. The Company’s judgment is that it has significant influence, but not control and accordingly equity accounting is appropriate.

As at June 30, 2018, associated companies’ aggregate assets, aggregate liabilities and net loss for the year ended are as follows:

June 30, 2018   IGC  
Aggregate assets $  6,460,575  
Aggregate liabilities   (1,506,396 )
Loss for the period   (2,154,835 )
The Company's ownership %   42%  
The Company's share of loss for the period   (1,150,011 )

Page 12



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

8. INVESTMENT IN ASSOCIATED COMPANY (Continued)

As at December 31, 2017, associated companies’ aggregate assets, aggregate liabilities and net loss for the period were as follows:

December 31, 2017   IGC  
Aggregate assets $  6,127,735  
Aggregate liabilities   (1,108,694 )
Loss for the year   (2,713,490 )
The Company's ownership %   41%  
The Company's share of loss for the year   (994,548 )

9. EXPLORATION AND EVALUATION ASSETS

Acquisition Costs

At June 30, 2018 and December 31, 2017, the Company has capitalized the following acquisition costs on its exploration and evaluation assets:

Region Properties   June 30, 2018     December 31, 2017  
Sweden Various   16,671     16,671  
  Viad royalties   421,084     421,084  
Turkey Alankoy   153,960     153,960  
  Trab   78,587     78,587  
United States Superior West, Arizona   736,340     867,096  
of America Yerington, Nevada   304,568     304,568  
Total   $ 1,711,210   $  1,841,966  

During the six months ended June 30, 2018, the Company received a $130,756 (US $100,000) annual option payment related to an exploration and option to purchase agreement for the Superior West project with Kennecott Exploration Company (“Kennecott”).

Sweden

Modum Project

In February 2018, the Company amended the sale agreement with Boreal Metals Corp. (“BMC”) closed during the year ended December 31, 2017 to include the Modum project in Norway in exchange for an additional 1,324,181 common shares of BMC.

Guldgruvan Cobalt Project

In March 2018, the Company closed a definitive agreement for the sale of the Guldgruvan cobalt project to Boreal Energy Metals Corporation (“BEMC”), a subsidiary of Boreal Metals Corp (“BMC”) in southern Norway. Pursuant to the agreement, BEMC acquired 100% interest in the project according to the following terms (all dollar amounts in USD): In exchange for the transfer of its Guldgruvan exploration licence to BEMC, BEMC issued to EMX 2,979,798 common shares of BEMC representing a 5.9% equity ownership in BEMC. BEMC will have the continuing obligation to issue additional shares of BEMC to EMX to maintain its 5.9% interest, at no additional cost to EMX, until BEMC has raised $3,000,000 in equity. Thereafter, EMX will have the right to participate pro-rata in future financings at its own cost to maintain its 5.9% interest in BEMC.

Page 13



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

9. EXPLORATION AND EVALUATION ASSETS (Continued)

EMX will retain a 3% NSR royalty on the Project, of which 1% may be purchased by BEMC on or before the fifth anniversary of the closing date in 0.5% increments for a total of $2,500,000 in cash and common shares of BEMC stock. EMX will also receive AAR payments, with an initial $20,000 payment, commencing on the second anniversary of the closing, with each subsequent AAR payment increasing by $5,000 per year until reaching $60,000 per year. Once reaching $60,000, AAR payments will be adjusted each year according to the Consumer Price Index (as published by the U.S. Department of Labor, Bureau of Labor Statistics).

Njuggtraskliden and Mjovattnet Projects

In April 2018, EMX executed another agreement with BEMC to sell the Njuggträskliden and Mjövattnet nickel-copper-cobalt projects in Sweden. The terms of the agreement are consistent with the Guldgruvan sale agreement entered into with BEMC in March 2018.

At closing, BEMC issued to EMX that number of common shares of BEMC that represented a 4% equity ownership in BEMC, bringing EMX’s aggregate interest to 9.9% of BEMC’s issued and outstanding shares. BEMC has the continuing obligation to issue additional shares of BEMC to EMX to maintain its aggregate 9.9% interest in BEMC, at no additional cost to EMX, until BEMC has raised $3,000,000 in equity. Thereafter, EMX will have the right to participate pro-rata in future financings at its own cost to maintain its 5.9% interest in BEMC.

EMX will receive an uncapped 3% NSR royalty on each of the projects. Within five years of the closing date, BEMC has the right to buy down up to 1% of the royalty owed to EMX by paying EMX US$ 2,500,000 in cash and shares of BEMC for each project. For each project, EMX will also receive AAR payments, with an initial $20,000 payment, commencing on the second anniversary of the closing, with each subsequent AAR payment increasing by $5,000 per year until reaching $60,000 per year. Once reaching $60,000, AAR payments will be adjusted each year according to the Consumer Price Index (as published by the U.S. Department of Labor, Bureau of Labor Statistics). EMX will be also be reimbursed approximately US$37,000 for its acquisition costs and previous expenditures on the projects.

Riddarhyttan Project

In April 2018, the Company executed an option agreement with diversified global miner South32 Limited ("South32") for the Riddarhyttan project in Sweden. Pursuant to the Agreement, South32 can earn 100% interest in the Project by: (a) making option and cash payments that total approximately US$ 210,600, (b) making a one-time option exercise payment of US$ 500,000, and (c) completing US$ 5,000,000 of exploration work on the Project within five years of the execution date. Upon exercise of the option, EMX will retain a 3% NSR royalty, 0.75% of which may be purchased by South32 for US$ 1,900,000 within five years of executing the Agreement.

Upon exercise of the option, EMX will retain a 3% NSR royalty, 0.75% of which may be purchased by South32 for $1,900,000 within five years of executing the agreement. After exercising the option, annual advance royalty payments of 50,000 pounds of copper (or the cash equivalent) will be due to EMX, but will be deductible from future royalty payments. In addition, South32 will make milestone payments of: (a) 350,000 pounds of copper (or the cash equivalent) upon publication of a maiden resource on the project, and (b) 750,000 pounds of copper (or the cash equivalent) upon delivery of a feasibility study.

United States

Buckhorn Creek Property

In February 2018, the Company executed an Option Agreement with Kennecott Exploration Company (Kennecott”) whereby Kennecott can earn a 100% interest in the project by: a) making annual option payments totaling US $550,000, and b) completing US$4,500,000 in exploration expenditures before the fifth anniversary of the agreement. Upon exercise of the option, EMX will retain a 2% NSR royalty on the project which is not capped or purchasable. After exercise of the option, annual advance minimum payments and milestone payments will be due to EMX. The Company also received US $30,000 ($37,928) as an execution payment to the agreement.

Page 14



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

9. EXPLORATION AND EVALUATION ASSETS (Continued)

Exploration Expenditures

During the six months ended June 30, 2018, the Company incurred the following exploration expenditures by projects, which were expensed as incurred:

     Scandinavia     USA     Turkey     Australia and
New Zealand
    Other     Total  
   Kennecott Exploration      Anglo
American
     Antofagasta      Other USA      Total  
Administration Cost $  91,441   $  106   $  -   $  612   $  119,083   $  119,801   $  97,584   $  9,365   $  10,521   $  328,712  
Assays   1,079     -     -     1,354     2,941     4,295     16,372     -     -     21,746  
Drilling / Trenching   1,025     3,321     -     282,148     -     285,469     -     -     -     286,494  
Land and Legal   40,201     -     -     -     92,156     92,156     21,768     4,491     3,165     161,781  
Logistics   15,338     645     -     40,285     65,048     105,978     -     -     -     121,316  
Personnel   394,902     15,642     1,063     55,198     827,257     899,160     118,423     37,769     39,021     1,489,275  
Property Cost   117,627     5,467     15,341     1,277     209,954     232,039     15,425     28,499     -     393,590  
Professional Services   53,545     -     -     -     5,617     5,617     149,667     6,372     3,462     218,663  
Technical Studies   -     -     -     -     650     650     -     -     -     650  
Travel   85,220     -     -     83     91,571     91,654     14,160     2,921     5,824     199,779  
Total Expenditures   800,378     25,181     16,404     380,957     1,414,277     1,836,819     433,399     89,417     61,993     3,222,006  
Recoveries   (193,818 )   (19,637 )   -     (409,069 )   (15,617 )   (444,323 )   -     -     -     (638,141 )
Operator fees   (13,556 )   (1,964 )   -     (28,226 )   -     (30,190 )   -     -     -     (43,746 )
Option Payments & Shares Received   -     (38,322 )   (51,097 )   -     (1 )   (89,419 )   -     -     (12,904 )   (102,323 )
Other Property Income   (13,667 )   -     -     (11,970 )   -     (11,970 )   -     (184 )   -     (25,821 )
Total Recoveries   (221,041 )   (59,923 )   (51,097 )   (449,265 )   (15,618 )   (575,902 )   -     (184 )   (12,904 )   (810,031 )
Net Expenditures $  579,337   $  (34,742 ) $  (34,693 ) $  (68,308 ) $  1,398,659   $  1,260,917   $  433,399   $  89,233   $  49,089   $  2,411,975  

During the three months ended June 30, 2018, The Company:

  • Received or accrued $221,041 in expenditures recovered from Boreal in Sweden;
  • Received a $38,322 (US$30,000) execution payment related to an exploration and option to purchase agreement for the Buckhorn Creek project with Kennecott; and
  • Received a $51,097 (US$40,000) anniversary payment related to an exploration and option to purchase agreement for the Copper Springs project with Anglo American.

Page 15



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

9. EXPLORATION AND EVALUATION ASSETS (Continued)

During the six months ended June 30, 2017, the Company incurred the following exploration expenditures by projects, which were expensed as incurred:

  Scandinavia     USA     Turkey     Asia Pacific     Other     Total  
  Kennecott
Exploration 
     Anglo American      Other USA      Total      New Zealand      Other      Total  
Administration Cost $  34,238   $  63   $  231   $  89,174   $  89,468   $  50,196   $  819   $  8,271   $  9,090   $  2,075   $  185,067  
Assays   -     7,943     -     67     8,010     -     -     -     -     -     8,010  
Drilling / Trenching   11,272     380     -     (380 )   -     -     -     -     -     -     11,272  
Land and Legal   56,749     -     -     90,496     90,496     9,837     447     6,904     7,351     4,622     169,055  
Logistics   6,755     8,478     3,394     120,390     132,262     -     -     2,605     2,605     -     141,622  
Personnel   329,077     33,140     5,233     776,092     814,465     60,913     1,715     49,217     50,933     25,404     1,280,791  
Property Cost   339,615     -     32,225     207,974     240,199     31,087     3,965     3,739     7,704     -     618,605  
Professional Services   39,941     -     -     4,091     4,091     -     -     36,014     36,014     5,382     85,428  
Technical Studies   17,916     9,258     -     107     9,365     3,479     -     28,777     28,777     32,762     92,299  
Travel   69,183     755     -     52,516     53,271     4,623     209     3,225     3,434     2,323     132,834  
Total Expenditures   904,746     60,017     41,083     1,340,527     1,441,627     160,135     7,155     138,752     145,908     72,568     2,724,983  
Recoveries   (195,655 )   (65,474 )   (151,444 )   -     (216,918 )   (155,184 )   -     (6,109 )   (6,109 )   -     (573,866 )
Operator fees   -     (7,030 )   -     -     (7,030 )   -     -     -     -     -     (7,030 )
Option Payments   -     (28,283 )   -     -     (28,283 )   -     -     -     -     -     (28,283 )
Other Property Income   -     (2,148 )   (734 )   -     (2,882 )   -     (1,261 )   -     (1,261 )   -     (4,143 )
Total Recoveries   (195,655 )   (102,935 )   (152,178 )   -     (255,113 )   (155,184 )   (1,261 )   (6,109 )   (7,370 )   -     (613,322 )
Net Expenditures $  709,091   $  (42,918 ) $  (111,095 ) $  1,340,527   $  1,186,514   $  4,951   $  5,894   $  132,643   $  138,538   $  72,568   $  2,111,661  

Page 16



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

10. ROYALTY INTERESTS

Changes in royalty interest for the six months ended June 30, 2018:

Balance, December 31, 2017 $  21,943,743  
Adjusted for:      
     Depletion   (818,652 )
     Cumulative translation adjustments   970,300  
Balance, June 30, 2018 $  22,095,391  

Carlin Trend Royalty Claim Block

The Company holds an interest in the Carlin Trend Royalty Claim Block in Nevada which includes the following Royalty Properties:

Leeville Mine: Located in Eureka County, Nevada, the Company is receiving a continuing 1% gross smelter return royalty (“GSRR”).

East Ore Body Mine: Located in Eureka County, Nevada, the property is currently being mined and the Company is receiving a continuing 1% GSRR.

North Pipeline: Located in Lander County, Nevada. Should the property become producing, the Company will receive a production royalty of US$0.50 per yard of ore processed or 4% of net profit, whichever is greater.

During the six months ended June 30, 2018, $1,042,281 (2017 - $1,053,875) in royalty income was included in operations offset by a 5% direct gold tax and depletion which is applied only against the Carlin Trend Royalty Claim Block components of Royalty income.

Impairment of Non-Current Assets

The Company’s policy for accounting for impairment of non-current assets is to use the higher of the estimates of fair value less cost of disposal of these assets or value in use. The Company uses valuation techniques that require significant judgments and assumptions, including those with respect to future production levels, future metal prices and discount rates.

Non-current assets are tested for impairment when events or changes in circumstances suggest that the carrying amount may not be recoverable. For the six months ended June 30, 2018 and 2017, these assumptions remained reasonable and no revisions were considered necessary.

11. RECLAMATION BONDS

Reclamation bonds are held as security towards future exploration work and the related future potential cost of reclamation of the Company’s land and unproven mineral interests. Once reclamation of the properties is complete, the bonds will be returned to the Company.

    June 30, 2018     December 31, 2017  
Sweden - various properties   12,430     12,625  
Turkey - various properties   5,910     5,669  
U.S.A - various properties   520,358     497,454  
Total $  538,698   $  515,748  

Page 17



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

12. GOODWILL

The Company’s goodwill represents the excess of the purchase price paid during fiscal 2012 for the acquisition of Bullion Monarch Mining Inc. over the fair value of the net identifiable tangible and intangible assets and liabilities acquired.

Changes in goodwill for the six months ended June 30, 2018:

Balance, December 31, 2017 $  1,820,307  
Adjusted for:      
     Impairment charge   (444,679 )
     Cumulative translation adjustment   71,384  
Balance, June 30, 2018 $  1,447,012  

The Company applies a one-step approach to determine if the Carlin Trend Royalty Claim Block and the related assets within the same Cash Generating Unit (“CGU”) are impaired (Note 10). The impairment loss is the amount by which the CGU’s carrying amount exceeds its recoverable amount. There was no impairment for the royalty interest and goodwill has been written down in conjunction with the decline of $444,679 (2017 - $165,834) of the related deferred income tax liability.

13. ADVANCES FROM JOINT VENTURE PARTNERS

Advances from joint venture partners relate to unspent funds received pursuant to approved exploration programs by the Company and its joint venture partners. The Company’s advances from joint venture partners consist of the following:

    June 30, 2018     December 31, 2017  
U.S.A. $  371,740   $  808,905  
Total $  371,740   $  808,905  

14. NOTE PAYABLE

In May of 2018, the Company entered into a credit facility agreement with Sprott Private Resource Lending (Collector), LP (“Sprott”) providing the Company with a US$ 5,000,000 senior secured credit facility (“Credit Facility”). The loan made under the Credit Facility will mature on May 2, 2019 and carries an annual interest rate of 12%, payable monthly. In consideration of the Credit Facility, EMX paid to Sprott a fee of US$ 100,000, and legal fees estimated at US$75,000. The credit facility is covered by a general security agreement against the Company’s assets.

During the six months ended June 30, 2018, using the effective interest rate of 14.14%, the Company recorded interest expense of $144,216 (US$ 111,743), and $126,956 in payments including interest and principal.

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EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

15. CAPITAL STOCK

Authorized

As at June 30, 2018, the authorized share capital of the Company was an unlimited number of common and preferred shares without par value.

Common Shares

During the six months ended June 30, 2018, the Company:

  • Issued 21,084 shares valued at $23,825 pursuant to an employment and consulting agreement of which the full amount has been included in exploration expenditures for the year ended December 31, 2017 and recorded as a commitement to issue shares.

  • Issued 52,500 shares valued at $41,400 pursuant to the exercise of stock options.

During the six months ended June 30, 2017, the Company:

  • Completed a non-brokered private placement raising $7,000,000 by the issuance of 5,000,000 units at a price of $1.40 per Unit. Each Unit was comprised of one common share and one-half of one non-transferable common share purchase warrant. Each whole warrant entitles the holder to purchase an additional common share for $2.00 until April 12, 2019.

    The Company paid finder’s fees totaling $356,986. Included in this amount was 246,604 Units (6% of the Units sold to investors introduced by finders) valued at $345,246 and $11,740 in cash. The Units paid as finders fees included the same terms as the private placement Units.

    Pursuant to the Company’s accounting policy, the gross proceeds of the private placement were allocated using a residual value method with respect to the measurement of shares and warrants issued as private placement units.

    This resulted in $6,200,000 recorded as share capital and $800,000 being allocated to reserves. For the finder’s fees paid in Units, $305,789 was allocated to share capital and $39,457 being allocated to reserves.

  • Issued 75,000 shares valued at $85,700 pursuant to the exercise of stock options.

Stock Options

The Company adopted a stock option plan (the “Plan”) pursuant to the policies of the TSX-V. The maximum number of shares that may be reserved for issuance under the plan is limited to 10% of the issued common shares of the Company at any time. The vesting terms are determined at the time of the grant, subject to the terms of the plan.

Page 19



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

15. CAPITAL STOCK (Continued)

During the six months ended June 30, 2018, the change in stock options outstanding is as follows:

          Weighted Average  
    Number     Exercise Price  
             
Balance as at December 31, 2017   5,247,500   $  1.10  
 Exercised   (52,500 )   0.79  
             
Balance as at June 30, 2018   5,195,000     1.10  
             
Number of options exercisable as at June 30, 2018   5,195,000   $  1.10  

The following table summarizes information about the stock options which were outstanding and exercisable at June 30, 2018:

Date Granted   Number of Options     Exercisable     Exercise Price $   Expiry Date
                     
April 25, 2014   1,278,000     1,278,000     1.20   April 25, 2019
June 26, 2014   17,500     17,500     0.88   June 26, 2019
December 22, 2014   60,000     60,000     0.87   December 22, 2019
June 8, 2015   1,127,500     1,127,500     0.66   June 8, 2020
October 18, 2016   1,239,500     1,239,500     1.30   October 18, 2021
August 28, 2017*   1,472,500     1,472,500     1.20   August 28, 2022
                     
Total   5,195,000     5,195,000          

*25,000 Options granted for investor relations services vest 25% every 3 months from the date of grant. The weighted average remaining useful life of stock options is 2.61 years (2017 – 2.42 years).

Restricted share units

In 2017, the Company introduced a long-term restricted share unit plan (“RSUs”). The RSUs entitle employees, directors, or officers to common shares of the Company upon vesting based on vesting terms determined by the Company’s Board of Directors at the time of grant.

Expiry Date   December 31, 2017     Granted     Vested     Expired/Cancelled     June 30, 2018  
December 31, 2019   -     312,500     -     -     312,500  

Share-based Payments

During the six months ended June 30, 2018, the Company recorded aggregate share-based payments of $4,966 (2017 - $Nil) related to options vested during the period. Share-based payments for the six months ended June 30, 2018 were allocated to general and administrative expenses.

Warrants

During the six months ended June 30, 2018, there were no changes in warrants outstanding.

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EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

16. RELATED PARTY TRANSACTIONS

The aggregate value of transactions and outstanding balances relating to key management personnel were as follows:

          Share-based        
For the six months ended June 30, 2018   Salary or Fees     Payments     Total  
Management $  333,063   $  -   $  333,063  
Outside directors *   74,323     -     74,323  
Seabord Services Corp.   211,971     -     211,971  
Total $  619,357   $  -   $  619,357  

          Share-based        
For the six months ended June 30, 2017   Salary or Fees     Payments     Total  
Management $  396,525   $  -   $  396,525  
Outside directors *   76,027     -     76,027  
Seabord Services Corp.   178,800     -     178,800  
Total $  651,352   $  -   $  651,352  

* Directors fees include US$5,000 per month paid to the Company’s non-Executive Chairman, who does not receive the fees paid to the other independent directors.

Seabord Services Corp. (“Seabord”) is a management services company controlled by the Chairman of the Board of Directors of the Company. Seabord provides a Chief Financial Officer, a Corporate Secretary, accounting and administration staff, and office space to the Company. The Chief Financial Officer and Corporate Secretary are employees of Seabord and are not paid directly by the Company.

Included in accounts payable and accrued liabilities at June 30, 2018 is $1,313 (2017 - $7,177) owed to key management personnel and $17,592(2017 - $23,567) to other related parties. By way of a common director, included in Notes receivable (Note 7) are certain balances owing from a related party.

17. SEGMENTED INFORMATION

The Company operates within the resource industry. At June 30, 2018 and December 31, 2017, the Company had equipment and exploration and evaluation assets located geographically as follows:

PROPERTY AND EQUIPMENT   June 30, 2018     December 31, 2017  
Sweden   25,132     26,159  
U.S.A   444,442     424,119  
Total $  469,574   $  450,278  

EXPLORATION AND EVALUATION ASSETS   June 30, 2018     December 31, 2017  
Sweden   437,755     437,755  
Turkey   232,547     232,547  
U.S.A   1,040,908     1,171,664  
Total $  1,711,210   $  1,841,966  

The Company’s royalty interest, goodwill, deferred income tax liability and royalty income and depletion are from a CGU located in the U.S.A, except for a $200,000 royalty interest held in Serbia.

Page 21



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

18. RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS

The Company considers items included in shareholders’ equity as capital. The Company’s objective when managing capital is to safeguard the Company’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders.

As at June 30, 2018, the Company had working capital of $3,653,304 ( December 31, 2017 - $6,535,893). The Company has continuing royalty income that will vary depending on royalty ounces received, the price of gold, and foreign exchange rates on US royalty payments. The Company manages the capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through public and/or private placements, sell assets, or return capital to shareholders. The Company has entered into a credit facility agreement with Sprott Private Resource Lending (Collector), LP (“Sprott”) providing EMX with a US $5,000,000 senior secured credit facility (Note 14). The US $5,000,000 loan made under the Credit Facility will mature on May 2, 2019 and carries an annual interest rate of 12%, payable monthly. The Company estimates it will need additional financing within the next 12 months to repay the credit facility and undertake its current business plan.

Fair Value

The Company characterizes inputs used in determining fair value using a hierarchy that prioritizes inputs depending on the degree to which they are observable. The three levels of the fair value hierarchy are as follows:

  • Level 1: inputs represent quoted prices in active markets for identical assets or liabilities. Active markets are those in which transactions occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
  • Level 2: inputs other than quoted prices that are observable, either directly or indirectly. Level 2 valuations are based on inputs, including quoted forward prices for commodities, market interest rates, and volatility factors, which can be observed or corroborated in the market place.
  • Level 3: inputs that are less observable, unavoidable or where the observable data does not support the majority of the instruments’ fair value.

As at June 30, 2018, there were no changes in the levels in comparison to December 31, 2017. Financial instruments measured at fair value on the statement of financial position are summarized in levels of the fair value hierarchy as follows:

Assets   Level 1     Level 2     Level 3     Total  
Investments   1,375,149     -     -     1,375,149  
Strategic investments   49,107     -     -     49,107  
Settlement receivables   -     1,640,950     -     1,640,950  
Total $  1,424,256   $  1,640,950   $  -   $  3,065,206  

The carrying value of receivables (excluding settlement receiavles), notes receivable, accounts payable and accrued liabilities, advances from joint venture partners, and note payable approximate their fair value because of the short-term nature of these instruments.

Settlement receivables, including both long and current portions relate to the sale of certain Turkish subsidiaries were valued using a pricing model which require a variety of inputs, such as expected gold prices and foreign exchange rates. These receivables are valued using observable market commodity prices and thereby classified within Level 2 of the fair value hierarchy. Changes in fair value are recorded through income or loss for the period.

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

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EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

18. RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS (Continued)

Credit Risk

The Company is exposed to credit risk by holding cash and cash equivalents and receivables. This risk is minimized by holding a significant portion of the funds in Canadian banks. The Company’s exposure with respect to its receivables is primarily related to royalty streams, recovery of exploration evaluation costs, and the sale of assets.

Interest Rate Risk

The Company is exposed to interest rate risk because of fluctuating interest rates. Management believes the interest rate risk is low given interest rates on promissory notes is fixed and the current low global interest rate environment. Fluctuation in market rates is not expected to have a significant impact on the Company’s operations due to the short term to maturity and no penalty cashable feature of its cash equivalents.

Market Risk

The Company is exposed to market risk because of the fluctuating values of its publicly traded marketable securities and other company investments. The Company has no control over these fluctuations and does not hedge its investments. Based on the June 30, 2018 portfolio values, a 10% increase or decrease in effective market values would increase or decrease net shareholders’ equity by approximately $140,000.

Liquidity Risk

Liquidity risk is the risk that the Company is unable to meet its financial obligations as they come due. The Company manages this risk by careful management of its working capital to ensure the Company’s expenditures will not exceed available resources.

Commodity Risk

The Company’s royalty revenues are derived from a royalty interest and are based on the extraction and sale of precious and base minerals and metals. Factors beyond the control of the Company may affect the marketability of metals discovered. Metal prices have historically fluctuated widely. Consequently, the economic viability of the Company’s royalty interests cannot be accurately predicted and may be adversely affected by fluctuations in mineral prices.

Currency Risk

Foreign exchange risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the entity’s functional currency. The Company operates in Canada, Turkey, Sweden, Australia, Norway, and the U.S.A. The Company funds cash calls to its subsidiary companies outside of Canada in US dollars and a portion of its expenditures are also incurred in local currencies.

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EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

18. RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS (Continued)

The exposure of the Company’s cash and cash equivalents, restricted cash, receivables, convertible notes receivable, and accounts payable and accrued liabilities to foreign exchange risk as at June 30, 2018 is as follows:

Accounts   US dollars  
Cash and cash equivalents $  4,382,310  
Restricted cash   254,296  
Trade receivables   447,269  
Settlement recceivables   1,250,000  
Accounts payable and accrued liabilities   (5,220,109 )
Advances from joint venture partners   (283,174 )
Net exposure   830,592  
Canadian dollar equivalent $  1,090,368  

The balances noted above reflect the US dollar balances held within the parent company and any wholly owned subsidiaries. Balances denominated in another currency other than the functional currency held in foreign operations are considered immaterial. Based on the above net exposure as at June 30, 2018, and assuming that all other variables remain constant, a 10% depreciation or appreciation of the Canadian dollar against the US dollar would result in an increase/decrease of approximately $109,000 in the Company’s pre-tax profit or loss.

19. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

    June 30, 2018     December 31, 2017  
Cash $  6,663,624   $  3,354,109  
Short-term deposits   256,243     179,502  
Total $  6,919,867   $  3,533,611  

The short-term deposits are used as collateral for the Company’s credit cards.

Changes in non-cash working capital

    Six month period     Six month period  
    ended June 30, 2018     ended June 30, 2017  
             
Accounts receivable $  716,631   $  813,906  
Prepaid expenses   (52,912 )   (66,891 )
Accounts payable and accrued liabilities   (201,396 )   (28,628 )
Advances from joint venture partners   (437,165 )   (157,384 )
             
  $  25,158   $  561,003  

The significant non-cash investing and financing transactions during the six months ended June 30, 2018 included:

  a.

Recorded a loss through accumulated other comprehensive income of $32,738 related to the fair value adjustments on FVTPL investments;

  b.

Adjusted reserves and investment in associated companies for $246,718 related to share-based payments made by an associated company;

  c.

Adjusted non-current assets and liabilities for $840,657 related to cumulative translation adjustments (“CTA”), of which $970,300 relates to CTA gain on royalty interest, $71,384 relates to CTA gain on goodwill, $209,734 relates to a CTA loss on deferred tax liability and $8,708 relates to CTA gain in the net assets of a subsidiary with a functional currency different from the presentation currency;

Page 24



EMX ROYALTY CORPORATION (FORMERLY EURASIAN MINERALS INC.)
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Canadian Dollars)
For the Six Months Ended June 30, 2018

19. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (Continued)

  d.

Reclass of $20,979 from reserves to share capital for options exercised; and

  e.

Reclass of $23,825 from commitment to issue shares to share capital for share issued during the period.

The significant non-cash investing and financing transactions during the six months ended June 30, 2017 included:

  a.

Recorded a loss through accumulated other comprehensive income of $81,846 related to the fair value adjustments on AFS financial instruments;

  b.

Adjusted non-current assets and liabilities for $757,290 related to cumulative translation adjustments (“CTA”), of which $839,240 relates to CTA loss on royalty interest, $158,119 relates to CTA loss on goodwill, $275,351 relates to a CTA gain on deferred tax liability and $35,282 relates to CTA loss in the net assets of a subsidiary with a functional currency different from the presentation currency;

  c.

Recorded a $79,220 charge to convertible loan and related increase in investments through profit and loss for the conversion feature on convertible debt (Note 7);

  d.

Reclass of reserves on exercise of options for $45,545; and

  e.

Recorded through reserves $39,457 related to value of warrants issued as finders fees as part of a private placemenet (Note 14).

20. EVENTS SUBSEQUENT TO THE REPORTING DATE

Subsequent to the period ended June 30, 2018 , the Company granted 1,640,000 incentive stock options, exercisable at a price of $1.30 per share for a period of five years to officers, directors, employees and consultants of the Company. In addition, the Company has granted discretionary bonuses through the issuance of an aggregate of 230,630 common shares to various officers, employees and consultants, subject to any applicable stock exchange approvals and vesting requirements.

Page 25