| 內容。 | ||
簡短的中期報告 合併損益表 | |||||
簡短的中期報告 綜合收益合併報表 | |||||
簡短的中期報告 合併財務狀況表 | |||||
簡短的中期報告 權益變動合併報表 | |||||
簡短的中期報告 合併現金流量表 | |||||
2。編制基礎和物料會計政策我的信息 | |||||
3。開支 | |||||
6。庫存 | |||||
9. 非流動衍生金融負債 | |||||
17。公允價值計量 | |||||
18。承諾 | |||||
1 TSX:tsx NYSE:紐交所 分享
簡明的中期綜合收入表
| 截至9月30日的三個月 | 截至9月30日的九個月 | ||||||||||||||||
| (未經審計，金額單位：百萬美元，每股金額除外) | 單張債券 | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| 收入 | 252.0 | 201.3 | 662.3 | 587.3 | |||||||||||||
| 營業費用 | 3 | 107.6 | 107.5 | 323.9 | 329.6 | ||||||||||||
| 折舊和遞耗 | 58.3 | 58.8 | 190.8 | 168.2 | |||||||||||||
| 營業收入減去營業成本 | 86.1 | 35.0 | 147.6 | 89.5 | |||||||||||||
| 公司行政管理 | 5.5 | 5.8 | 16.7 | 17.9 | |||||||||||||
| 股票期權給付費用 | 13 | 8.9 | 0.6 | 13.2 | 2.5 | ||||||||||||
| 勘探和業務發展 | 5.7 | 2.2 | 12.6 | 7.7 | |||||||||||||
| 營業利潤 | 66.0 | 26.4 | 105.1 | 61.4 | |||||||||||||
| 財務收益 | 3 | 1.7 | 1.9 | 5.6 | 5.6 | ||||||||||||
| 財務成本 | 3 | (2.5) | (3.1) | (7.5) | (10.8) | ||||||||||||
其他損失 | 3 | (29.1) | (20.3) | (84.6) | (84.6) | ||||||||||||
| 稅前收入（虧損） | 36.1 | 4.9 | 18.6 | (28.4) | |||||||||||||
| 所得稅收回(支出) | 14 | 1.8 | (7.6) | 28.9 | (8.7) | ||||||||||||
| 37.9 | (2.7) | 47.5 | (37.1) | ||||||||||||||
| 每股淨收益（虧損） | |||||||||||||||||
| 基本 | 13 | 0.05 | (0.00) | 0.06 | (0.05) | ||||||||||||
| 稀釋的 | 13 | 0.05 | (0.00) | 0.06 | (0.05) | ||||||||||||
| 加權平均發行股數（單位：百萬） | |||||||||||||||||
| 基本 | 13 | 790.7 | 684.5 | 739.1 | 683.0 | ||||||||||||
| 稀釋的 | 13 | 796.1 | 684.5 | 744.5 | 683.0 | ||||||||||||
請查閱簡明期間綜合基本報表附註。
2
WWW.NEWGOLD.COm tsx:NGD 紐交所美國:NGD
綜合收益簡明中期綜合收入表
| 截至9月30日的三個月 | 截至9月30日的九個月 | ||||||||||||||||
| (以美元數百萬計的未經審計數額) | 單張債券 | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| 37.9 | (2.7) | 47.5 | (37.1) | ||||||||||||||
| 其他綜合收益（損失） | |||||||||||||||||
| 非流動衍生金融負債重新分類收益（損失） | 9 | 5.7 | (1.2) | (9.8) | (41.3) | ||||||||||||
| 總綜合收益（損失） | 43.6 | (3.9) | 37.7 | (78.4) | |||||||||||||
見附註簡明中期合併財務報表。
3
WWW.NEWGOLD.COm tsx:NGD 紐交所美國:NGD
簡明的中期合併財務狀況表
| 截至目前 9 月 30 日 | 截至目前 12 月 31 日 | ||||||||||
| （未經審計-以百萬美元計） | 注意 | 2024 | 2023 | ||||||||
| 資產 | |||||||||||
| 流動資產 | |||||||||||
| 現金和現金等價物 | 132.6 | 185.5 | |||||||||
| 貿易和其他應收賬款 | 4 | 16.5 | 16.3 | ||||||||
| 庫存 | 6 | 114.7 | 126.7 | ||||||||
| 當期應收所得稅 | — | 0.5 | |||||||||
| 投資 | 7.9 | 7.1 | |||||||||
| 預付費用和其他 | 7.8 | 15.7 | |||||||||
| 流動資產總額 | 279.5 | 351.8 | |||||||||
| 非流動庫存 | 6 | 21.9 | — | ||||||||
| 採礦權益 | 7 | 1,675.2 | 1,927.2 | ||||||||
| 其他資產 | 1.5 | 2.1 | |||||||||
| 遞延所得稅資產 | 4.9 | 4.9 | |||||||||
| 總資產 | 1,983.0 | 2,286.0 | |||||||||
| 負債和權益 | |||||||||||
| 流動負債 | |||||||||||
| 貿易和其他應付賬款 | 5 | 196.2 | 229.0 | ||||||||
| 當期應繳所得稅 | 0.7 | — | |||||||||
| 流動負債總額 | 196.9 | 229.0 | |||||||||
| 回收和關閉成本義務 | 12 | 117.6 | 123.4 | ||||||||
| 非流動衍生金融負債 | 9 | 169.8 | 667.6 | ||||||||
| 長期債務 | 8 | 446.7 | 396.0 | ||||||||
| 遞延所得稅負債 | 44.1 | 74.8 | |||||||||
| 租賃義務 | 10 | 2.2 | 2.6 | ||||||||
| 其他負債 | 8.5 | 3.4 | |||||||||
| 負債總額 | 985.8 | 1,496.8 | |||||||||
| 股權 | |||||||||||
| 普通股 | 13 | 3,334.5 | 3,163.5 | ||||||||
| 繳款盈餘 | 106.2 | 106.9 | |||||||||
| 其他儲備 | (31.2) | (135.9) | |||||||||
| 赤字 | (2,412.3) | (2,345.3) | |||||||||
| 權益總額 | 997.2 | 789.2 | |||||||||
| 負債和權益總額 | 1,983.0 | 2,286.0 | |||||||||
見附註簡明中期合併財務報表。
WWW.NEWGOLD.COm tsx:NGD 紐交所期權:NGD
簡明中期合併權益變動表
| 截至9月30日的九個月 | |||||||||||
| (以美元數百萬計的未經審計數額) | 單張債券 | 2024 | 2023 | ||||||||
| 普通股份 | |||||||||||
| 期初餘額 | 3,163.5 | 3,157.1 | |||||||||
| 普通股發行 | 13 | 164.6 | — | ||||||||
| 根據第一族協議發行普通股份 | 3.9 | 0.2 | |||||||||
| 行使期權和已獲得業績表現股份 | 2.5 | 2.7 | |||||||||
| 期末餘額 | 3,334.5 | 3,160.0 | |||||||||
| 貢獻溢價資本 | |||||||||||
| 期初餘額 | 106.9 | 107.8 | |||||||||
| 行使期權和已獲得業績表現股份 | 13 | (2.5) | (2.7) | ||||||||
| 股權結算股份支付 | 1.8 | 2.3 | |||||||||
| 期末餘額 | 106.2 | 107.4 | |||||||||
| 其他儲備 | |||||||||||
| 期初餘額 | (135.9) | (24.6) | |||||||||
| 在New Afton自由現金流償還義務上轉移積累的其他全面收入 | 9 | 114.5 | — | ||||||||
| 非流動衍生金融負債重新計價損失 | 9 | (9.8) | (41.3) | ||||||||
| 期末餘額 | (31.2) | (65.9) | |||||||||
| 赤字 | |||||||||||
| 期初餘額 | (2,345.3) | (2,280.8) | |||||||||
| 在New Afton自由現金流償還義務上轉移積累的其他全面收入 | 9 | (114.5) | — | ||||||||
| 47.5 | (37.1) | ||||||||||
| 期末餘額 | (2,412.3) | (2,317.9) | |||||||||
| 股東權益總計 | 997.2 | 883.6 | |||||||||
見附註簡明中期合併財務報表。
5
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TSX: tsx
紐交所美國:NGD
基本報表的簡明中期合併現金流量表
| 截至9月30日的三個月 | 截至9月30日的九個月 | ||||||||||||||||
| (以美元數百萬計的未經審計數額) | 單張債券 | 2024 | 2023 | 2024 | 2023 | ||||||||||||
| 營業收入 | |||||||||||||||||
| 37.9 | (2.7) | 47.5 | (37.1) | ||||||||||||||
| 調整原因： | |||||||||||||||||
| 匯率期貨損益 | 2.2 | (2.8) | (2.4) | 0.2 | |||||||||||||
| 折舊和遞耗 | 58.6 | 59.4 | 191.4 | 168.6 | |||||||||||||
| 其他非現金調整 | 15 | 21.7 | 25.4 | 74.6 | 86.8 | ||||||||||||
| 所得稅費用（收回） | 14 | (1.8) | 7.6 | (28.9) | 8.7 | ||||||||||||
| 財務收益 | 3 | (1.7) | (1.8) | (5.6) | (5.6) | ||||||||||||
| 財務成本 | 3 | 2.5 | 3.0 | 7.5 | 10.8 | ||||||||||||
| 回收和關閉成本支付 | 12 | (0.2) | (0.3) | (0.4) | (1.6) | ||||||||||||
| 119.2 | 87.9 | 283.7 | 230.8 | ||||||||||||||
| 非現金經營性工作資本變動 | 15 | 7.9 | 12.4 | 0.1 | (11.5) | ||||||||||||
| 所得稅追繳（已付） | 0.8 | (0.2) | (0.7) | (2.3) | |||||||||||||
| 經營活動現金流量淨額 | 127.9 | 100.1 | 283.2 | 217.0 | |||||||||||||
| 投資活動 | |||||||||||||||||
| 採礦權益 | (62.5) | (70.6) | (195.8) | (205.3) | |||||||||||||
| 出售股權投資的收益 | — | — | — | 24.5 | |||||||||||||
| 其他資產出售所得款 | — | — | 0.2 | — | |||||||||||||
| 利息收入 | 3 | 1.7 | 1.9 | 5.6 | 5.6 | ||||||||||||
| 投資活動現金流出 | (60.8) | (68.7) | (190.0) | (175.2) | |||||||||||||
| 籌資活動 | |||||||||||||||||
| 期權行使收入 | 0.7 | 0.1 | 0.9 | 1.6 | |||||||||||||
| 常股發行收入（扣除交易成本淨額） | 9 | — | — | 164.6 | — | ||||||||||||
| 租約支付額 | (0.1) | (1.4) | (1.9) | (7.7) | |||||||||||||
| 結算非流動衍生金融負債 | 9 | (8.2) | (6.6) | (22.9) | (21.3) | ||||||||||||
| New Afton自由現金流利息最低支付擔保 | 9 | (42.6) | — | (42.6) | — | ||||||||||||
| New Afton自由現金流利息支付結算 | 9 | — | — | (257.5) | — | ||||||||||||
| 支付的利息 | (18.8) | (17.5) | (36.2) | (34.8) | |||||||||||||
| 信貸工具（還款）提現 | 8 | (50.0) | — | 50.0 | — | ||||||||||||
| 籌資活動使用的現金 | (119.0) | (25.4) | (145.6) | (62.2) | |||||||||||||
| 匯率變動對現金及現金等價物的影響 | 0.1 | (1.0) | (0.5) | (1.0) | |||||||||||||
| 現金及現金等價物淨變動額 | (51.8) | 5.0 | (52.9) | (21.4) | |||||||||||||
| 現金及現金等價物期初餘額 | 184.4 | 174.4 | 185.5 | 200.8 | |||||||||||||
| 現金及現金等價物期末餘額 | 132.6 | 179.4 | 132.6 | 179.4 | |||||||||||||
| 現金及現金等價物包括： | |||||||||||||||||
| 現金 | 122.6 | 144.5 | 122.6 | 144.5 | |||||||||||||
| 短期貨幣市場工具 | 10.0 | 34.9 | 10.0 | 34.9 | |||||||||||||
| 132.6 | 179.4 | 132.6 | 179.4 | ||||||||||||||
See accompanying notes to the condensed interim consolidated financial statements.
6 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
NOTES TO THE UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended September 30, 2024
(Amounts expressed in millions of U.S. dollars, except per share amounts and unless otherwise noted)
1. Description of business and nature of operations
New Gold Inc. (“New Gold” or the “Company”) is an intermediate gold mining company engaged in the development and operation of mineral properties. The assets of the Company, directly or through its subsidiaries, are comprised of the Rainy River Mine in Ontario, Canada (“Rainy River”), and the New Afton Mine in British Columbia, Canada (“New Afton”).
The Company is a corporation governed by the Business Corporations Act (British Columbia). The Company’s shares are listed on the Toronto Stock Exchange and the NYSE American under the symbol NGD. The Company’s registered office is located at 925 West Georgia Street, Suite 1600, Vancouver, British Columbia, V6C 3L2, Canada. The Company's head office is located at 181 Bay Street, Suite 3320, Toronto, Ontario M5J 2T3.
2. Basis of preparation and material accounting policy information
(a) Statement of compliance
These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, as issued by the International Accounting Standards Board on a basis consistent with the accounting policies disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2023. These unaudited condensed interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2023 which includes information necessary or useful to understanding the Company's business and financial statement presentation.
In particular, the Company's accounting policies are presented as Note 2 in the audited consolidated financial statements for the year ended December 31, 2023 and have been consistently applied in the preparation of these unaudited condensed interim consolidated financial statements except as set out below.
These unaudited condensed interim consolidated financial statements were approved by the Board of Directors of the Company on October 29, 2024.
IAS 1 - Presentation of financial statements - classification of liabilities as current or non-current
Amendments to IAS 1 - Presentation of financial statements - classification of liabilities as current or non-current affect only the presentation of liabilities as current or non-current in the statement of financial position and not the amount or timing of recognition of any asset, liability, income or expense, or the information disclosed about those items. The amendments clarify that the classification of liabilities as current or non-current is based on rights that are in existence at the end of the reporting period, specify that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability, explain that rights are in existence if covenants are complied with at the end of the reporting period, and introduce a definition of 'settlement' to make clear that settlement refers to the
7 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
transfer to the counterparty of cash, equity instruments, other assets or services. The amendments are applied for annual periods beginning on or after January 1, 2024, which the Company has adopted. There was no material impact resulting from the adoption of these amendments.
IAS 1 - Presentation of financial statements non-current liabilities with covenants
Amendments to IAS 1 - Presentation of financial statements non-current liabilities with covenants specify that only covenants that an entity is required to comply with on or before the end of the reporting period affect the entity's right to defer settlement of a liability for at least twelve months after the reporting date (and therefore must be considered in assessing the classification of the liability as current or non-current). Such covenants affect whether the right exists at the end of the reporting period, even if compliance with the covenant is assessed only after the reporting date (e.g., a covenant based on the entity's financial position at the reporting date that is assessed for compliance only after the reporting date). The IASB also specifies that the right to defer settlement of a liability for at least twelve months after the reporting date is not affected if an entity only has to comply with a covenant after the reporting period. However, if the entity's right to defer settlement of a liability is subject to the entity complying with covenants within twelve months after the reporting period, an entity is required to disclose information that enables users of financial statements to understand the risk of the liabilities becoming repayable within twelve months after the reporting period. This would include information about the covenants (including the nature of the covenants and when the entity is required to comply with them), the carrying amount of related liabilities and facts and circumstances, if any, that indicate that the entity may have difficulties complying with the covenants. The amendments are applied for annual reporting periods beginning on or after January 1, 2024, which the Company has adopted. There was no material impact resulting from the adoption of these amendments.
Critical Judgement in the application of Accounting Policies - New Afton free cash flow interest
In 2020, New Gold entered into a strategic partnership with Ontario Teachers’ Pension Plan ("Ontario Teachers"). At contract inception, management assessed the nature of the agreement and determined the arrangement was a financial liability under the scope of IFRS 9. As the obligation contained an embedded derivative that would otherwise need to be accounted for separately at fair value through profit and loss ("FVTPL"), the Company elected this arrangement to be a financial liability at FVTPL, with initial and subsequent measurement at fair value, as permitted under IFRS 9. As part of the contractual modification of this arrangement (see Note 9) judgement was applied to determine whether the modification constituted a substantial modification of the original financial liability, and whether the resulting new agreement constituted a partial disposal of mining interest at New Afton.
Additionally, the Company applied judgement in determining the value of the disposed assets at New Afton which considered cash and non-cash consideration recognized in the transaction, the gain on the extinguishment of the financial instrument, and the carrying value of New Afton's mining interest at the valuation date.
8 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
3. Expenses
(a) Operating expenses by nature
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| OPERATING EXPENSES BY NATURE | ||||||||||||||
| Raw materials and consumables | 40.9 | 43.9 | 125.9 | 134.4 | ||||||||||
| Salaries and employee benefits | 46.4 | 35.3 | 133.6 | 108.2 | ||||||||||
| Contractors | 23.2 | 27.8 | 67.3 | 76.9 | ||||||||||
| Repairs and maintenance | 18.0 | 16.5 | 51.8 | 49.0 | ||||||||||
| General and administrative | 5.9 | 6.4 | 20.8 | 17.5 | ||||||||||
| Leases | 2.4 | 1.0 | 7.9 | 2.9 | ||||||||||
| Royalties | 2.5 | 2.2 | 6.7 | 6.4 | ||||||||||
| Drilling and analytical | 0.7 | 0.8 | 2.5 | 4.5 | ||||||||||
| Ore purchase costs | 0.7 | 1.2 | 1.8 | 6.8 | ||||||||||
| Other | 1.0 | 1.1 | 4.4 | 7.3 | ||||||||||
| Total production expenses | 141.7 | 136.2 | 422.7 | 413.9 | ||||||||||
| Less: Production expenses capitalized | (28.1) | (31.8) | (95.3) | (79.6) | ||||||||||
| Change in inventories (Note 6) | (6.0) | 3.1 | (3.5) | (4.7) | ||||||||||
| Total operating expenses | 107.6 | 107.5 | 323.9 | 329.6 | ||||||||||
(b) Finance income and costs
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| FINANCE INCOME | ||||||||||||||
| Interest income | 1.7 | 1.9 | 5.6 | 5.6 | ||||||||||
| FINANCE COSTS | ||||||||||||||
Interest on senior unsecured notes | 7.5 | 7.7 | 22.5 | 22.5 | ||||||||||
| Accretion | 1.2 | 1.1 | 3.6 | 3.5 | ||||||||||
| Other finance costs | 3.5 | 1.8 | 7.3 | 4.8 | ||||||||||
| Total finance costs | 12.2 | 10.6 | 33.4 | 30.8 | ||||||||||
| Less: amounts included in cost of qualifying assets | (9.7) | (7.5) | (25.9) | (20.0) | ||||||||||
| Total finance costs | 2.5 | 3.1 | 7.5 | 10.8 | ||||||||||
9 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
(c) Other (losses) and gains
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| OTHER (LOSSES) AND GAINS | ||||||||||||||
| (Loss) gain on foreign exchange | (2.3) | 3.2 | 2.5 | 0.3 | ||||||||||
| (Loss) gain on disposal of assets | (0.1) | — | (1.3) | (0.3) | ||||||||||
| (Loss) gain on revaluation of investments | (0.1) | (2.1) | 0.8 | (4.9) | ||||||||||
| Unrealized loss on revaluation of non-current derivative financial liabilities (Note 9) | (25.4) | (16.9) | (124.4) | (77.3) | ||||||||||
| Gain on extinguishment of New Afton free cash flow interest obligation (Note 9) | — | — | 42.3 | — | ||||||||||
| Gain (loss) on foreign exchange derivative | 1.4 | (3.3) | (2.5) | (0.8) | ||||||||||
| (Loss) gain on fuel hedge swap contracts | (0.5) | (0.2) | 0.5 | (0.5) | ||||||||||
Other | (2.1) | (1.0) | (2.5) | (1.1) | ||||||||||
| Total other losses | (29.1) | (20.3) | (84.6) | (84.6) | ||||||||||
4. Trade and other receivables
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
| TRADE AND OTHER RECEIVABLES | ||||||||
| Trade receivables | 12.5 | 10.2 | ||||||
| Sales tax receivable | 3.4 | 5.8 | ||||||
| Unsettled provisionally priced concentrate derivatives and swap contracts (Note 11) | (0.2) | (0.3) | ||||||
| Other | 0.8 | 0.6 | ||||||
| Total trade and other receivables | 16.5 | 16.3 | ||||||
5. Trade and other payables
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
| TRADE AND OTHER PAYABLES | ||||||||
| Trade payables | 35.1 | 61.5 | ||||||
| Interest payable | 6.6 | 14.1 | ||||||
| Accruals | 79.6 | 73.1 | ||||||
| New Afton free cash flow interest other liabilities (Note 9) | 20.0 | — | ||||||
| New Afton free cash flow interest obligation (Note 9) | — | 42.7 | ||||||
| Current portion of reclamation and closure cost obligations (Note 12) | 3.9 | 0.8 | ||||||
| Current portion of Rainy River gold stream obligation (Note 9) | 49.5 | 33.1 | ||||||
| Current portion of derivative liabilities (Note 11) | 0.5 | 1.1 | ||||||
| Current portion of lease liabilities (Note 10) | 1.0 | 2.6 | ||||||
| Total trade and other payables | 196.2 | 229.0 | ||||||
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6. Inventories
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
| INVENTORIES | ||||||||
Stockpile ore | 35.4 | 34.1 | ||||||
| Work-in-process | 17.2 | 5.3 | ||||||
Finished goods(1) | 8.8 | 16.8 | ||||||
| Supplies | 75.2 | 70.5 | ||||||
| Total inventories | 136.6 | 126.7 | ||||||
| Less: non-current inventories | (21.9) | — | ||||||
Total current inventories(2) | 114.7 | 126.7 | ||||||
1.The amount of inventories recognized in operating expenses for the three and nine months ended September 30, 2024 was $103.8 million and $313.2 million (2023 - $103.9 million and $319.0 million).
2.During the nine months ended September 30, 2024, the Company reversed the previously recorded $19.8 million write-down of low-grade stockpile, $14.6 million of which was reversed in the first quarter of 2024 and the remaining $5.2 million of which was reversed in the third quarter of 2024.
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7. Mining interests
| Mining Properties | |||||||||||||||||
| Depletable | Non-depletable | Plant & equipment | Construction in progress | Total | |||||||||||||
| (in millions of U.S. dollars) | |||||||||||||||||
| COST | |||||||||||||||||
| As at December 31, 2022 | 1,906.3 | 237.9 | 1,530.3 | 89.1 | 3,763.6 | ||||||||||||
| Additions | 45.0 | 147.9 | 17.1 | 100.2 | 310.2 | ||||||||||||
| Disposals | — | — | (9.0) | — | (9.0) | ||||||||||||
Transfers(1) | 49.9 | (18.6) | 45.5 | (76.8) | — | ||||||||||||
| As at December 31, 2023 | 2,001.2 | 367.2 | 1,583.9 | 112.5 | 4,064.8 | ||||||||||||
| Additions | 30.0 | 127.6 | 6.6 | 57.0 | 221.2 | ||||||||||||
| Disposals | — | — | (6.8) | — | (6.8) | ||||||||||||
Transfers(2) | 50.4 | (3.2) | 27.9 | (75.1) | — | ||||||||||||
Disposal of mineral property interest(3) | (324.2) | (110.2) | (173.9) | — | (608.3) | ||||||||||||
| As at September 30, 2024 | 1,757.4 | 381.4 | 1,437.7 | 94.4 | 3,670.9 | ||||||||||||
| ACCUMULATED DEPRECIATION | |||||||||||||||||
| As at December 31, 2022 | 1,108.9 | — | 790.8 | — | 1,899.7 | ||||||||||||
| Depreciation for the year | 137.2 | — | 108.8 | — | 246.0 | ||||||||||||
| Disposals | — | — | (8.1) | — | (8.1) | ||||||||||||
| As at December 31, 2023 | 1,246.1 | — | 891.5 | — | 2,137.6 | ||||||||||||
| Depreciation for the period | 123.3 | — | 78.6 | — | 201.9 | ||||||||||||
| Disposals | — | — | (7.7) | — | (7.7) | ||||||||||||
Disposal of mineral property interest(3) | (233.4) | (102.7) | (336.1) | ||||||||||||||
| As at September 30, 2024 | 1,136.0 | — | 859.7 | — | 1,995.7 | ||||||||||||
| CARRYING AMOUNT | |||||||||||||||||
| As at December 31, 2023 | 755.1 | 367.2 | 692.4 | 112.5 | 1,927.2 | ||||||||||||
| As at September 30, 2024 | 621.4 | 381.4 | 578.0 | 94.4 | 1,675.2 | ||||||||||||
1.In 2023, non-depletable transfers consisted of $18.6 million from the Rainy River Intrepid zone.
2.In 2024, $38.5 million in depletable transfers related to the Rainy River tailings dam raise. Non-depletable transfers of $3.2 million related to the Rainy River Intrepid zone.
3.In May 2024, the Company entered into an Amending Agreement with Ontario Teachers which was determined to be a partial disposal of mineral property of a net book value of $272.2 million. Refer to Note 9 for further detail.
Carrying amount by property as at September 30, 2024
| (in millions of U.S. dollars) | Depletable | Non- depletable | Plant & equipment | Construction in progress | Total | ||||||||||||
| MINING INTEREST BY SITE | |||||||||||||||||
New Afton | 258.6 | 340.4 | 197.0 | 26.5 | 822.5 | ||||||||||||
| Rainy River | 362.8 | 39.9 | 378.1 | 67.9 | 848.7 | ||||||||||||
Other(1) | — | 1.1 | 2.9 | — | 4.0 | ||||||||||||
| Carrying amount | 621.4 | 381.4 | 578.0 | 94.4 | 1,675.2 | ||||||||||||
1.Other includes corporate balances.
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Carrying amount by property as at December 31, 2023
| (in millions of U.S. dollars) | Depletable | Non- depletable | Plant & equipment | Construction in progress | Total | ||||||||||||
| MINING INTEREST BY SITE | |||||||||||||||||
New Afton | 373.5 | 359.9 | 275.2 | 23.7 | 1,032.3 | ||||||||||||
| Rainy River | 381.6 | 6.2 | 413.8 | 88.8 | 890.4 | ||||||||||||
Other(1) | — | 1.1 | 3.4 | — | 4.5 | ||||||||||||
| Carrying amount | 755.1 | 367.2 | 692.4 | 112.5 | 1,927.2 | ||||||||||||
1.Other includes corporate balances.
8. Long-term debt
Long-term debt consists of the following:
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
| LONG-TERM DEBT | ||||||||
| Senior unsecured notes - due July 15, 2027 (a) | 396.7 | 396.0 | ||||||
| Credit facility (b) | 50.0 | — | ||||||
| Total long-term debt | 446.7 | 396.0 | ||||||
(a) Senior Unsecured Notes - due July 15, 2027
As at September 30, 2024, the Company has $400.0 million of senior unsecured notes outstanding that mature and become due and payable on July 15, 2027 (the "2027 Unsecured Notes"). The 2027 Unsecured Notes are denominated in U.S. dollars and bear interest at the rate of 7.50% per annum. Interest is payable in arrears in equal semi-annual installments on January 15 and July 15 of each year.
The 2027 Unsecured Notes are subject to a minimum interest coverage incurrence covenant of earnings before interest, taxes, depreciation, amortization, impairment, and other non-cash adjustments to interest of 2:1. The test is applied on a pro-forma basis prior to the Company incurring additional debt, entering into business combinations or acquiring significant assets, and certain corporate actions. There are no maintenance covenants.
The 2027 Unsecured Notes are redeemable by the Company in whole or in part during the 12-month period beginning on July 15 of the years indicated at the redemption prices below, expressed as a percentage of the principal amount of the 2027 Unsecured Notes to be redeemed, plus accrued and unpaid interest, if any, to the redemption date:
Date | Redemption prices (%) | ||||
July 15, 2024 | 101.88 | ||||
July 15, 2025 and thereafter | 100.00 | ||||
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(b) Credit Facility
The Company holds a revolving credit facility (the "Credit Facility") with a maturity date of December 2026 and a borrowing limit of $400.0 million. During the second quarter of 2024, the Company drew $100.0 million under the Credit Facility to partially fund the payment under Amending Agreement (as defined in Note 9 below) with Ontario Teachers. During the third quarter of 2024, the Company repaid $50.0 million under the Credit Facility, reducing the outstanding amount to $50.0 million as at September 30, 2024.
The Credit Facility contains various covenants customary for a loan facility of this nature, including limits on indebtedness, asset sales, and liens. The Credit Facility contains three covenant tests, all of which are measured on a rolling four-quarter basis at the end of every quarter:
•The minimum interest coverage ratio, being earnings before interest, taxes, depreciation, amortization, exploration, impairment, and other non-cash adjustments (“Adjusted EBITDA”) to interest;
•The maximum net debt to Adjusted EBITDA ratio (“Leverage Ratio”); and
•The maximum gross secured debt to Adjusted EBITDA (“Secured Leverage Ratio”).
Significant financial covenants are as follows:
| Twelve months ended September 30 | Twelve months ended December 31 | ||||||||||
| Financial Covenant | 2024 | 2023 | |||||||||
| FINANCIAL COVENANTS | |||||||||||
| Minimum interest coverage ratio (Adjusted EBITDA to interest) | >3.0:1.0 | 10.2 : 1 | 8.1 : 1 | ||||||||
| Maximum leverage ratio (net debt to Adjusted EBITDA) | <4.5:1.0 | 1.4 : 1 | 1.4 : 1 | ||||||||
| Maximum secured leverage ratio (gross secured debt to Adjusted EBITDA) | <2.0:1.0 | 0.2 : 1 | 0.1 : 1 | ||||||||
The interest margin on drawings under the Credit Facility ranges from 1.25% to 3.75% over term-adjusted SOFR, the Prime Rate or the Base Rate based on the Company’s Leverage Ratio, and the currency and type of credit selected by the Company. Based on the Company’s Leverage Ratio, the rate is 2.50% over term-adjusted SOFR as at September 30, 2024 (December 31, 2023 – 2.50% over term-adjusted SOFR). The standby fees on undrawn amounts under the Credit Facility range from 0.51% to 0.84% over SOFR, depending on the Company’s Leverage Ratio. Based on the Company’s Leverage Ratio, the rate is 0.56% over SOFR as at September 30, 2024 (December 31, 2023 – 0.56% over SOFR).
For the nine months ended September 30, 2024, the Company has drawn $50.0 million under the Credit Facility to fund the payment under the Amending Agreement with Ontario Teachers' Pension Plan. The Credit Facility has been used to issue letters of credit amounting to $23.8 million (December 31, 2023 - $26.7 million). Letters of credit relate to reclamation bonds and other financial assurances required with various government agencies.
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9. Non-current derivative financial liabilities
The following is a summary of the change in non-current derivative financial liabilities:
| (in millions of U.S. dollars) | Rainy River | New Afton | Total | ||||||||
| CHANGE IN NON-CURRENT DERIVATIVE FINANCIAL LIABILITIES | |||||||||||
| Balance, December 31, 2022 | 174.7 | 378.9 | 553.6 | ||||||||
| Settlements during the period | (29.8) | — | (29.8) | ||||||||
Fair value adjustments related to changes in the Company’s own credit risk(1) | 25.2 | 86.1 | 111.3 | ||||||||
Other fair value adjustments(2) | 29.8 | 78.4 | 108.2 | ||||||||
| Balance, December 31, 2023 | 199.9 | 543.4 | 743.3 | ||||||||
Less: current portion | (33.1) | (42.7) | (75.7) | ||||||||
| Non-current portion of derivative financial liabilities | 166.8 | 500.7 | 667.6 | ||||||||
| Balance, December 31, 2023 | 199.9 | 543.4 | 743.3 | ||||||||
Settlements during the period(3) | (23.6) | — | (23.6) | ||||||||
Fair value adjustments related to changes in the Company’s own credit risk(1) | (2.4) | 12.2 | 9.8 | ||||||||
Other fair value adjustments(2) | 45.4 | 79.0 | 124.4 | ||||||||
Extinguishment of New Afton free cash flow interest obligation(4) | — | (634.6) | (634.6) | ||||||||
Balance, September 30, 2024 | 219.3 | — | 219.3 | ||||||||
Less: current portion(5) | (49.5) | — | (49.5) | ||||||||
| Non-current portion of derivative financial liabilities | 169.8 | — | 169.8 | ||||||||
1.Fair value adjustments related to changes in the Company’s own credit risk are included in other comprehensive income.
2.Other fair value adjustments are included in Other Losses in the condensed interim consolidated income statements.
3.Settlements during the period are on an accrual basis. During the nine months ended September 30, 2024, the Company paid $22.9 million in cash towards settlements of the Rainy River gold stream obligation.
4.In May 2024, the Company entered into an amending agreement with the original financial instrument determined to be extinguished as of May 31, 2024. See below for further detail.
5.The current portion of the derivative financial liabilities is included in trade and other payables on the statement of financial position. For New Afton, this includes the minimum cash guarantee, see below.
Rainy River gold stream obligation
In 2015, the Company entered into a $175 million streaming transaction with RGLD Gold AG, a wholly owned subsidiary of Royal Gold Inc. (“Royal Gold”). Under the terms of the agreement, the Company will deliver to Royal Gold 6.5% of gold production from Rainy River up to a total of 230,000 ounces of gold and then 3.25% of the mine’s gold production thereafter. The Company will also deliver to Royal Gold 60% of the mine’s silver production to a maximum of 3.1 million ounces and then 30% of silver production thereafter.
In addition to the upfront $175.0 million deposit, Royal Gold will pay 25% of the average spot gold or silver price at the time each ounce of gold or silver is delivered under the stream. The difference between the spot price of metal and the cash received from Royal Gold will reduce the $175.0 million deposit over the life of the mine. Upon expiry of the 40 year term of the agreement (which may be extended in certain circumstances), any balance of the $175.0 million upfront deposit remaining unpaid will be refunded to Royal Gold.
The Company has designated the Rainy River gold stream obligation as FVTPL under the scope of IFRS 9. Accordingly, the Company values the liability at the present value of its expected future cash flows at
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each reporting period with changes in fair value reflected in the condensed interim consolidated income statements and condensed interim consolidated statements of comprehensive income.
Fair value adjustments represent the net effect on the Rainy River gold stream obligation of changes in the variables included in the Company’s valuation model between the date of receipt of deposit and the reporting date.
New Afton free cash flow interest obligation
In 2020, New Gold entered into a strategic partnership ("Original Agreement") with Ontario Teachers. Under the terms of the Original Agreement, Ontario Teachers acquired a 46% free cash flow interest in the New Afton mine for upfront cash proceeds of $300 million. The Original Agreement was determined to be a financial liability that the Company designated as FVTPL under the scope of IFRS 9. Fair value of the Original Agreement on initial recognition was determined by the amount of cash received. Subsequent fair value was calculated on each reporting date with gains and losses recorded in net earnings. Fair value adjustments as a result of the Company's own credit risk are recorded in the consolidated statement of comprehensive income, as required by IFRS 9 for financial liabilities designated as FVTPL.
In May 2024, the Company entered into an amending agreement ("Amending Agreement") with Ontario Teachers to reduce the cash flow interest to 19.9% in exchange for a cash payment of $255.0 million. The Company determined that the Amending Agreement constituted a substantial modification of the Original Agreement which resulted in a derecognition of the FVTPL liability. Consideration for the disposal comprised of the $255.0 million cash payment, $2.5 million in transaction costs, the 19.9% free cash flow interest, and a contingent obligation of $20.0 million to Ontario Teachers should there be a change of control of New Gold prior to January 2026.
The Company determined that the Amending Agreement constituted an executory contract and a partial disposal of the New Afton Mining Interest. The Amending Agreement did not include embedded derivatives, minimum cash flow guarantees, or any other clauses that would create a present obligation under IFRS 9. As a result of the extinguishment of the FVTPL liability, the Company recognized a $42.3 million gain on extinguishment.
In July 2024, the Company made a final payment of $42.6 million to Ontario Teachers as part of the minimum cash guarantee under the terms of the Original Agreement.
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Summary of changes in the New Afton free cash flow interest obligation during the nine months ended September 30, 2024:
| (in millions of U.S. dollars) | |||||
| Fair Value of Original Agreement on March 31, 2024 | 599.8 | ||||
| Unrealized loss on revaluation of liability | 34.8 | ||||
Fair value of Original Agreement on May 31, 2024 | 634.6 | ||||
| Cash consideration | (257.5) | ||||
Partial disposition of mining interest at New Afton | (272.2) | ||||
| Original Agreement guaranteed minimum liability | (42.6) | ||||
| Amending Agreement change of control liability | (20.0) | ||||
| Gain on extinguishment | 42.3 | ||||
Components of the adjustment to fair value for the non-current derivative financial liabilities, including the New Afton free cash flow interest obligation prior to extinguishment, at each reporting date include:
Financial instrument | Components of the adjustment to fair value | ||||
| Rainy River gold stream obligation | •Accretion expense due to passage of time •Change in the risk-free interest rate •Change in the Company specific credit spread •Change in any expected ounces to be delivered •Change in future metal prices | ||||
| New Afton free cash flow interest obligation | •Accretion expense due to passage of time •Change in the risk-free interest rate •Change in the Company specific credit spread •Change in any expected ounces to be delivered •Change in future metal prices •Change in production profile, operating and capital costs at New Afton, including considerations to the minimum cash guarantee over the first four years of the instrument | ||||
10. Leases
(a) Right-of-use assets
The Company leases assets such as buildings, mobile equipment, and machinery. These assets are included in Mining Interests on the statement of financial position and are classified as plant & equipment as per Note 7 of the Company’s condensed interim consolidated financial statements.
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
RIGHT-OF-USE ASSETS | ||||||||
| Opening balance | 17.9 | 21.4 | ||||||
| Additions | 0.4 | 4.3 | ||||||
| Depreciation | (1.2) | (7.3) | ||||||
Transfers(1) | (11.8) | — | ||||||
Disposals | — | (0.5) | ||||||
| Total right-of-use-assets | 5.3 | 17.9 | ||||||
1.Transfers of right-of-use assets (net of accumulated depreciation) from leased to owned.
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(b) Lease liabilities
Please see below for a maturity analysis of the Company’s lease payments:
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
| MATURITY ANALYSIS FOR LEASES | ||||||||
| Less than 1 year | 1.0 | 2.6 | ||||||
| Between 1 and 3 years | 1.4 | 1.4 | ||||||
| Between 3 and 5 years | 1.4 | 1.3 | ||||||
| More than 5 years | 0.1 | 0.5 | ||||||
Total undiscounted lease payments(1) | 3.9 | 5.8 | ||||||
| Carrying value of lease liabilities | 3.2 | 5.2 | ||||||
Less: current portion of lease liabilities(2) | (1.0) | (2.6) | ||||||
| Non-current portion of lease liabilities | 2.2 | 2.6 | ||||||
1.Total undiscounted lease payments excludes leases that are classified as short term and leases for low value assets, which are not recognized as lease liabilities.
2.The current portion of the lease liabilities is included in trade and other payables on the statement of financial position.
For the three and nine months ended September 30, 2024, the Company recognized $nil and $0.2 million in interest expense on lease liabilities (2023 - $0.2 million and $0.3 million).
For the three and nine months ended September 30, 2024, the Company expensed $1.9 million and $8.2 million related to leases that are classified as short term (2023 - $1.5 million and $2.0 million).
11. Derivative instruments
| As at September 30 | As at December 31 | |||||||
| (in millions of U.S. dollars) | 2024 | 2023 | ||||||
| DERIVATIVE ASSETS (LIABILITIES) | ||||||||
Foreign exchange forward contracts(1) | 0.9 | 3.2 | ||||||
Fuel hedge swap contracts(2) | (0.5) | (1.1) | ||||||
Unsettled provisionally priced concentrate derivatives, and swap contracts(3) | (0.2) | (0.3) | ||||||
1.Foreign exchange forward contracts are included within prepaid expenses and other in the statement of financial position.
2.Fuel hedge swap contracts are included within trade and other payables in the statement of financial position.
3.Unsettled provisionally priced concentrate derivatives are included within trade and other receivables in the statement of financial position.
(a) Provisionally priced contracts
The Company had provisionally priced sales for which price finalization is outstanding at September 30, 2024. Realized and unrealized gains (losses) on the provisional pricing of concentrate sales are classified as revenue, with the unsettled provisionally priced concentrate derivatives included in trade and other receivables. The Company enters into gold and copper swap contracts to reduce exposure to gold and copper prices. Realized and unrealized gains (losses) are recorded in revenue, with the unsettled gold and copper swaps included in trade and other receivables.
The following tables summarize the realized and unrealized gains and losses on provisionally priced sales:
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| Three months ended September 30, 2024 | Nine months ended September 30, 2024 | |||||||||||||||||||
| (in millions of U.S. dollars) | Gold | Copper | Total | Gold | Copper | Total | ||||||||||||||
| GAIN (LOSS) ON THE PROVISIONAL PRICING OF CONCENTRATE SALES | ||||||||||||||||||||
| Realized | 2.2 | (1.3) | 0.9 | 6.7 | 4.6 | 11.3 | ||||||||||||||
| Unrealized | 1.1 | 3.2 | 4.3 | 1.3 | 2.6 | 3.9 | ||||||||||||||
| Total gain | 3.3 | 1.9 | 5.2 | 8.0 | 7.2 | 15.2 | ||||||||||||||
| Three months ended September 30, 2023 | Nine months ended September 30, 2023 | |||||||||||||||||||
| (in millions of U.S. dollars) | Gold | Copper | Total | Gold | Copper | Total | ||||||||||||||
| GAIN (LOSS) ON THE PROVISIONAL PRICING OF CONCENTRATE SALES | ||||||||||||||||||||
| Realized | (0.1) | (0.2) | (0.3) | 1.3 | 2.0 | 3.3 | ||||||||||||||
| Unrealized | (1.2) | (0.1) | (1.3) | (1.3) | (0.7) | (2.0) | ||||||||||||||
| Total (loss) gain | (1.3) | (0.3) | (1.6) | — | 1.3 | 1.3 | ||||||||||||||
The following tables summarize the realized and unrealized gains and losses on gold and copper swap contracts:
| Three months ended September 30, 2024 | Nine months ended September 30, 2024 | |||||||||||||||||||
| (in millions of U.S. dollars) | Gold | Copper | Total | Gold | Copper | Total | ||||||||||||||
GAIN (LOSS) ON SWAP CONTRACTS | ||||||||||||||||||||
| Realized | (1.5) | 2.6 | 1.1 | (4.8) | (2.8) | (7.6) | ||||||||||||||
| Unrealized | (1.5) | (4.2) | (5.7) | (1.4) | (2.7) | (4.1) | ||||||||||||||
| Total loss | (3.0) | (1.6) | (4.6) | (6.2) | (5.5) | (11.7) | ||||||||||||||
| Three months ended September 30, 2023 | Nine months ended September 30, 2023 | |||||||||||||||||||
| (in millions of U.S. dollars) | Gold | Copper | Total | Gold | Copper | Total | ||||||||||||||
GAIN (LOSS) ON SWAP CONTRACTS | ||||||||||||||||||||
| Realized | 0.6 | 0.6 | 1.2 | (0.9) | (0.9) | (1.8) | ||||||||||||||
| Unrealized | 0.6 | (0.2) | 0.4 | 1.0 | 0.8 | 1.8 | ||||||||||||||
| Total gain (loss) | 1.2 | 0.4 | 1.6 | 0.1 | (0.1) | — | ||||||||||||||
The following table summarizes the net exposure to the impact of movements in market commodity prices for provisionally priced sales:
| As at September 30 | As at December 31 | |||||||
| 2024 | 2023 | |||||||
VOLUMES SUBJECT TO FINAL PRICING NET OF OUTSTANDING SWAPS | ||||||||
| Gold ounces (000s) | 0.8 | — | ||||||
| Copper pounds (millions) | 0.6 | — | ||||||
(b) Foreign exchange forward contracts
The Company entered into foreign exchange forward contracts in order to hedge operating costs at the New Afton and Rainy River mines. These contracts are treated as derivative financial instruments and marked-to-market at each reporting period on the consolidated statement of financial position with
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changes in fair value recognized in other gains and losses. Realized gains and losses are recorded within operating expenses.
The Company entered into foreign exchange forward contracts hedging an average of C$42.0 million per month in the first half of 2024, and C$45.0 million per month in the second half of 2024. As at September 30, 2024, the fair value of the unrealized foreign exchange forward contract assets was $0.9 million (December 31, 2023 - $3.2 million forward contract assets).
(c) Fuel hedge swap contracts
The Company entered into diesel fuel hedge swap contracts for the Rainy River Mine in order to reduce exposure to volatile fuel prices. These contracts are treated as derivative financial instruments and marked to market at each reporting period on the consolidated statement of financial position with changes in fair value recognized in other gains and losses. Realized gains and losses are recorded within operating expenses.
The Company hedged an average of 0.7 million gallons per month during 2024, and 0.3 million gallons per month for the first quarter of 2025. As at September 30, 2024, the fair value of the unrealized fuel hedge swap contract liabilities were $0.5 million (December 31, 2023 - $1.1 million).
12. Reclamation and closure cost obligations
Changes to the reclamation and closure cost obligations are as follows:
| (in millions of U.S. dollars) | Rainy River | New Afton | Cerro San Pedro | Total | ||||||||||
| CHANGES TO RECLAMATION AND CLOSURE COST OBLIGATIONS | ||||||||||||||
| Balance – December 31, 2022 | 87.6 | 32.3 | 1.3 | 121.2 | ||||||||||
| Reclamation expenditures | (0.5) | — | (1.9) | (2.4) | ||||||||||
| Unwinding of discount | 2.7 | 0.9 | — | 3.6 | ||||||||||
| Revisions to expected cash flows | (0.8) | (0.8) | 0.8 | (0.8) | ||||||||||
| Foreign exchange movement | 2.0 | 0.7 | (0.1) | 2.6 | ||||||||||
| Balance – December 31, 2023 | 91.0 | 33.1 | 0.1 | 124.2 | ||||||||||
| Less: current portion of closure costs (Note 5) | (0.8) | — | — | (0.8) | ||||||||||
| Non-current portion of closure costs | 90.2 | 33.1 | 0.1 | 123.4 | ||||||||||
| Balance – December 31, 2023 | 91.0 | 33.1 | 0.1 | 124.2 | ||||||||||
| Reclamation expenditures | (0.3) | — | (0.1) | (0.4) | ||||||||||
| Unwinding of discount | 2.1 | 0.7 | — | 2.8 | ||||||||||
| Revisions to expected cash flows | (2.0) | (0.7) | — | (2.7) | ||||||||||
| Foreign exchange movement | (1.7) | (0.7) | — | (2.4) | ||||||||||
Balance – September 30, 2024 | 89.1 | 32.4 | — | 121.5 | ||||||||||
| Less: current portion of closure costs (Note 5) | (3.8) | (0.1) | — | (3.9) | ||||||||||
| Non-current portion of closure costs | 85.3 | 32.3 | — | 117.6 | ||||||||||
20 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
13. Share capital
At September 30, 2024, the Company had an unlimited number of authorized common shares, of which 790.9 million common shares were issued and outstanding.
(a) No par value common shares issued
| Number of shares | Value of shares | |||||||
| (in millions of U.S. dollars, except where noted) | (000s) | $ | ||||||
| NO PAR VALUE COMMON SHARES ISSUED | ||||||||
| Balance at December 31, 2022 | 682,277 | 3,157.1 | ||||||
| Issuance of common shares under First Nations agreements | 181 | 0.1 | ||||||
| Issuance of flow through shares | 1,642 | 2.3 | ||||||
| Exercise of options and vested performance share units | 2,906 | 4.0 | ||||||
| Balance at December 31, 2023 | 687,006 | 3,163.5 | ||||||
Issuance of common shares(1) | 100,395 | 164.6 | ||||||
| Issuance of common shares under First Nations agreements | 2,400 | 3.9 | ||||||
| Exercise of options and vested performance share units | 1,100 | 2.5 | ||||||
Balance at September 30, 2024 | 790,901 | 3,334.5 | ||||||
1.In May 2024, the Company completed an equity issuance of 100,395,000 common shares at a price of $1.72 per common share for gross proceeds of $172.7 million. Transaction costs amounted to $8.1 million and have been netted against the gross proceeds of the equity issuance.
(b) Share-based payment expenses
The following table summarizes share-based payment expenses:
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
SHARE-BASED PAYMENT EXPENSES(1) | ||||||||||||||
| Stock option expense | — | — | 0.1 | 0.2 | ||||||||||
| Performance share unit expense | 1.5 | 0.2 | 2.0 | 0.9 | ||||||||||
Restricted share unit expense | 8.0 | 0.9 | 11.7 | 2.2 | ||||||||||
| Deferred share unit expense | 3.9 | (0.2) | 5.8 | 0.5 | ||||||||||
| Shares issued under First Nations agreements | — | — | 0.2 | — | ||||||||||
| Total share-based payment expenses | 13.4 | 0.9 | 19.8 | 3.8 | ||||||||||
1. For the three and nine months ended September 30, 2024, $4.5 million and $6.6 million of share-based expenses were recognized in operating expenses (2023 – $0.3 million and $1.3 million).
21 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
Stock options
The following table presents changes in the Company’s stock option plan:
| Number of options | Weighted average exercise price | |||||||
| (000s) | C$/share | |||||||
| CHANGES TO THE COMPANY'S STOCK OPTION PLAN | ||||||||
| Balance at December 31, 2022 | 4,851 | 1.59 | ||||||
| Exercised | (2,401) | 1.20 | ||||||
| Forfeited | (158) | 2.02 | ||||||
| Expired | (562) | 2.09 | ||||||
| Balance at December 31, 2023 | 1,730 | 1.93 | ||||||
| Exercised | (906) | 1.84 | ||||||
| Forfeited | (307) | 2.03 | ||||||
| Expired | (30) | 1.81 | ||||||
Balance at September 30, 2024 | 487 | 2.04 | ||||||
Net income (loss) per share
The following table sets out the calculation of gain (loss) per share:
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars, except where noted) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| CALCULATION OF NET INCOME (LOSS) PER SHARE | ||||||||||||||
| Net income (loss) | 37.9 | (2.7) | 47.5 | (37.1) | ||||||||||
Basic weighted average number of shares outstanding (in millions) | 790.7 | 684.5 | 739.1 | 683.0 | ||||||||||
| Dilution of securities: | ||||||||||||||
| Stock options, deferred share units, performance share units | 5.4 | — | 5.3 | — | ||||||||||
Diluted weighted average number of shares outstanding (in millions) | 796.1 | 684.5 | 744.5 | 683.0 | ||||||||||
| Net income (loss) per share: | ||||||||||||||
| Basic | 0.05 | (0.00) | 0.06 | (0.05) | ||||||||||
| Diluted | 0.05 | (0.00) | 0.06 | (0.05) | ||||||||||
The following table lists the equity securities excluded from the calculation of diluted net income (loss) per share. All stock options, deferred share units, and performance share units are excluded from the calculation when the Company is in a net loss position.
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of units) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| EQUITY SECURITIES EXCLUDED FROM THE CALCULATION OF DILUTED EARNINGS (LOSS) PER SHARE | ||||||||||||||
| Stock options, deferred share units, performance share units | — | 2.9 | — | 2.9 | ||||||||||
22 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
14. Income and mining taxes
The following table outlines the composition of income tax expense between current tax and deferred tax:
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
Current income and mining tax expense | 0.7 | 0.8 | 1.7 | 2.1 | ||||||||||
Deferred income and mining tax (recovery) expense | (2.5) | 6.8 | (30.6) | 6.6 | ||||||||||
| Total income tax (recovery) expense | (1.8) | 7.6 | (28.9) | 8.7 | ||||||||||
1. In May 2024, the Company recognized a deferred income tax recovery of $35.1 million related to the New Afton free cash flow interest Amending Agreement. Refer to Note 9 for further details.
15. Supplemental cash flow information
Supplemental cash flow information (included within operating activities) is as follows:
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| CHANGE IN NON-CASH OPERATING WORKING CAPITAL | ||||||||||||||
| Trade and other receivables | (0.8) | 2.8 | 0.2 | (0.5) | ||||||||||
| Inventories | (3.0) | 2.5 | 2.0 | (9.9) | ||||||||||
| Prepaid expenses and other | 0.3 | (6.1) | 4.3 | (5.1) | ||||||||||
| Trade and other payables | 11.4 | 13.2 | (6.4) | 4.0 | ||||||||||
| Total change in non-cash operating working capital | 7.9 | 12.4 | 0.1 | (11.5) | ||||||||||
| Three months ended September 30 | Nine months ended September 30 | |||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | ||||||||||
| OTHER NON-CASH ADJUSTMENTS | ||||||||||||||
| (Gain) loss on revaluation of foreign exchange forward contracts and fuel hedge swap contracts | (1.1) | 4.0 | 1.8 | 1.8 | ||||||||||
| Unrealized loss on concentrate contracts | 1.2 | 0.9 | 0.2 | 0.2 | ||||||||||
| Equity settled share-based payment expense | 0.2 | 0.1 | 0.4 | 0.6 | ||||||||||
| Gain on extinguishment of New Afton free cash flow obligation | — | — | (42.3) | — | ||||||||||
| Loss on disposal of assets | 0.1 | 0.6 | 1.3 | 0.9 | ||||||||||
| Unrealized loss on revaluation of non-current derivative financial instruments | 25.4 | 16.8 | 124.4 | 77.3 | ||||||||||
| Loss on revaluation of CSP’s reclamation and closure cost obligation | — | 0.4 | — | 0.6 | ||||||||||
| Inventory net realizable value write-up (Note 6) | (4.2) | 0.4 | (10.4) | 0.5 | ||||||||||
| Loss (gain) on revaluation of investments | 0.1 | 2.2 | (0.8) | 4.9 | ||||||||||
| Total other non-cash adjustments | 21.7 | 25.4 | 74.6 | 86.8 | ||||||||||
23 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
16. Segmented information
(a) Segment revenues and results
The Company has operating mines in one principal geographical area - Canada (country of domicile).The Company manages its reportable segments by operating mines. Income (loss) from operations of reportable operating segments are reviewed by the Company's chief operating decision maker to make decisions about resources to be allocated to the segments and to assess their performance. The results from operations for these reportable operating segments are summarized in the following tables:
| Three months ended September 30, 2024 | ||||||||||||||
| (in millions of U.S. dollars) | Rainy River | New Afton | Corporate(1) | Total | ||||||||||
| OPERATING SEGMENT RESULTS | ||||||||||||||
| Gold revenues | 168.1 | 35.1 | — | 203.2 | ||||||||||
| Copper revenues | — | 43.9 | — | 43.9 | ||||||||||
| Silver revenues | 4.1 | 0.8 | — | 4.9 | ||||||||||
Total revenues(2) | 172.2 | 79.8 | — | 252.0 | ||||||||||
| Operating expenses | 73.2 | 34.4 | — | 107.6 | ||||||||||
| Depreciation and depletion | 45.7 | 12.6 | — | 58.3 | ||||||||||
| Revenue less cost of goods sold | 53.3 | 32.8 | — | 86.1 | ||||||||||
| Corporate administration | — | — | 5.5 | 5.5 | ||||||||||
| Share-based payment expenses | — | — | 8.9 | 8.9 | ||||||||||
| Exploration and business development | 2.5 | 2.9 | 0.3 | 5.7 | ||||||||||
| Income (loss) from operations | 50.8 | 29.9 | (14.7) | 66.0 | ||||||||||
| Finance income | 1.7 | |||||||||||||
| Finance costs | (2.5) | |||||||||||||
| Other income | (29.1) | |||||||||||||
| Income before taxes | 36.1 | |||||||||||||
1.Corporate includes corporate balances and Cerro San Pedro.
2.Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the three months ended September 30, 2024.
24 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
| Three months ended September 30, 2023 | ||||||||||||||
| (in millions of U.S. dollars) | Rainy River | New Afton | Corporate(1) | Total | ||||||||||
| OPERATING SEGMENT RESULTS | ||||||||||||||
| Gold revenues | 120.0 | 31.7 | — | 151.7 | ||||||||||
| Copper revenues | — | 46.4 | — | 46.4 | ||||||||||
| Silver revenues | 2.5 | 0.7 | — | 3.2 | ||||||||||
Total revenues(2) | 122.5 | 78.8 | — | 201.3 | ||||||||||
| Operating expenses | 65.9 | 41.6 | — | 107.5 | ||||||||||
| Depreciation and depletion | 40.1 | 18.7 | — | 58.8 | ||||||||||
| Revenue less cost of goods sold | 16.5 | 18.5 | — | 35.0 | ||||||||||
| Corporate administration | — | — | 5.8 | 5.8 | ||||||||||
| Share-based payment expenses | — | — | 0.6 | 0.6 | ||||||||||
| Exploration and business development | 0.1 | 1.9 | 0.2 | 2.2 | ||||||||||
| Income (loss) from operations | 16.4 | 16.6 | (6.6) | 26.4 | ||||||||||
| Finance income | 1.9 | |||||||||||||
| Finance costs | (3.1) | |||||||||||||
Other losses | (20.3) | |||||||||||||
Loss before taxes | 4.9 | |||||||||||||
1.Corporate includes corporate balances and Cerro San Pedro.
2.Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the three months ended September 30, 2023.
| Nine months ended September 30, 2024 | ||||||||||||||
| (in millions of U.S. dollars) | Rainy River | New Afton | Corporate(1) | Total | ||||||||||
| OPERATING SEGMENT RESULTS | ||||||||||||||
| Gold revenues | 394.5 | 109.8 | — | 504.3 | ||||||||||
| Copper revenues | — | 144.4 | — | 144.4 | ||||||||||
| Silver revenues | 11.1 | 2.5 | — | 13.6 | ||||||||||
Total revenues(2) | 405.6 | 256.7 | — | 662.3 | ||||||||||
| Operating expenses | 203.0 | 120.9 | — | 323.9 | ||||||||||
| Depreciation and depletion | 137.2 | 53.6 | — | 190.8 | ||||||||||
| Revenue less cost of goods sold | 65.4 | 82.2 | — | 147.6 | ||||||||||
| Corporate administration | — | — | 16.7 | 16.7 | ||||||||||
| Share-based payment expenses | — | — | 13.2 | 13.2 | ||||||||||
Exploration and business development(3) | 5.4 | 9.1 | (1.9) | 12.6 | ||||||||||
| Income (loss) from operations | 60.0 | 73.1 | (28.0) | 105.1 | ||||||||||
| Finance income | 5.6 | |||||||||||||
| Finance costs | (7.5) | |||||||||||||
| Other income | (84.6) | |||||||||||||
| Income before taxes | 18.6 | |||||||||||||
1.Corporate includes corporate balances and Cerro San Pedro.
2.Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the nine months ended September 30, 2024.
3.Exploration and business development includes BC Exploration tax credits of $3.2 million received in the nine months ended September 30, 2024.
25 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
26 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
| Nine months ended September 30, 2023 | ||||||||||||||
| (in millions of U.S. dollars) | Rainy River | New Afton | Corporate(1) | Total | ||||||||||
| OPERATING SEGMENT RESULTS | ||||||||||||||
| Gold revenues | 372.3 | 86.6 | — | 458.9 | ||||||||||
| Copper revenues | — | 118.6 | — | 118.6 | ||||||||||
| Silver revenues | 8.0 | 1.8 | — | 9.8 | ||||||||||
Total revenues(2) | 380.3 | 207.0 | — | 587.3 | ||||||||||
| Operating expenses | 208.1 | 121.5 | — | 329.6 | ||||||||||
| Depreciation and depletion | 118.8 | 49.4 | — | 168.2 | ||||||||||
| Revenue less cost of goods sold | 53.4 | 36.1 | — | 89.5 | ||||||||||
| Corporate administration | — | — | 17.9 | 17.9 | ||||||||||
| Share-based payment expenses | — | — | 2.5 | 2.5 | ||||||||||
| Exploration and business development | 0.2 | 6.9 | 0.6 | 7.7 | ||||||||||
| Income (loss) from operations | 53.2 | 29.2 | (21.0) | 61.4 | ||||||||||
| Finance income | 5.6 | |||||||||||||
| Finance costs | (10.8) | |||||||||||||
Other losses | (84.6) | |||||||||||||
Loss before taxes | (28.4) | |||||||||||||
1.Corporate includes corporate balances and Cerro San Pedro.
2.Segmented revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the nine months ended September 30, 2023.
(b) Segmented assets and liabilities
The following table presents the segmented assets and liabilities:
| Total assets | Total liabilities | Capital expenditures(1) | ||||||||||||||||||||||||
| As at September 30 | As at December 31 | As at September 30 | As at December 31 | Three months ended September 30 | Nine months ended September 30 | |||||||||||||||||||||
| (in millions of U.S. dollars) | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | ||||||||||||||||||
| SEGMENTED ASSETS AND LIABILITIES | ||||||||||||||||||||||||||
| Rainy River | 974.3 | 1,015.4 | 366.8 | 357.1 | 31.9 | 32.0 | 101.3 | 96.1 | ||||||||||||||||||
| New Afton | 889.0 | 1,101.1 | 141.3 | 708.0 | 30.6 | 38.5 | 94.5 | 109.0 | ||||||||||||||||||
Corporate(2) | 119.7 | 169.5 | 477.7 | 431.7 | — | 0.1 | — | 0.2 | ||||||||||||||||||
| Total segmented assets, liabilities and capital expenditures | 1,983.0 | 2,286.0 | 985.8 | 1,496.8 | 62.5 | 70.6 | 195.8 | 205.3 | ||||||||||||||||||
1.Capital expenditures per condensed interim consolidated statements of cash flows.
2.Corporate includes corporate balances and Cerro San Pedro.
27 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
17. Fair value measurement
Fair value is the price that would be received when selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In assessing the fair value of a particular contract, the market participant would consider the credit risk of the counterparty to the contract. Consequently, when it is appropriate to do so, the Company adjusts the valuation models to incorporate a measure of credit risk. Fair value represents management's estimate of the current market value at a given point in time.
The Company has certain financial assets and liabilities that are measured at fair value. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices in markets that are not active, quoted prices for similar assets or liabilities in active markets, inputs other than quoted prices that are observable for the asset or liability (for example, interest rate and yield curves observable at commonly quoted intervals, forward pricing curves used to value currency and commodity contracts), or inputs that are derived principally from, or corroborated by, observable market data or other means. Level 3 inputs are unobservable (supported by little or no market activity). The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. There were no transfers among Levels 1, 2, and 3 during the nine months ended September 30, 2024 or the year ended December 31, 2023. The Company’s policy is to recognize transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer.
Valuation methodology for Level 1 financial assets and liabilities:
Investments
The fair value of the investments are measured based on the closing share price on the reporting date.
Valuation methodologies for Level 2 and 3 financial assets and liabilities:
Provisionally priced contracts and gold and copper swap contracts
The fair value of the provisionally priced contracts and the gold and copper swap contracts is calculated using the mark-to-market forward prices of the London Metals Exchange gold and copper based on the applicable settlement dates of the outstanding provisionally priced contracts and copper swap contracts.
Foreign exchange forward contracts
The fair value of foreign exchange forward contracts is calculated using the mark-to-market method based on the difference between the forward Canadian dollar to U.S dollar foreign exchange rate and the foreign exchange rates of the contracts.
Fuel hedge swap contracts
The fair value of the fuel hedge swap contracts is calculated using the mark-to-market forward prices of diesel, based on the applicable settlement dates of the outstanding swap contracts.
Rainy River gold stream obligation
The fair value of the Rainy River gold stream obligation is calculated using the risk-free interest rate derived from the U.S. Treasury rate, forward and consensus metal prices, company specific credit spread based on the yield on the Company’s 2027 Senior Unsecured Notes, and expected gold and silver ounces to be delivered from Rainy River’s life of mine projections.
28 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
New Afton free cash flow interest obligation
The fair value of the New Afton free cash flow interest obligation was calculated using the risk-free interest rate derived from the U.S. Treasury rate, forward and consensus metal prices, company specific credit spread based on the yield on the Company’s 2027 Senior Unsecured Notes, and expected production, operating and capital costs from New Afton’s life of mine projections, including considerations to the minimum cash guarantee over the first four years of the instrument.
The following table summarizes the Company’s financial assets and liabilities by category, and information about financial assets and liabilities measured at fair value on a recurring basis in the statement of financial position categorized by level of significance of the inputs used in making the measurements:
| As at September 30, 2024 | As at December 31, 2023 | ||||||||||||||||
| (in millions of U.S. dollars) | Category | Level | Level | ||||||||||||||
| FINANCIAL ASSETS | |||||||||||||||||
| Cash and cash equivalents | Financial assets at amortized cost | 132.6 | 185.5 | ||||||||||||||
Trade and other receivables(1) | Financial assets at amortized cost | 16.7 | 16.6 | ||||||||||||||
| Provisionally priced contracts | Financial instruments at FVTPL | 2 | 4.0 | 2 | 0.6 | ||||||||||||
| Gold and copper swap contracts | Financial instruments at FVTPL | 2 | (4.2) | 2 | (0.9) | ||||||||||||
| Foreign exchange forward contracts | Financial instruments at FVTPL | 2 | 0.9 | 2 | 3.2 | ||||||||||||
| Investments | Financial instruments at FVTPL | 1 | 7.9 | 1 | 7.1 | ||||||||||||
| FINANCIAL LIABILITIES | |||||||||||||||||
Trade and other payables(2) | Financial liabilities at amortized cost | 142.3 | 154.2 | ||||||||||||||
| Long-term debt | Financial liabilities at amortized cost | 446.7 | 396.0 | ||||||||||||||
| Foreign exchange forward contracts | Financial instruments at FVTPL | 2 | — | 2 | — | ||||||||||||
| Fuel hedge swap contracts | Financial instruments at FVTPL | 2 | 0.5 | 2 | 1.1 | ||||||||||||
| Rainy River gold stream obligation | Financial instruments at FVTPL | 3 | 219.3 | 3 | 199.9 | ||||||||||||
| New Afton free cash flow interest obligation | Financial instruments at FVTPL | 3 | — | 3 | 543.4 | ||||||||||||
1.Trade and other receivables exclude provisionally priced contracts, and gold and copper swap contracts.
2.Trade and other payables exclude the short-term portions of reclamation and closure cost obligations, the Rainy River gold stream obligation, the New Afton free cash flow interest obligation, and current derivative liabilities.
29 WWW.NEWGOLD.COM TSX:NGD NYSE American:NGD
The carrying values and fair values of the Company’s financial instruments are as follows:
| As at September 30, 2024 | As at December 31, 2023 | |||||||||||||
| (in millions of U.S. dollars) | Carrying value | Fair value | Carrying value | Fair value | ||||||||||
| FINANCIAL ASSETS | ||||||||||||||
| Cash and cash equivalents | 132.6 | 132.6 | 185.5 | 185.5 | ||||||||||
Trade and other receivables(1) | 16.7 | 16.7 | 16.6 | 16.6 | ||||||||||
| Provisionally priced contracts | 4.0 | 4.0 | 0.6 | 0.6 | ||||||||||
| Gold and copper swap contracts | (4.2) | (4.2) | (0.9) | (0.9) | ||||||||||
| Foreign exchange forward contracts | 0.9 | 0.9 | 3.2 | 3.2 | ||||||||||
| Investments | 7.9 | 7.9 | 7.1 | 7.1 | ||||||||||
| FINANCIAL LIABILITIES | ||||||||||||||
Trade and other payables(2) | 142.3 | 142.3 | 154.2 | 154.2 | ||||||||||
| Long-term debt | 446.7 | 460.5 | 396.0 | 406.0 | ||||||||||
| Rainy River gold stream obligation | 219.3 | 219.3 | 199.9 | 199.9 | ||||||||||
| New Afton free cash flow interest obligation | — | — | 543.4 | 543.4 | ||||||||||
| Fuel hedge swap contracts | 0.5 | 0.5 | 1.1 | 1.1 | ||||||||||
1.Trade and other receivables exclude provisionally priced contracts, and gold and copper swap contracts.
2.Trade and other payables exclude the short-term portions of reclamation and closure cost obligations, the Rainy River gold stream obligation, the New Afton free cash flow interest obligation, and current derivative liabilities.
18. Commitments
The Company has entered into a number of contractual commitments for capital items relating to operations and development. At September 30, 2024, these commitments totaled $95.0 million, which are expected to become due over the next 12 months. This compares to commitments of $96.7 million as at December 31, 2023. Certain contractual commitments may contain cancellation clauses; however, the Company discloses its commitments based on management’s intent to fulfill the contracts.