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Form 6-K EMX Royalty Corp For: Jun 30

August 15, 2022 6:12 AM EDT

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2022

Commission File Number: 001-35404

EMX ROYALTY CORPORATION
(Translation of registrant’s name into English)

Suite 501 543 Granville Street
Vancouver, British Columbia V6C 1XB
Canada

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

[   ] Form 20-F     [X] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [   ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [   ]


SUBMITTED HEREWITH

Exhibits:

Exhibit   Description
     
99.1   Condensed Consolidated Interim Financial Statements for the period ended June 30, 2022
99.2   Management’s Discussion and Analysis for the period ended June 30, 2022
99.3   Form 52-109F2 - Certification of Interim Filings - Full Certificate - CEO
99.4   Form 52-109F2 - Certification of Interim Filings - Full Certificate - CFO


SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  EMX ROYALTY CORPORATION
   
  (Registrant)
   
Date: August 12, 2022 By: /s/ Rocio Echegaray
     
  Name:

Rocio Echegaray

  Title: Corporate Secretary



 

 

 

 

EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Expressed in Thousands of Canadian Dollars)

 

June 30, 2022

 

 

 

 

 

 


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited - Expressed in Thousands of Canadian Dollars)

ASSETS   June 30, 2022     December 31, 2021  
             
Current            
Cash and cash equivalents  $ 9,862   $ 25,218  
Restricted cash (Note 3)   3,329     3,901  
Investments (Note 4)   20,583     15,391  
Trade receivables and other assets (Note 5)   15,909     9,446  
Loan receivable (Note 6)   1,370     2,539  
Total current assets   51,053     56,495  
             
Non-current            
Restricted cash (Note 3)   2,119     183  
Investments (Note 4)   5,499     5,139  
Trade receivables and other assets (Note 5)   16,236     17,052  
Investments in associated entities (Note 7)   69,544     42,394  
Royalty and other property interests (Note 9)   82,291     83,355  
Property and equipment (Note 10)   1,467     850  
Deferred financing charges   481     446  
Deferred income tax asset (Note 11)   -     3,909  
Total non-current assets   177,637     153,328  
             
TOTAL ASSETS $ 228,690   $ 209,823  
             
LIABILITIES            
             
Current            
Accounts payable and accrued liabilities  $ 1,673   $ 2,967  
Advances from joint venture partners (Note 13)   4,128     3,423  
Loan payable (Note 14)   3,964     64,418  
Total current liabilities   9,765     70,808  
             
Non-current            
Loan payable (Note 14)   47,075     -  
Deferred income tax liability (Note 11)   1,204     -  
Total non-current liabilities   48,279     -  
             
TOTAL LIABILITIES   58,044     70,808  
             
SHAREHOLDERS' EQUITY            
Capital stock (Note 15)   211,742     199,656  
Reserves   31,429     31,306  
Deficit   (72,525 )   (91,947 )
TOTAL SHAREHOLDERS' EQUITY   170,646     139,015  
             
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 228,690   $ 209,823  

Nature of operations and going concern (Note 1)

Event subsequent to the reporting date (Note 20)

 

Approved on behalf of the Board of Directors on August 11, 2022

 

 

 

 

 

Signed:    "David M Cole"

Director

Signed:        "Larry Okada"

Director

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF INCOME (LOSS)

(Unaudited - Expressed in Thousands of Canadian Dollars, Except Per Share Amounts)

    Three months ended     Six months ended  
    June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
                         
REVENUE AND OTHER INCOME (Note 8) $ 8,952   $ 4,255   $ 11,167   $ 5,553  
                         
COSTS AND EXPENSES                        
General and administrative (Note 8)   1,166     979     3,854     2,830  
Royalty generation costs, net (Note 9)   3,944     3,689     6,646     4,976  
Depletion, depreciation, and direct royalty taxes   947     260     1,573     526  
Share-based payments (Note 15)   1,610     1,366     2,236     1,908  
    7,667     6,294     14,309     10,240  
                         
Income (loss) from operations   1,285     (2,039 )   (3,142 )   (4,687 )
                         
Gain (loss) on revaluation of investments   (4,390 )   (425 )   1,939     (1,746 )
Gain (loss) on sale of marketable securities   (162 )   -     (361 )   440  
Equity income from investments in associated entities (Note 7)   2,667     158     3,821     379  
Finance expenses and other (Note 14)   (1,758 )   -     (3,545 )   -  
Gain on debt modification (Note 14)   -     -     5,008     -  
Settlement gain (Note 9)   -     -     23,846     -  
Impairment charges (Note 9)   (32 )   (132 )   (32 )   (132 )
Foreign exchange loss    (1,983 )   (1,240 )   (3,021 )   (2,356 )
                         
Income (loss) before income taxes   (4,373 )   (3,678 )   24,513     (8,102 )
Deferred income tax recovery (expense) (Note 11)   248     -     (5,091 )   -  
Income tax recovery (Note 11)   -     100     -     100  
                         
Income (loss) for the period $ (4,125 ) $ (3,578 ) $ 19,422   $ (8,002 )
                         
Basic earnings (loss) per share $ (0.04 ) $ (0.04 ) $ 0.18   $ (0.09 )
Diluted earnings (loss) per share $ (0.04 ) $ (0.04 ) $ 0.18   $ (0.09 )
                         
Weighted average no. of shares outstanding - basic (Note 12)   108,890,140     85,570,090     107,146,130     85,232,645  
Weighted average no. of shares outstanding - diluted (Note 12)   108,890,140     85,570,090     108,852,516     85,232,645  

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited - Expressed in Thousands of Canadian Dollars)

    Three months ended     Six months ended  
    June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Income (loss) for the period $ (4,125 ) $ (3,578 ) $ 19,422   $ (8,002 )
                         
Other comprehensive income                        
Reclass of AOCI on disposal of FVOCI investment   -     -     -     847  
Currency translation adjustment   (3,666 )   (476 )   (4,353 )   (610 )
                         
Comprehensive income (loss) for the period $ (7,791 ) $ (4,054 ) $ 15,069   $ (7,765 )

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

(Unaudited - Expressed in Thousands of Canadian Dollars)

    Six months ended  
    June 30, 2022     June 30, 2021  
             
Cash flows from operating activities            
Income (loss) for the period $ 19,422   $ (8,002 )
Items not affecting operating activities:            
Interest income    (1,224 )   (345 )
Effect of exchange rate changes on cash and cash equivalents   82     1,135  
Items not affecting cash:            
Change in fair value of fair value through profit or loss assets    (1,939 )   1,746  
Equity income from investments in associates   (3,821 )   (379 )
Share-based payments   3,340     2,983  
Bonus shares issued   -     13  
Gain on debt modification   (5,008 )   -  
Deferred income tax expense    5,091     -  
Income tax recovery   -     (100 )
Depreciation   70     45  
Depletion   1,463     477  
Finance charges, net of settlement gains   3,543     (30 )
Realized (gain) loss on sale of investments   361     (440 )
Impairment charges   32     132  
Shares received pursuant to property agreements   (980 )   (3,765 )
Unrealized foreign exchange loss   1,402     815  
             
Changes in non-cash working capital items (Note 19)   (6,326 )   (665 )
Total cash provided by (used in) operating activities   15,508     (6,380 )
             
Cash flows used in investing activities            
Option payments received   295     328  
Interest received on cash and cash equivalents   30     49  
Dividends and other distributions    3,670     135  
Loan interest received   136     -  
Proceeds from loan repayment   1,197     550  
Purchase of equity investments   (32,852 )   (3,979 )
Purchases of fair value through profit and loss investments, net   (2,640 )   (30 )
Purchase and sale of property and equipment, net   (687 )   (162 )
Reclamation bonds    258     (552 )
Total cash used in investing activities   (30,593 )   (3,661 )
             
Cash flows from financing activities            
Loan repayments   (12,775 )   -  
Proceeds from private placement   12,580     -  
Share issue costs   (49 )   -  
Proceeds from exercise of options   90     999  
Deferred financing costs   (35 )   (262 )
Total cash provided by (used in) financing activities   (189 )   737  
             
Effect of exchange rate changes on cash and cash equivalents   (82 )   (1,135 )
             
Change in cash and cash equivalents   (15,356 )   (10,439 )
Cash and cash equivalents, beginning   25,218     52,418  
             
Cash and cash equivalents, ending $ 9,862   $ 41,979  

Supplemental disclosure with respect to cash flows (Note 19)

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited - Expressed in Thousands of Canadian Dollars, Except Per Share Amounts)

                Reserves              
    Number of common
shares
    Capital stock     Share-based
payments
    Accumulated other
comprehensive gain 
    Deficit     Total  
                                     
Balance as at December 31, 2021   105,359,211   $ 199,656   $ 21,269   $ 10,037   $ (91,947 ) $ 139,015  
Shares issued for royalty and property acquisitions   211,795     601     -     -     -     601  
Shares issued for private placements   3,812,121     10,903     1,677     -     -     12,580  
Share issue costs   -     (49 )   -     -     -     (49 )
Shares issued for exercise of stock options   75,000     90     -     -     -     90  
RSUs issued   164,063     489     (489 )   -     -     -  
Reclass of reserves for exercise of options   -     52     (52 )   -     -     -  
Share-based payments   -     -     3,340     -     -     3,340  
Foreign currency translation adjustment   -     -     -     (4,353 )   -     (4,353 )
Income for the period   -     -     -     -     19,422     19,422  
                                     
Balance as at June 30, 2022   109,622,190   $ 211,742   $ 25,745   $ 5,684   $ (72,525 ) $ 170,646  

                Reserves              
    Number of common
shares
    Capital stock     Share-based
payments
    Accumulated other
comprehensive gain
    Deficit     Total  
                                     
Balance as at December 31, 2020   84,677,831   $ 132,678   $ 17,516   $ 8,917   $ (61,351 ) $ 97,760  
Shares issued for exercise of stock options   742,900     999     -     -     -     999  
Bonus shares issued   4,667     13     -     -     -     13  
RSUs issued   225,750     183     (183 )   -     -     -  
Reclass of reserves for exercise of options   -     570     (570 )   -     -     -  
Shares issued in property acquisitions   114,785     434     -     -     -     434  
Share-based payments   -     -     2,983     -     -     2,983  
Reclass of AOCI on disposal of FVOCI investment   -     -     -     847     (847 )   -  
Foreign currency translation adjustment   -     -     -     (610 )   -     (610 )
Loss for the period   -     -     -     -     (8,002 )   (8,002 )
                                     
Balance as at June 30, 2021   85,765,933   $ 134,877   $ 19,746   $ 9,154   $ (70,200 ) $ 93,577  

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



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

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, Australia, and Latin America. The Company's common shares are listed on the TSX Venture Exchange ("TSX-V"), and the NYSE American under the symbol of "EMX", and also trade on the Frankfurt Stock Exchange under the symbol "6E9". The Company's head office is located at 501 - 543 Granville Street, Vancouver, British Columbia, Canada V6C 1X8. 

These condensed consolidated interim 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. 

Some of the Company's activities for royalty generation 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.

In March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak and its effects on the Company's business or ability to raise capital or conduct royalty generation activities.

These condensed consolidated interim 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 for Bullion Monarch Mining, Inc. ("BULM" or "Bullion"), Eurasian Royalty Madencilik AS, EMX Chile SpA and its 50% interest in Minera Tercero SpA ("Tercero"), the holder of an investment in associated entity, all of 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 interim financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting ("IAS 34") using accounting policies consistent with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC").

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

Reclassification

Certain comparative figures have been reclassified to conform to the current period presentation.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

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

Summary of Significant Accounting Policies

These condensed consolidated interim financial statements follow the same accounting policies and methods of application as the Company's most recent annual financial statements, 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, 2021.

Critical Accounting Judgments and Significant Estimates and Uncertainties

The critical judgments and estimates applied in the preparation of the Company's unaudited condensed consolidated interim financial statements for the six months ended June 30, 2022 are consistent with those applied in the Company's December 31, 2021 audited consolidated financial statements.

New Accounting Policies

Certain pronouncements have been issued by the IASB or IFRIC that are effective for accounting periods beginning on or after January 1, 2022. The Company has reviewed these updates and determined that many of these updates are not applicable or consequential to the Company and have been excluded from discussion within these significant accounting policies.

3. RESTRICTED CASH

At June 30, 2022, the Company classified $5,448 (December 31, 2021 - $4,084) as restricted cash. This amount is comprised of $186 (December 31, 2021 - $183) held as collateral for its corporate credit cards and $1,933 (December 31, 2021 - $1,905) comprised of a minimum cash balance required in connection with the Sprott Credit Facility (Note 14) and cash of $3,329 (December 31, 2021 - $1,996) held by wholly-owned subsidiaries of the Company, which the full amount is for use and credit to the Company's exploration venture partners in the USA, Sweden, Norway, and Finland pursuant to expenditure requirements for ongoing option agreements. Partner advances expected to be used within the following twelve months are included with current assets.

4. INVESTMENTS

At June 30, 2022 and December 31, 2021, the Company had the following investments:

    June 30, 2022     December 31, 2021  
Marketable securities $ 6,446   $ 9,226  
Warrants   20     180  
Private company investments   19,616     11,124  
Total Investments   26,082     20,530  
Less: current portion   (20,583 )   (15,391 )
Non-current portion $ 5,499   $ 5,139  

During the six months ended June 30, 2022, the Company recognized $281 (2021 - $275) in interest income on its investment in Ensero Holdings, Inc., a privately-held Delaware corporation, and $Nil (2021 - $79) in dividend income related to certain marketable securities, both of which have been included in revenue and other income. 

During the six months ended June 30, 2022 the Company purchased 509,000 common shares of Premium Nickel Resources Corporation ("PNR"), a private Canadian company for $1,292 bringing its total investment to 4,412,702 common shares for a total cost of $4,132.  The Company purchased an additional 1,000,000 common shares for US$2.00 per share bringing its total ownership to 5,412,702 shares or 6.3% of the issued and outstanding shares of PNR.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

4. INVESTMENTS (Continued)

The Company also receives investments as proceeds related to various property deals and sells its holdings to the market where appropriate.  During the six months ended June 30, 2022 the Company realized $1,166 (2021 - $927) in proceeds from sales of investments.

5. TRADE RECEIVABLES AND OTHER ASSETS

The Company's trade receivables and other assets are primarily related to royalty revenue receivable, deferred compensation and milestone payments, refundable taxes and VAT recoverable from government taxation authorities, recoveries of royalty generation costs from project partners, prepaid expenses and reclamation bonds.

As at June 30, 2022 and December 31, 2021, trade receivables and other assets were as follows:

Category    June 30, 2022     December 31, 2021  
Royalty revenue receivable $ 279   $ 251  
Refundable taxes   1,506     1,481  
Turkish VAT recoverable   5,605     6,979  
Recoverable royalty generation expenditures and advances   2,013     1,835  
Deferred compensation    15,112     14,109  
Deferred milestone receivable   5,328     -  
Reclamation bonds   802     1,060  
Prepaid expenses, deposits and other   1,500     783  
Total receivables and other assets   32,145     26,498  
Less: current portion   (15,909 )   (9,446 )
Non-current portion $ 16,236   $ 17,052  

Non-current trade receivables and other assets are comprised of VAT, the deferred payments from Aftermath Silver Ltd. ("Aftermath") and AbraSilver Resource Corp. ("AbraSilver") (Note 9) expected to be collected after 12 months, and reclamation bonds held as security towards future royalty generation 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 and as at June 30, 2022, the Company has no material reclamation obligations.

The carrying amounts of the Company's trade receivables and other assets are denominated in the following currencies:

Currency    June 30, 2022     December 31, 2021  
Canadian Dollars $ 1,905   $ 1,715  
US Dollars   18,980     16,961  
Swedish Krona   247     843  
Turkish Lira   11,013     6,979  
Total $ 32,145   $ 26,498  

6. LOAN RECEIVABLE

In July 2021, the Company entered into a loan administration agreement with Earlston Investments Corp. ("Earlston") who  entered into a separate loan agreement dated May 28, 2021 with Colorado Legacy Lands, LLC ("CLL"), as borrower to provide a bridge loan to CLL in the aggregate principal amount of US$4,000 to be funded by sub-participants of which included EMX. The bridge loan included a 12% interest rate per annum, compounded monthly and payable monthly. In consideration for the advance of the loan, CLL agreed to pay Earlston a US$160 bonus fee up front, and reimburse other deal related expenses.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

6. LOAN RECEIVABLE (Continued)

Pursuant to the loan administration agreement, EMX agreed to fund US$2,000 of the bridge loan to CLL as a sub-participant. As such, EMX advanced the total of US$1,916 which was US$2,000 less its share of the bonus fee being US$80 and its share of expenses. As at June 30, 2022, the balance receivable was $1,370 (December 31, 2021 - $2,539), and during the six months ended June 30, 2022, the Company received or accrued $136 (2021 - $Nil) in interest income.

7. INVESTMENTS IN ASSOCIATED ENTITIES

Caserones

In August 2021, the Company entered into an agreement to acquire an effective 0.418% Net Smelter Return ("NSR") royalty on the operating Caserones mine in northern Chile for US$34,100 in cash. To purchase the Caserones Royalty and for purposes of distributing payments received from the royalty interest, the Company formed a 50%-50% partnership, Tercero, with Altus Strategies Plc (AIM: ALS; TSX Venture: ALTS; OTCQX: ALTUF) which is accounted for as a joint operation in accordance with IFRS 11 Joint Arrangements. 

Tercero was used to purchase a 43% interest in Sociedad Legal Minera California Una de la Sierra Pena Negra ("SLM California") through a Share Purchase Agreement for US$68,200.  Separately, the Company entered into a Credit Agreement with Sprott Private Resource Lending II (Collector), LP ("Sprott") (Note 14) to finance its portion of the purchase price.  SLM California has a right to 67.5% of the 2.88% Caserones NSR royalty. SLM California's sole purpose is to administer the company, pay Chilean taxes and distribute its royalty proceeds to the shareholders, including Tercero. The 50% interest of the Company in Tercero provides EMX with the right to an effective 0.418% royalty interest.  The Company through Tercero does not control operational decisions and is eligible to appoint a director to serve on the Board of SLM California. The Company's judgment is that it has significant influence, but not control and accordingly equity accounting is appropriate. 

During the six months ended June 30, 2022, the Company increased its effective NSR to 0.7335% by acquiring an additional 16.23% interest in SLM California for $32,852 (US$25,742) through its wholly-owned subsidiary EMX Chile SpA.

The following table summarizes the changes in the carrying amount of the Company's investment in SLM California:

    June 30, 2022     December 31, 2021  
Opening Balance $ 42,394   $ -  
Capital Investment   32,852     43,007  
Company's share of net income of associated entity   3,821     3,012  
Currency translation adjustments   (5,853 )   (1,473 )
Distributions   (3,670 )   (2,152 )
Ending Balance $ 69,544   $ 42,394  

Summarized financial information for the Company's investment in SLM California and reflecting adjustments made by the Company, including adjustments made at the time of acquisition is as follows:

    Three months ended     Six months ended  
    June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Royalty Revenue $ 8,225     N/A   $ 16,828     N/A  
Net income   4,760     N/A     10,126     N/A  

    June 30, 2022     December 31, 2021  
Current assets $ 10,964   $ 6,308  
Non-current assets   -     -  
Total liabilities    (4,109 )   (6,797 )
Net assets (liabilities)   6,855     (489 )
The Company's ownership %   37.7%     21.5%  
Acquisition fair value and other adjustments   66,958     42,499  
Carrying amount of investment in associated entity $ 69,544   $ 42,394  



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

7. INVESTMENTS IN ASSOCIATED ENTITIES (Continued)

Rawhide

The Company has a 38.07% (December 31, 2021 - 38.07%) equity investment in Rawhide Acquisition Holdings ("RAH").  During the year ended December 31, 2021 RAH suspended its mining operations due to working capital constraints and as at December 31, 2021 the Company determined that its investment in RAH was impaired.  Accordingly, the Company recognized an impairment charge of $10,014 on the value of its investment at December 31, 2021. As at June 30, 2022 the Company's investment in RAH including its share of accumulated equity income and losses, dilution gains and impairment charges was $Nil (December 31, 2021 - $Nil).

The Company has a minority position on the Board of Rawhide, 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. 

Summarized financial information for the Company's investment in Rawhide on a 100% basis and reflecting adjustments made by the Company, including adjustments made at the time of acquisition is as follows:

    June 30, 2022     December 31, 2021  
Current assets $ 34,826   $ 32,062  
Non-current assets   23,969     33,553  
Current liabilities   (31,013 )   (21,199 )
Non-current liabilities    (21,811 )   (42,163 )
Net assets    5,971     2,253  
The Company's ownership %   38.07%     38.07%  
Acquisition fair value and other adjustments   (2,273 )   (857 )
Carrying amount of investment in associated entity $ -   $ -  

8. REVENUE AND GENERAL AND ADMINISTRATIVE EXPENSES

During the three and six months ended June 30, 2022 and 2021, the Company had the following sources of revenue and other income, and general and administrative expenses:

Revenue and other income   Three months ended     Six months ended  
  June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Royalty revenue $ 1,206   $ 284   $ 2,002   $ 676  
Interest and other income   876     170     1,505     345  
Option and other property income   6,870     3,801     7,660     4,453  
Dividend income   -     -     -     79  
  $ 8,952   $ 4,255   $ 11,167   $ 5,553  

General and administrative expenses   Three months ended     Six months ended  
  June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Salaries, consultants, and benefits $ 234   $ 177   $ 1,380   $ 1,162  
Professional fees   239     298     1,015     511  
Investor relations and shareholder information   294     137     548     309  
Transfer agent and filing fees   80     71     288     258  
Administrative and office   269     250     563     524  
Travel   50     46     60     66  
  $ 1,166   $ 979   $ 3,854   $ 2,830  



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS

As at and for the six months ended June 30, 2022:

  Country   December 31, 2021     Net Additions      Depletion     Cumulative
translation
adjustments
    Impairment     June 30, 2022  
Royalty Interests                                      
Gediktepe Turkey $ 55,540   $ -   $ -   $ 848   $ -   $ 56,388  
Leeville USA   8,144     -     (1,463 )   103     -     6,784  
Diablillos Argentina   8,912     -     -     -     -     8,912  
Berenguela Peru   2,475     -     -     -     -     2,475  
Revelo Portfolio Chile   1,684     -     -     (186 )   -     1,498  
Tartan Lake Canada   1,238     -     -     -     -     1,238  
Other* Various   2,249     -     -     6     -     2,255  
      80,242     -     (1,463 )   771     -     79,550  
Other Property Interests                                    
Perry Portfolio Canada   1,678     (340 )   -     -     (32 )   1,306  
Other* Various   1,435     -     -     -     -     1,435  
      3,113     (340 )   -     -     (32 )   2,741  
Total   $ 83,355   $ (340 ) $ (1,463 ) $ 771   $ (32 ) $ 82,291  
*Included in other are various royalty and other property interests held in Serbia, Finland, Sweden, Argentina, Chile, Mexico, Canada and the U.S.A.  

As at and for the year ended December 31, 2021:

  Country   December 31, 2020     Net Additions     Depletion     Cumulative
translation
adjustments
    Impairment     December 31, 2021  
Royalty Interests                                      
Gediktepe Turkey $ -   $ 53,970   $ -   $ 1,570   $ -   $ 55,540  
Leeville USA   11,251     -     (3,029 )   (78 )   -     8,144  
Diablillos Argentina   -     8,912     -     -     -     8,912  
Berenguela Peru   -     2,475     -     -     -     2,475  
Revelo Portfolio Chile   1,684     -     -     -     -     1,684  
Tartan Lake Canada   -     1,238     -     -     -     1,238  
Other* Various   1,313     936     -     -     -     2,249  
      14,248     67,531     (3,029 )   1,492     -     80,242  
Other Property Interests                                    
Perry Portfolio Canada   2,421     (587 )   -     -     (156 )   1,678  
Other* Various   1,827     (260 )   -     -     (132 )   1,435  
      4,248     (847 )   -     -     (288 )   3,113  
Total   $ 18,496   $ 66,684   $ (3,029 ) $ 1,492   $ (288 ) $ 83,355  
*Included in other are various royalty and other property interests held in Serbia, Finland, Sweden, Argentina, Chile, Mexico Canada and the U.S.A.  

ROYALTY INTERESTS

SSR Mining Royalty Portfolio

On October 21, 2021, the Company completed the acquisition of a portfolio of  royalty interests and deferred payments from SSR Mining Inc. and certain of its subsidiaries ("SSR Mining"). The royalty portfolio includes US$18,000 in future cash payments (of which US$2,250 was received during the year ended December 31, 2021). Total consideration paid was $40,720 (US$33,000) in cash and 12,323,048 common shares of the Company valued at $41,898 (US$33,955) or $3.40 per share to SSR Mining. The Company also paid or accrued $503 in acquisition costs, $9,684 (US$7,848) in VAT, and $473 (US$383) in stamp duties. Additionally, EMX will be required to make contingent payments to SSR Mining of up to US$34,000 for the Yenipazar property to be paid in a combination of cash and common shares of EMX upon certain development and production milestones being achieved. 



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS (Continued)

As part of the portfolio, the Company acquired two royalties at Gediktepe in Turkey, which cover assets currently being developed by Lidya Madencilik Sanayi ve Ticaret A.Ş., a private Turkish company. These include a perpetual 10% NSR royalty over metals produced from the oxide zone after cumulative production of 10,000 gold-equivalent oxide ounces; and (ii) a perpetual 2% NSR royalty over metals produced from the sulfide zone, payable after cumulative production of 25,000 gold-equivalent sulfide ounces. Upon achievement of the production of 10,000 gold-equivalent oxide ounces, a US$4,000 milestone payment was earned and became payable to the Company on the first anniversary of the milestone being reached.  This amount has been accrued and included in revenue and other income for the six months ended June 30, 2022.

The portfolio also includes a Net Profits Interest ("NPI") royalty at Yenipazar that is set at 6% until US$165,000 in revenues are received, after which the NPI converts to a 10% interest.

In Argentina, the Company acquired a 1% NSR royalty with respect to production pursuant to a definitive share purchase agreement for the Diablillos property originally executed by SSR Mining with AbraSilver Resource Corp. The agreement with AbraSilver includes the right to a deferred payment of US$7,000 upon the earlier of commencement of commercial production or July 31, 2025.  This payment is binding under the agreement with AbraSilver and has been discounted at a rate of 12% and included in trade receivables and other assets on acquisition.  As at June 30, 2022, the carrying value was $6,403 ($US4,967) (December 31, 2021 - $Nil).

In Peru, the Company acquired the right to deferred payments including US$11,000 (US$2,250 received) pursuant to a definitive acquisition agreement for the Berenguela property originally executed by SSR Mining with Aftermath Silver Ltd. which includes a series of staged payments over the next five years to acquire a 100% interest in the Berenguela project. Upon earn-in and the declaration of commercial production at Berenguela, a sliding-scale royalty will be payable to EMX based upon a 1% NSR royalty on all mineral production when the silver price is up to and including US$25 per ounce, or a 1.25% NSR royalty on all mineral production when the silver price is over US$25 per ounce and when the copper price is over US$2 per pound. The deferred payments are binding under the agreement with Aftermath and have been discounted at a rate of 12% and included in trade receivables and other assets on acquisition.  As at June 30, 2022, the carrying value was $8,709 ($US6,755) (December 31, 2021 - $Nil).

The remaining royalty interests acquired in the SSR Mining portfolio include assets in South America, Mexico, the United States (Nevada), and Canada.

In connection with the closing of the acquisition, the Company entered into a Vendor-take-back note ("VTB Note") with SSR Mining pursuant to which the Company borrowed $9,682 (US$7,848) (Note 14) to finance the payment of VAT in Turkey which was payable on the Turkish assets acquired.  During the six months ended June 30, 2022, the Company repaid the VTB Note in full.

Leeville Royalty

The Company holds a 1% gross smelter return ("GSR") royalty on portions of West Leeville, Carlin East, Four Corners, Turf and other underground gold mining operations and deposits in the Northern Carlin Trend of Nevada. The Leeville royalty property is included in the Nevada Gold Mines LLC and Barrick-Newmont Nevada joint venture.

During the six months ended June 30, 2022, through its wholly-owned subsidiary, Bullion, the Company reached a settlement with Barrick Gold Corporation ("Barrick") and Barrick affiliates and subsidiaries ("Barrick Entities") with respect to Bullion's claim of non-payment of royalties by the Barrick Entities to Bullion on production from properties in the Carlin trend, Nevada. Pursuant to the settlement, Barrick paid Bullion US$25,000. Of the US$25,000 settlement, US$6,175 was paid as a fee to Bullion's lawyers resulting in net proceeds received of $23,846 (US$18,825). 



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS (Continued)

During the six months ended June 30, 2022, $1,529 (2021 - $509) in royalty revenue from the Leeville Mine was included in revenue and other income. Royalty income from the Leeville Mine incurred a 5% direct gold tax of $76 (2021 - $26). Further, applied only against the Leeville Mine was depletion of $1,463 (2021 - $477).

Revelo Portfolio Interests

The Company holds various NSR Royalty interests in Chile acquired from Revelo Resources Corp. for $1,684 (US$1,162) a subsidiary of Austral Gold Corp.

Kaukua Royalty Interest

The Company holds a 2% NSR royalty on various exploration licenses (the "Kaukua Royalty") in Finland acquired from Akkerman Exploration B.V., a private Netherlands Company ("Akkerman"). The Kaukua Royalty was acquired from Akkerman by the Company for $125 (paid) and the issuance of 52,000 EMX shares issued and valued at $136. The Company's NSR royalty applies to all future mineral production from the Kaukua Royalty licenses. Palladium One can purchase 1% of the NSR royalty prior to the delivery of a "bankable feasibility study" for €1,000. The remaining 1% of the NSR royalty is uncapped, and cannot be repurchased.

Balya Royalty Interest

The Company holds a 4% NSR royalty on the Balya property that is uncapped and is not subject to a buy back agreement previously acquired from the transfer of the Balya royalty property in Turkey from Dedeman Madencilik San. Ve Tic. A. Ş. To Esan Eczacibaşi Endüstriyel Hammaddeler San. Ve Tic. A.Ş. ("Esan") a private Turkish company.

OTHER PROPERTY INTERESTS

The Company has a number of exploration stage royalties and royalty generation properties being advanced by the Company and within partnered agreements. Many of these projects include staged and conditional payments owed to the Company.  During the six months ended June 30, 2022,  the Company received or accrued staged cash payments totaling $5,932 (2021 - $187) and total equity payments valued at $621 (2021 - $3,838) in connection with property deals from various partners which has been included in option and other property income.  Certain transactions of note for the six months ended June 30, 2022 included the following:

Sweden and Norway

Agnico's Oijärvi Gold Project

In June 2021, the Company closed an asset purchase agreement with Gold Line Resources ("GLR") and Agnico Eagle Mines Limited. ("Agnico"), by which GLR can acquire a 100% interest in Agnico's Oijärvi Gold Project located in central Finland and the Solvik Gold Project located in southern Sweden for an aggregate purchase price of US$10,000 comprised of staged payments totaling US$7,000 in cash, US$1,500 in shares of GLR and US$1,500 in shares of EMX over three years. Agnico will retain a 2% NSR royalty on the projects, 1% (half) of which may be purchased at any time by EMX for US$1,000. EMX will receive additional share and cash payments from GLR as reimbursement for the US$1,500 of EMX shares issued to Agnico over the course of the agreement. Pursuant to the agreement, payments to Agnico are as follows:



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS (Continued)

    Gold Line Cash
Payments (USD)
    EMX Shares (USD)     Gold Line Shares
(USD)
 
                   
Upon signing of the agreement (paid and issued) $ 750   $ 375   $ 375  
First anniversary of the purchase agreement (paid and issued)   1,500     500     500  
Second anniversary of the purchase agreement   1,750     625     625  
Third anniversary of the purchase agreement   3,000     -     -  
Total $ 7,000   $ 1,500   $ 1,500  

Pursuant to the agreement, payments to be received by EMX from GLR are as follows:

    Cash Payments (USD)     Gold Line Shares
(USD)
 
             
Upon signing of the agreement (received) $ -   $ 375  
First anniversary of the purchase agreement (received)   250     250  
Second anniversary of the purchase agreement   313     313  
Total $ 563   $ 938  

During the six months ended June 30, 2022, pursuant to the first anniversary of the agreement, the Company issued 211,795 common shares to Agnico and received the cash payment of US$250 and 2,840,806 common shares of GLR.

Oijärvi Extension

In January 2022, previously entered into on December 31, 2021, the Company and GLR closed an amended agreement to transfer the Company's exploration reservation in Finland's Oijärvi greenstone belt (the "Oijärvi Extension") to GLR. In essence, the Oijärvi Extension will be added as an additional property under the terms of the 2019 agreement with GLR. Pursuant to the agreement, on closing, the Company transferred to GLR its interests in the Oijärvi Extension property and GLR issued to EMX 1,125,000 common shares of GLR valued at $158.

In return, the Company will receive an uncapped 3% NSR royalty on the project. Within six years of the closing date GLR has the right to buy down up to 1% of the royalty owed to EMX by paying the Company 2,500 ounces of gold, or its cash equivalent. The Company will also receive Advance Annual Royalty ("AAR") payments of 30 ounces of gold, commencing on the second anniversary of the closing, with each AAR payment increasing by five ounces of gold per year up to a maximum of 75 ounces of gold per year. These AAR payments may be made in gold bullion, its cash equivalent, or its value equivalent in shares of GLR, subject to certain conditions.

Mo-i-Rana

In February 2022, the Company entered into an agreement to sell its Mo-i-Rana project in Norway to Mahvie Minerals AB ("Mahvie"), a private Swedish. To acquire the project Mahvie will acquire a 100% interest in the EMX subsidiary company that controls the project, subject to the following terms:

  • Upon closing, EMX will receive 75 Norwegian Krone (received) in cash and 9.9% of the issued and outstanding shares of Mahvie Minerals AB (received subsequently);
  • EMX will receive a 2.5% NSR royalty interest in the project. On the sixth anniversary after closing, Mahvie has the option to purchase 0.5% of the NSR on the project by paying EMX US$1,500;
  • EMX will receive AAR payments of US$25 for the project commencing on the third anniversary of the closing, with the AAR payment increasing by US$5 per year until reaching US$100;
  • A financial instrument will be put in place that allows EMX to maintain its 9.9% interest in Mahvie until a total of 25,000 Swedish Kronor has been raised by Mahvie;


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS (Continued)

  • A payment of US$500, payable in cash or shares of Mahvie, will be made to EMX upon the completion of a Prefeasibility or Feasibility study; and
  • To maintain its interest in the Project, Mahvie will also: (i) spend a minimum of US$200 on the project by the first anniversary of the agreement and (ii) spend aggregate of US$1,000 by the third anniversary of the agreement or complete a minimum of 2,000 meters of drilling on the project.

USA 

Robber Gulch

In January 2022, the Company through its wholly-owned subsidiary Bronco Creek Exploration ("BCE"), executed an exploration and option agreement for the Robber Gulch project (formerly under agreement with Gold Lion Resources Inc.) with Ridgeline Exploration Corporation, a wholly-owned subsidiary of Ridgeline Minerals Corporation ("Ridgeline").

Pursuant to the agreement, Ridgeline can acquire a 100% interest in the project by making execution and staged option payments totaling US$750 over a five-year option (execution payment of US$50 received), delivering 150,000 common shares of Ridgeline to the Company by the second anniversary of the agreement, and completing US$650 in exploration expenditures before the fifth anniversary of the agreement.

Upon Ridgeline's exercise of the option EMX will be granted a 3.25% NSR royalty of the production returns for the property.  Ridgeline has a buyback option of up to one percent (1%) of the royalty by first completing an initial half-percent (0.5%) royalty buyback for a payment of US$1,500 to EMX before the third anniversary of the option exercise. If Ridgeline completes the first buyback, then the remaining half-percent (0.5%) of the royalty buyback can be purchased anytime thereafter for a payment of US$2,000.  EMX will continue to receive AAR payments of US$50 which increase to US$75 upon the completion of a Preliminary Economic Assessment.

Parks Salyer

In February 2022, the Company through its wholly-owned subsidiary BCE, executed an Assignment and Assumption agreement as well as a Royalty Agreement for the transfer of EMX's Arizona State Exploration Permit to Cactus 110 LLC, a wholly-owned subsidiary of Arizona Sonoran Copper Company, Inc ("ASCU"). Pursuant to the agreement, ASCU will assume all rights under EMX's Arizona State Exploration Permit by making payment of US$5 upon execution (received) and US$195 (received) upon transfer and registration ("Registration Date") of the Permit to Cactus 110 LLC.

Pursuant to the agreement, the Company was granted a 1.5% NSR royalty interest on the property. ASCU has a buyback option of one percent (1%) of the royalty for a payment of US$500 to EMX.  EMX will receive AAR payments of US$50, ceasing upon completion of commercial production and can be bought out at any time for a payment of US$1,000. ASCU will make milestone payments of totaling US$3,000 upon certain milestones being met. In the two years following the Registration Date, ASCU will make yearly exploration expenditures totaling US$2,000 prior to the first anniversary and a cumulative total of US$4,000 prior to the second anniversary.

Richmond Mountain

In May 2022, the Company through its wholly-owed subsidiary BCE, executed an exploration and option agreement for the Richmond Mountain project with Stallion Gold Corp. ("Stallion"). Pursuant to the agreement, Stallion can acquire a 100% interest in the project by making execution and staged option payments totaling US$500 over a five-year option (execution payment of US$25 received), and completing US$1,500 in exploration expenditures before the fifth anniversary of the agreement.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS (Continued)

Upon Stallion's exercise of the option EMX will retain a 4% NSR royalty interest on the project.  Stallion has a buyback option of up to one and one-half percent (1.5%) of the royalty by first completing an initial half-percent (0.5%) royalty buyback for a payment of US$750 to EMX before the third anniversary of the option exercise.  If Stallion completes the first buyback, Stallion may purchase an additional half-percent (0.5%) for $1,000 and a third half-percent (0.5%) increment for $1,200 at any time prior to commercial production.  EMX will receive AAR payments of $100 beginning on the first anniversary of the option exercise, as well as other staged payments pursuant to certain other milestones being met.

Australia

Queensland Gold Project

In September 2020, and amended September 3, 2021, the Company executed an option agreement for the Queensland Gold project in northeastern Australia with Many Peaks Gold Pty. Ltd. ("MPL").  Pursuant to the agreement, MPL can earn an 80% interest in the project by making a payment of AUD$65 (received) on signing and incurring minimum expenditures AUD$300 on the project within 18 months from the effective date. To exercise the option MPL is required to make a payment equal to AUD$235 in cash or shares. Upon MPL's exercise of the option, EMX will retain a 2.5% NSR royalty interest.  Upon exercise of the option, MPL will be granted a second option by EMX to acquire the remaining 20% interest in the project by incurring a total of AUD$2,500 within 24 months of the start date of the first option period or issue to EMX the value of any shortfall in MPL shares. To exercise the second option MPL is required to make a payment equal to AUD$500 in cash or shares. During the six months ended June 30, 2022, 1,175,000 common shares of MPL were issued to EMX as payment of the $215 (AUD$235) first option fee upon the successful listing of MPL on the Australian Stock Exchange.

Impairment of Non-Current Assets

The Company's accounting policy 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. The Company continuously reviews operator reserve and resource estimates, expected long term commodity prices to be realized, foreign exchange, interest rates and other relevant information received from the operators that indicate production from royalty interests may be significantly reduced in the future. For the six months ended June 30, 2022, these assumptions remained reasonable and no revisions were considered necessary. 

Royalty Generation Costs

During the six months ended June 30, 2022, the Company incurred the following royalty generation costs, which were expensed as incurred:

    Fennoscandia     USA     Turkey     Australia     Canada     South America
and other
    General
Royalty and
Project
Investigation
cost
    Total  
Administration costs  $ 178   $ 188   $ 33   $ 9   $ 2   $ 20   $ 81   $ 511  
Drilling, technical, and support costs   410     3,764     18     59     -     55     -     4,306  
Personnel    593     1,490     436     124     100     149     1,159     4,051  
Professional costs   38     7     25     28     -     236     318     652  
Property costs   475     387     -     -     54     181     -     1,097  
Share-based payments   252     299     38     29     9     93     384     1,104  
Travel    73     14     19     7     14     -     63     190  
Total Expenditures   2,019     6,149     569     256     179     734     2,005     11,911  
Recoveries from partners   (652 )   (4,602 )   -     (11 )   -     -     -     (5,265 )
Net Expenditures $ 1,367   $ 1,547   $ 569   $ 245   $ 179   $ 734   $ 2,005   $ 6,646  


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

9. ROYALTY AND OTHER PROPERTY INTERESTS (Continued)

During the six months ended June 30, 2021, the Company incurred the following royalty generation costs, which were expensed as incurred:

    Fennoscandia     USA     Turkey     Australia      Canada     South America
and other
    General
Royalty and
Project
Investigation
cost
    Total  
Administration costs  $ 53   $ 108   $ 1   $ (4 ) $ -   $ -   $ 50   $ 208  
Drilling, technical, and support costs   1,510     1,420     38     61     51     -     299     3,379  
Personnel    333     1,009     6     4     2     -     1,015     2,369  
Professional costs   226     5     29     107     -     33     363     763  
Property costs   756     203     -     -     18     44     34     1,055  
Share-based payments   493     751     29     15     -     29     175     1,492  
Travel    86     3     -     -     -     -     50     139  
Total Expenditures   3,457     3,499     103     183     71     106     1,986     9,405  
Recoveries from partners   (2,380 )   (2,047 )   -     -     -     -     (2 )   (4,429 )
Net Expenditures $ 1,077   $ 1,452   $ 103   $ 183   $ 71   $ 106   $ 1,984   $ 4,976  

10. PROPERTY AND EQUIPMENT

During the six months ended June 30, 2022, depreciation of $32 (2021 - $20) has been included in royalty generation costs. 

    Field     Office     Building     Land     Total  
                               
Cost                              
As at December 31, 2021  $ 528   $ 53   $ 723   $ 419   $ 1,723  
Additions   610     -     77     -     687  
Disposals and derecognition   (83 )   -     -     -     (83 )
 As at June 30, 2022  $ 1,055   $ 53   $ 800   $ 419   $ 2,327  
                               
Accumulated depreciation                              
 As at December 31, 2021  $ 189   $ 53   $ 631   $ -   $ 873  
Additions   52     -     18     -     70  
Disposals and derecognition   (83 )   -     -     -     (83 )
 As at June 30, 2022  $ 158   $ 53   $ 649   $ -   $ 860  
                               
Net book value                              
 As at December 31, 2021  $ 339   $ -   $ 92   $ 419   $ 850  
 As at June 30, 2022  $ 897   $ -   $ 151   $ 419   $ 1,467  

11. INCOME TAXES

Deferred Income Tax (Liability) Asset

The tax effects of temporary differences between amounts recorded in the Company's accounts and the corresponding amounts as computed for income tax purposes gives rise to deferred tax assets and liabilities as follows:

    June 30, 2022     December 31, 2021  
             
Royalty interest $ (1,638 ) $ (1,923 )
Tax loss carryforwards   351     5,765  
Other   83     67  
Total $ (1,204 ) $ 3,909  



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

11. INCOME TAXES (Continued)

Income Tax Expense

    Three months ended     Six months ended  
    June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Current tax expense (recovery) $ -   $ (100 ) $ -   $ (100 )
Deferred tax expense (recovery)   (248 )   -     5,091     -  
  $ (248 ) $ (100 ) $ 5,091   $ (100 )

The current period deferred tax expense is mainly attributed to the gain on settlement with Barrick (Note 9) and utilization of historical tax losses.

12. NET INCOME (LOSS) PER SHARE

    Three months ended     Six months ended  
    June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Net income (loss) $ (4,125 ) $ (3,578 ) $ 19,422   $ (8,002 )
Weighted average number of common shares outstanding - basic   108,890,140     85,570,090     107,146,130     85,232,645  
Dilutive effect of stock options and warrants    -     -     1,706,386     -  
Weighted average number of common shares outstanding - diluted   108,890,140     85,570,090     108,852,516     85,232,645  
                         
Basic earnings (loss) per share $ (0.04 ) $ (0.04 ) $ 0.18   $ (0.09 )
Diluted earnings (loss) per share $ (0.04 ) $ (0.04 ) $ 0.18   $ (0.09 )

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, 2022     December 31, 2021  
U.S.A. $ 3,884   $ 2,753  
Sweden and Norway   244     670  
Total $ 4,128   $ 3,423  

14. LOANS PAYABLE

Sprott Credit Facility

In August 2021, the Company entered into a credit facility with Sprott for US$44,000 (the "Sprott Credit Facility") with a maturity date of July 31, 2022. The credit facility carries an annual interest rate of 7%, payable monthly. In connection with the Sprott Credit Facility, EMX paid cash fees of US$795 as an origination discount, and issued 450,730 common shares valued at $1,558 (US$1,235) or $3.46 (US$2.74) per share. Included in restricted cash as at June 30, 2022 was $1,875 (US$1,500) in funds held as a minimum cash balance as required under the agreement. The Sprott Credit Facility includes a general security agreement over select assets of EMX. 



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

14. LOANS PAYABLE (Continued)

During the six months ended June 30, 2022, for a fee of 1.5% of the outstanding loan balance or US$660 to be paid on maturity, the Company entered into an amended agreement to extend the term of the Sprott Credit Facility to December 31, 2024. As a result of the modification of the Sprott Facility, on January 24, 2022, the Company applied the non-substantial modification treatment in accordance with IFRS 9 Financial Instruments by restating the liability to the present value of revised cash flows discounted at the original effective interest rate, with an adjustment to profit or loss. The fee incurred as part of the modification payable to the lender is considered to be part of the gain or loss on modification. As a result of the modification, the Company recognized a gain on modification of $5,008 (US$4,005) and a revised effective interest rate of 12.39%. For the six months ended June 30, 2022, the Company recognized an interest expense of $3,090 (2021 - $Nil) on the loan which was calculated using the revised annual effective interest rate and was included in finance expenses and other.

SSR VTB Note

In October 2021, as part of the purchase of the SSR Mining royalty portfolio (Note 9), the Company entered into a vendor take-back ("VTB") financing for up to US$8,000 which bears interest at 10% per annum for the first 180 days, and will increase to 13% per annum thereafter. The VTB Note has a maturity date of December 31, 2022. The VTB Note is unsecured and subordinated to the Sprott Credit Facility. Upon closing of the acquisition, the Company drew upon the financing and issued a note payable to SSR Mining in the amount of US$7,848. 

Subsequent to the amended agreement with Sprott, the Company entered into an amendment to the postponement agreement with Sprott and SSR Mining to permit the prepayment of the VTB Note prior to the repayment of the Sprott Credit Facility, provided that no event of default has occurred or is continuing under the Sprott Credit Facility.  During the six months ended June 30, 2022, the Company repaid the VTB Note in full.

The following table summarizes the Company's loans payable as at June 30, 2022 and changes during the six months then ended:

    Sprott Facility     SSR VTB Note     Total  
Balance as at December 31, 2021 $ 54,261   $ 10,157   $ 64,418  
Gain on debt modification   (5,008 )   -     (5,008 )
Interest accretion   3,090     453     3,543  
Repayments   (2,001 )   (10,774 )   (12,775 )
Foreign exchange   697     164     861  
Total   51,039     -     51,039  
Less: current portion   (3,964 )   -     (3,964 )
Non-current portion $ 47,075   $ -   $ 47,075  

15. CAPITAL STOCK

Authorized 

As at June 30, 2022, the authorized share capital of the Company was an unlimited number of common shares without par value.

Common Shares

During the six months ended June 30, 2022, the Company:

  • Issued 211,795 common shares valued at $601 (US$500) related to the Oijärvi acquisition agreement (Note 9).
  • Issued 3,812,121 units pursuant to a private placement for gross proceeds of $12,580.  Each unit consisted of one common share of the Company and one warrant which entitles the holder to purchase one common share of the Company for a period of five years at an exercise price of $4.45.  Using the residual value method with respect to the measurement of shares and warrants issued as private placement units, $1,677 was allocated to the value of the warrant component.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

15. CAPITAL STOCK (Continued)

  • Issued 75,000 common shares for gross proceeds of $90 pursuant to the exercise of stock options.
  • Issued 164,063 common shares with a value of $489 pursuant to a restricted share unit plan with executives and management of the Company.

During the six months ended June 30, 2021, the Company:

  • Issued 742,900 common shares for gross proceeds of $433 pursuant to the exercise of stock options.
  • Issued 4,667 common shares valued at $13 as a bonus pursuant to an agreement with a consultant to the Company.
  • Issued 225,750 common shares with a value of $183 pursuant to a restricted share unit plan with executives and management of the Company.
  • Issued 114,785 common shares valued at $434 (US$375) related to the Olijarvi acquisition agreement (Note 9).

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.

During the six months ended June 30, 2022, the change in stock options outstanding was as follows:

    Number     Weighted Average
Exercise Price
 
Balance as at December 31, 2021   7,108,500   $ 2.33  
Granted   1,859,500     2.56  
Exercised   (75,000 )   1.20  
Forfeited   (12,500 )   3.87  
Number of options outstanding as at June 30, 2022   8,880,500   $ 2.38  

The following table summarizes information about the stock options which were outstanding and exercisable at June 30, 2022:

Date Granted   Number of Options     Exercisable     Exercise Price $     Expiry Date  
August 28, 2017                             970,000                               970,000                                      1.20     August 28, 2022  
July 10, 2018   1,289,000     1,289,000     1.30     July 10, 2023  
November 28, 2018   10,000     10,000     1.57     November 28, 2023  
December 14, 2018   20,000     20,000     1.42     December 14, 2023  
June 6, 2019   1,375,000     1,375,000     1.70     June 6, 2024  
November 18, 2019   30,000     30,000     1.80     November 18, 2024  
January 21, 2020   60,000     60,000     2.22     January 21, 2025  
April 22, 2020   20,000     20,000     2.50     April 22, 2025  
June 10, 2020   1,444,000     1,444,000     2.62     June 10, 2025  
October 5, 2020   24,000     24,000     3.50     October 5, 2025  
May 6, 2021   1,234,000     1,234,000     4.11     May 6, 2026  
May 12, 2021   15,000     15,000     4.28     May 12, 2026  
June 21, 2021   20,000     20,000     3.67     June 21, 2026  
August 19, 2021   500,000     500,000     3.66     August 19, 2026  
September 8, 2021   10,000     10,000     3.51     September 8, 2026  
April 29, 2022*   1,859,500     1,819,500     2.56     April 29, 2027  
                         
Total   8,880,500     8,840,500              
* Includes options granted for investor relations services that vest 25% every 4 months from the date of grant.  

The weighted average remaining useful life of exercisable stock options is 2.78 years (December 31, 2021 - 2.73 years).



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

15. CAPITAL STOCK (Continued)

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.  A total of 3,200,000 RSUs are reserved for issuance under the plan and the number of shares issuable pursuant to all RSUs granted under this plan, together with any other compensation arrangement of the Company that provides for the issuance of shares, shall not exceed ten percent (10%) of the issued and outstanding shares at the grant date.

The following table summarizes information about the RSUs which were outstanding at June 30, 2022:

Evaluation Date   December 31, 2021     Granted     Vested     Expired/Cancelled     June 30, 2022  
December 31, 2021*   312,500     -     (234,750 )   (77,750 )   -  
November 18, 2022   7,000     -     -     -     7,000  
December 31, 2022   430,000     -     -     -     430,000  
December 31, 2023   470,000     -     -     -     470,000  
December 31, 2024   -     520,000     -     -     520,000  
Total   1,219,500     520,000     (234,750 )   (77,750 )   1,427,000  

*Based on the achievement of performance as evaluated by the Compensation Committee, it was ascertained that 234,750 RSUs with an evaluation date of December 31, 2021 had vested based on preset performance criteria previously established on the grant date.

Warrants

During the six months ended June 30, 2022, the change in warrants outstanding was as follows:

    Number     Weighted Average
Exercise Price
 
Balance as at December 31, 2021   3,399,280   $ 3.98  
Issued   3,812,121     4.45  
Balance as at June 30, 2022   7,211,401   $ 4.22  

The following table summarizes information about the warrants which were outstanding at June 30, 2022:

Date Issued   Number of Warrants     Exercisable     Exercise Price $     Expiry Date  
November 5, 2021   148,082     148,082     3.50     November 7, 2022  
November 16, 2021   1,200     1,200     3.50     November 17, 2022  
November 5, 2021*   3,249,998     3,249,998     4.00     November 5, 2023  
April 14, 2022   3,812,121     3,812,121     4.45     April 14, 2027  
Total   7,211,401     7,211,401              
*Exercise price increases to $4.50 on November 5, 2022.  



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

Share-based Payments

During the six months ended June 30, 2022 the Company recorded aggregate share-based payments of $3,340 (2021 - $3,400) as they relate to the fair value of stock options and RSU's vested, and RSU's settled in cash during the period. Share-based payments for the periods ended June 30, 2022 and 2021 are allocated to expense accounts as follows:

Six months ended June 30, 2022   General and
Administrative
Expenses
    Royalty Generation
Costs
    Total  
Fair value of stock options vested $ 1,098   $ 1,022   $ 2,120  
RSU's vested   1,107     82     1,189  
RSU's settled in cash   31     -     31  
  $ 2,236   $ 1,104   $ 3,340  

Six months ended June 30, 2021   General and
Administrative
Expenses
    Royalty Generation
Costs
    Total  
Fair value of stock options vested $ 1,029   $ 1,465   $ 2,494  
RSUs vested   570     -     570  
RSUs settled in cash   309     27     336  
  $ 1,908   $ 1,492   $ 3,400  

The weighted average fair value of the stock options granted during the six months ended June 30, 2022 was $1.16 (2021 - $1.93) per stock option.  The fair value of stock options granted was estimated using the Black-Scholes option pricing model with weighted average assumptions as follows:

    June 30, 2022     June 30, 2021  
Risk free interest rate   2.75%     0.91%  
Expected life (years)   5     5  
Expected volatility   48.7%     54.7%  
Dividend yield   0%     0%  

16. RELATED PARTY TRANSACTIONS

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

Six months ended June 30, 2022   Salary and fees     Share-based
Payments
    Total  
Management $ 592   $ 810   $ 1,402  
Outside directors    339     712     1,051  
Seabord Management Corp.*   204     -     204  
Total $ 1,135   $ 1,522   $ 2,657  

Six months ended June 30, 2021   Salary and fees     Share-based
Payments
    Total  
Management $ 621   $ 946   $ 1,567  
Outside directors    297     122     419  
Seabord Management Corp.*   129     -     129  
Total $ 1,047   $ 1,068   $ 2,115  

*Seabord Management Corp. ("Seabord") is a management services company partially owned by the CFO and Chairman of the Board of Directors of the Company. Seabord provides accounting and administration staff, and office space to the Company.

Included in accounts payable and accrued liabilities at June 30, 2022 is $6 (December 31, 2021 - $3) owed to key management personnel and other related parties and includes accruals for short term incentive bonuses and compensation adjustments.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

17. SEGMENTED INFORMATION

The Company operates within the resource industry.  As at June 30, 2022, the Company had royalty and other property interests, property and equipment and royalty revenue located geographically as follows:

ROYALTY AND OTHER PROPERTY INTERESTS   June 30, 2022     December 31, 2021  
Turkey $ 56,388   $ 55,540  
U.S.A.   8,198     9,558  
Argentina   8,995     8,995  
Canada   3,418     3,790  
Peru   2,475     2,475  
Chile   1,670     1,850  
Sweden   438     438  
Finland   260     260  
Mexico   249     249  
Serbia   200     200  
Total $ 82,291   $ 83,355  

PROPERTY AND EQUIPMENT   June 30, 2022     December 31, 2021  
U.S.A. $ 1,211   $ 709  
Sweden   226     141  
Turkey   30     -  
Total $ 1,467   $ 850  

ROYALTY REVENUE   June 30, 2022     June 30, 2021  
U.S.A. $ 1,529   $ 553  
Turkey   289     -  
Sweden   184     123  
Total $ 2,002   $ 676  

The Company's depletion expense is related to properties located in the USA for the six months ended June 30, 2022 and 2021.

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, 2022, the Company had working capital of $41,288 (December 31, 2021 - working capital deficit of $14,313). The Company has continuing royalty income that will vary depending on royalty ounces received, the price of gold, and foreign exchange rates on US dollar royalty payments. The Company also receives additional cash inflows from the recovery of expenditures from project partners, and investment income including dividends from investments in associated entities. During the six months ended June 30, 2022, the Company re-negotiated the payment terms of the Sprott Credit Facility (Note 14).

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, renegotiate terms of debt, or return capital to shareholders. 

The Company is not subject to externally imposed capital requirements other than as disclosed in Note 14.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

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

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:

a) 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.

b) 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.

c) Level 3: inputs that are less observable, unobservable or where the observable data does not support the majority of the instruments' fair value.

As at June 30, 2022, there were no changes in the levels in comparison to December 31, 2021. 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 $ 6,446   $ 14,063   $ -   $ 20,509  
Warrants   -     20     -     20  
Total $ 6,446   $ 14,083   $ -   $ 20,529  

The carrying value of cash and cash equivalents, restricted cash, current trade receivables and other assets, loan receivable, accounts payable and accrued liabilities, advances from joint venture partners and loans payable, approximate their fair value because of the short-term nature of these instruments.

The Company holds warrants exercisable into common shares of public companies. The warrants do not trade on an exchange and are restricted in their transfer. The fair value of the warrants was determined using the Black-Scholes pricing model using observable market information and thereby classified within Level 2 of the fair value hierarchy.

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

Credit Risk

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

Interest Rate Risk

The Company is exposed to interest rate risk because of fluctuating interest rates on cash and cash equivalents and restricted cash.  Management believes the interest rate risk is low given the interest rate on the Sprott Credit Facility (Note 14) is fixed.

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, 2022 portfolio values, a 10% increase or decrease in effective market values would increase or decrease net shareholders' equity by approximately $2,053.



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

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

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, Finland, Chile, 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.

The exposure of the Company's cash and cash equivalents, restricted cash, trade receivables, accounts payable and accrued liabilities, advances from joint venture partners and loans payable to foreign exchange risk as at June 30, 2022 was as follows:

Accounts   US dollars  
Cash and cash equivalents $ 3,883  
Restricted cash   3,233  
Trade receivables   17,859  
Loan receivable    1,063  
Accounts payable and accrued liabilities   (422 )
Advances from joint venture partners   (3,013 )
Loans payable   (39,592 )
Net exposure $ (16,989 )
Canadian dollar equivalent $ (21,901 )

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, 2022, 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 $2,190 in the Company's pre-tax profit or loss.

19. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

Changes in non-cash working capital:

    Six months ended  
    June 30, 2022     June 30, 2021  
Trade receivables and other assets $ (4,373 ) $ 282  
Accounts payable and accrued liabilities   (1,294 )   (1,799 )
Advances from joint venture partners   (659 )   852  
  $ (6,326 ) $ (665 )



EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in Thousands of Canadian Dollars, Except where indicated)
For the Period Ended June 30, 2022

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

During the six months ended June 30, 2022 and 2021, the Company paid interest and income tax as follows:

    June 30, 2022     June 30, 2021  
Interest paid $ 2,454   $ -  
Income taxes paid   -     -  
  $ 2,454   $ -  

The significant non-cash investing and financing transactions during the six months ended June 30, 2022 and 2021 included:

a) Recorded $601 (2021 - $434) through share capital for the issuance of 211,795 (2021 - 114,785) common shares related to property agreements;

b) Reclass of $Nil (2021 - $847) of accumulated OCI out of reserves to deficit upon disposal of a FVOCI investment;

c) Reclass of $52 (2021 - $570) from reserves to share capital for options exercised;

d) Recognized $1,677 for warrants issued in connection with a private placement;

e) Issuance of $489 (2021 - $183) through share capital for the issuance of 164,063 (2021 - 225,750) common shares for settlement of previously vested RSU's; and

f) Adjusted non-current assets and liabilities for $4,353 (2021 - $610) related to cumulative translation adjustments ("CTA"), of which $771 (2021 - $598) relates to CTA loss on royalty interest, $5,853 (2021 - $Nil) relates to CTA gain on investment in associates, $22 (2021 - $Nil) relates to a CTA gain on deferred tax liabilities, and $751 (2021 - gain of $12) relates to CTA loss in the net assets of a subsidiary with a functional currency different from the presentation currency.

20. EVENT SUBSEQUENT TO THE REPORTING DATE

Subsequent to the six months ended June 30, 2022, the Company granted 111,000 stock options to a director, employees and consultants of the Company.  Each option is exercisable to purchase one common share of the Company for a period of five years, at a price of $2.45 per share.




EMX ROYALTY CORPORATION

MANAGEMENT'S DISCUSSION AND ANALYSIS

SIX MONTHS ENDED JUNE 30, 2022





GENERAL

This Management's Discussion and Analysis ("MD&A") for EMX Royalty Corporation, (the "Company", or "EMX") has been prepared based on information known to management as of August 11, 2022. This MD&A is intended to help the reader understand the consolidated financial statements and should be read in conjunction with the condensed consolidated interim financial statements of the Company for the six months ended June 30, 2022 prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). All dollar amounts included therein and in the following MD&A are in Canadian dollars except where noted.

Readers are cautioned that the MD&A contains forward-looking statements and that actual events may vary from management's expectations. Readers are encouraged to read the "Forward-Looking Information and Cautionary Statement" at the end of this MD&A. Additional information related to the Company, including our Annual Information Form and Form 40-F, are available on SEDAR at www.sedar.com, and on EDGAR at www.sec.gov, respectively. These documents contain descriptions of certain of EMX's producing royalties as well as summaries of the Company's advanced royalties and royalty generation assets. For additional information, please see our website at www.emxroyalty.com.

OVERVIEW

EMX Royalty Corporation is in the business of organically generating royalties derived from a portfolio of mineral property interests. The Company augments royalty generation with royalty acquisitions and strategic investments. EMX's royalty and mineral property portfolio consists of 266 properties in North America, Europe, Turkey, Latin America and Australia. The Company's portfolio is comprised of the following:

Producing Royalties 5
Advanced Royalties 9
Exploration Royalties 155
Royalty Generation Properties 97

The Company's common shares are listed on the TSX Venture Exchange and the NYSE American Exchange under the symbol "EMX", as well as on the Frankfurt Stock Exchange under the symbol "6E9".

STRATEGY

EMX's strategy is to provide our shareholders and other stakeholders exposure to exploration success and commodity upside through successful implementation of our royalty business. The Company believes in having a strong, balanced exposure to precious and base metals with an emphasis on gold and copper. The three key components of the Company's business strategy are summarized as:

  • Royalty Generation. EMX's 18-year track record of successful exploration initiatives has developed into an avenue to organically generate mineral property royalty interests. The strategy is to leverage in-country geologic expertise to acquire prospective properties on open ground, and to build value through low-cost work programs and targeting. These properties are sold or optioned to partner companies for retained royalty interests, advance minimum royalty ("AMR") and annual advance royalty ("AAR") payments, project milestone payments, and other consideration that may include equity interests. Pre-production payments provide early-stage cash flows to EMX, while the operating companies build value through exploration and development. EMX participates in project upside optionality at no additional cost, with the potential for future royalty payments upon the commencement of production.
  • Royalty Acquisition. The purchase of royalty interests allows EMX to acquire assets that range from producing mines to development projects. In conjunction with the acquisition of producing and pre-production royalties in the base metals, precious metals, and battery metals sectors, the Company will also consider other cash flowing royalty acquisition opportunities including the energy sector.

  • Strategic Investment. An important complement to EMX's royalty generation and royalty acquisition initiatives comes primarily from strategic equity investments in companies with under-valued mineral assets that have upside exploration or development potential. Exit strategies can include equity sales, royalty positions, or a combination of both.

EMX has a combination of producing royalties, advanced royalty projects and early-stage exploration royalty properties providing shareholders exposure to immediate cash flow, near-term development of mines, and long-term exposure to world class discoveries. Unlike other royalty companies, EMX has focused a significant portion of its expertise and capital toward organically generating royalties. We believe putting people on the ground generating ideas and partnering with major and junior companies is where EMX can generate the highest return for our shareholders. This diversified approach towards the royalty business provides a foundation for supporting EMX's growth and increasing shareholder value over the long term.

HIGHLIGHTS

Financial Updates for the Three Months Ended June 30, 2022

  • Revenue and other income for the three months ended June 30, 2022 was $8,952,000 including income of $921,000 from the Leeville royalty, which was an increase as production has moved into Four Corners and corridor from Carlin East to Rita K. Adjusted revenue and other income  was $12,055,000 including $3,103,000 for the Company’s share of royalty revenue from the effective Caserones copper royalty interest in Chile.
  • After recovering $2,570,000 from partners, the Company’s net royalty generation costs totaled $3,944,000.
  • General and administrative costs totaled $1,166,000. Impacting general and administrative costs, were higher investor relations costs for increased marketing and communications activities, including the attendance of trade shows, offset by a decrease in professional fees as no further costs were incurred relating to the Barrick settlement of the Bullion Monarch litigation in the US.
  • Share-based payments totaled $2,714,000 for the period compared to $2,845,000 in Q2-2021. The aggregate share-based payments relate mainly to the fair value of stock options and restricted share units ("RSUs") granted and vested during the period.
  • Finance expenses of $1,758,000 associated with the Sprott Credit Facility and the SSR VTB note. As at June 30, 2022, the Company had repaid in full the SSR VTB note (including interest) totaling $10,774,000.
  • For the quarter, the Company had income from operations of $1,285,000 and a net loss of $4,125,000.
  • Other significant items affecting income for the three months ended June 30, 2022 included, unrealized fair value losses on investments of $4,390,000, and foreign exchange adjustments of $1,983,000.
  • As at June 30, 2022, the Company had unrestricted cash and cash equivalents of $9,862,000, investments, long-term investments and loans receivable valued at $27,452,000, and a loan payable of $51,039,000.

1 Adjusted revenue and other income, and adjusted cash provided by (used in) operating activities are non-IFRS financial measures with no standardized meaning under IFRS and might not be comparable to similar financial measures disclosed by other issuers. Refer to the "Non-IFRS financial measures" section on page 22 of this MD&A for more information on each non-IFRS financial measure.


Corporate Updates

Acquisition of Additional Royalty Interest on Caserones

In Q2-2022, EMX acquired an additional (effective) 0.3155% Net Smelter Return ("NSR") royalty on the Caserones Copper-Molybdenum Mine located in northern Chile for US$25.74 million. When combined with EMX's (effective) 0.418% NSR interest acquired in August 2021 (see EMX news release dated August 17, 2021), EMX now holds an effective 0.7335% NSR royalty.

Appointment of Independent Director

Subsequent to Q2-2022, EMX announced that Mr. Geoff Smith was appointed to the Board of Directors of the Company effective July 5, 2022. Mr. Smith brings to the board the benefit of 17 years of M&A and corporate finance experience having advised on or financed many of the largest, most complex and innovative streaming transactions in the past 10 years.

Commencement of Commercial Production at Gediktepe

Subsequent to Q2-2022, EMX announced the achievement of commercial production for oxide gold mineralization at its flagship Gediktepe royalty property in western Turkey. The Company holds a 10% NSR royalty on oxide gold production at Gediktepe, and operator Polimetal Madencilik Sanayi ve Ticaret A.S. ("Polimetal"), a private Turkish company, has informed EMX that it has produced over 10,000 gold equivalent ounces1, the trigger for commencement of production royalty payments to EMX.

Impact of Covid 19

EMX continues to monitor developments regarding the ongoing coronavirus pandemic ("COVID-19"), with a focus on the jurisdictions in which the Company operates. EMX has implemented COVID-19 prevention, monitoring and response plans following the guidelines of international agencies and the governments and regulatory agencies of each country in which it operates. EMX's priority is to safeguard the health and safety of its personnel and host communities, support government actions to slow the spread of COVID-19 and assess and mitigate the risks to business continuity.

Royalty and Royalty Generation Updates

During Q2-2022, the Company’s royalty generation business was active in North America, South America, Europe, Turkey, and Australia. The Company spent $6,514,000 and recovered $2,570,000 from partners. During the quarter the Company also completed one partnership in the US and continued to grow the portfolio with new mineral property acquisitions.

Highlights from Q2 2022 include the following:

  • In the US the Company added to its growing royalty portfolio with the completion of one new royalty agreement, the advancement of twelve partner-funded work programs, including four drill projects, and new generative work leading to the acquisition of a district-wide land position at Tonopah, Nevada as well as expanded royalty footprints in Idaho. Subsequent to Q2 2022, three agreements with Hochschild were terminated and the projects are available for partnership.
  • EMX released drill results from its Hardshell royalty property in southern Arizona where operator South32 Limited is advancing a new copper-rich target named Peake, as well as potential extensions of Taylor CRD styles of mineralization.
  • In Canada, EMX conducted work programs to advance and delineate targets on recently acquired properties as partners continued to advance the portfolio with multiple field programs, including drill programs, while EMX received $206,000 in cash payments and $45,000 in share equity payments.

1 Gold equivalent ounces as referred to in the definition of "Oxide Commercial Production" in the 2019 Gediktepe share purchase agreement between Alacer Gold Madencilik A.S. and Lidya Madencilik.


  • EMX's South American royalty portfolio advanced through drill programs conducted by AbraSilver Resource Corp., Aftermath Silver Ltd, and GR Silver Mining Ltd.  Q2 drill programs at both Diablillos and Berenguela continue to produce significant results that extend mineralization away from known zones as well as confirming historical drill results. Pampa Metals announced the discovery of a new porphyry target for drill testing later this year at EMX's Block 4 royalty property.
  • EMX continued to expand its portfolio of projects in northern Europe in Q2 by adding several additional "battery metals" projects. EMX continues to seek new acquisition and staking opportunities around the world, and recently established a corporate presence in Morocco and the Balkans region.
  • In Sweden, a 750 meter drill program was completed by partner District Metals Corp. at the Tomtebo project in Q2, with analytical results pending.
  • Drill programs also commenced at partner Playfair Mining's RKV project in Norway and on the Norden Crown Metals and Boliden AB joint venture property in Norway. Initial results are anticipated to be received in Q3.
  • Work continued to expand the known footprint of cobalt mineralization at EMX's Yarrol property in Queensland, Australia. Surface sampling of cobalt enriched manganiferous mineralization developed on the north side of the Yarrol project shows cobalt enrichments over broad areas where lenses of manganese-rich conglomerate have been found in the field.

Financing Updates

Private Placement with Franco-Nevada

EMX completed a $12,580,000 (US$10,000,000) private placement with Franco-Nevada Corporation ("Franco-Nevada"). The proceeds were used to acquire the additional (effective) NSR on the Caserones open pit mine in northern Chile (see EMX's news release dated April 14, 2022).

Franco-Nevada purchased 3,812,121 units of the Company at a price of $3.30 per unit. Each unit consisted of one common share of EMX and one warrant, with each warrant entitling the holder thereof to purchase one common share of EMX for $4.45 for a period of five years. The shares issued upon closing and the shares issuable upon the exercise of the warrants will be subject to a four-month restricted resale (hold) period expiring August 15, 2022. Franco-Nevada now owns approximately 3.5% of the issued and outstanding shares of EMX on an undiluted basis.

Repayment of Vendor Take Back Note

During Q2-2022, EMX repaid in full the vendor take back note issued to SSR Mining Inc. on October 21, 2021, totaling $10,774,000 including interest owed.

Investment Updates

As at June 30, 2022, the Company had investments totaling $26,082,000 which included $20,583,000 in various public and private entities, and $5,499,000 in non-current investments. The Company will continue to generate cash flow by selling certain of its investments when appropriate.

Strategic Investment in Premium Nickel Resources

In Q1-2022, EMX completed a strategic investment in Premium Nickel Resources Corporation ("PNR"), a private Canadian company advancing nickel-copper-cobalt and platinum group element ("PGE") projects in Botswana. EMX now owns 5,412,702 shares or 6.3% of the issued and outstanding shares of PNR having purchased an additional one million shares in April 2022. This purchase was part of a recent financing completed by PNR at US$2.00 per share.

On April 26, 2022, PNR announced the execution of a definitive agreement for a reverse takeover transaction ("RTO") with North American Nickel Inc. (TSX:"NAN"). This transaction will effectively take PNR public, offering liquidity for shareholders such as EMX. Trading of NAN shares was halted after the announcement, with approval for the transaction and resumption of trading for the resultant issuer expected in Q3. Securityholders of PNR will receive 5.27 shares of the resultant issuer for each share of PNR held (see NAN news release dated April 26, 2022).


PNR subsequently informed EMX that it had commenced an exploration drill program in the Selebi Mine area and will likely continue drilling through the remainder of 2022. Subsequent to period end, NAN and PNR announced that the TSX Venture Exchange has provided conditional approval for the RTO transaction (see NAN news release dated July 21, 2022).

OUTLOOK

This year will see an increase in revenue and other income coming from our cash flowing royalties, including Caserones in Chile, Leeville in Nevada, and potentially Timok in Serbia (pending conclusion of the royalty rate discussions with Zijin). Likewise, Gediktepe and Balya in Turkey have commenced commercial production, and EMX anticipates receipt of production royalty payments from both projects in Q3. As in previous years, production royalties will continue to be complemented by option, advance royalty, and other pre-production payments from partnered projects across the global portfolio. The Company plans to give production guidance for 2022 later this year.

So far in 2022, EMX has acquired an additional (effective) 0.3155% royalty interest on Caserones and completed a $12,580,000 (US $10,000,000) private placement with Franco-Nevada and a strategic investment in PNR.

The Company will continue to strengthen its balance sheet over the course of the year by looking to retire portions of its long-term debt, continuing to evaluate equity markets (including the filing of a shelf prospectus), and the ongoing monetization of the Company’s marketable securities.                                  

EMX is well funded to identify and pursue new royalty and investment opportunities, while further filling a pipeline of royalty generation properties that provide opportunities for additional cash flow, as well as exploration, development, and production success.

ROYALTY PORTFOLIO REVIEW

EMX's royalty and royalty generation portfolio totals 266 projects on five continents. The following is a summary of the royalty portfolio that includes producing, advanced, and exploration project royalties. There are three material royalties that cover the Gediktepe Mine in Turkey, the Timok Mine in Serbia, and the Caserones Mine in Chile. EMX has filed technical reports for Gediktepe, Timok, and Caserones that are available under the Company's issuer profile on SEDAR (www.sedar.com). In addition, the Leeville and Balya royalty properties are important to the Company, for current as well as projected future royalty cash flows, respectively.

Appendix A includes a comprehensive table of EMX's royalty assets. Please see EMX's Annual Information Form for the year ended December 31, 2021 for a summary of resource and reserve statements for key royalty assets. For additional details on EMX's royalty and royalty generation portfolio, including specifics on the royalty terms, please refer to the Company's website (www.EMXroyalty.com) as well as the Company's financial statements for the year ended December 31, 2021.

Producing Royalties

Asset Location Operator Commodity Stage Royalty Interest
Caserones Chile JX Nippon Mining & Metals Copper (Molybdenum) Producing Effective 0.7335% NSR
Timok Serbia Zijin Mining Group Co, Ltd. Copper-Gold Producing 0.5% NSR
Leeville USA Nevada Gold Mines LLC Gold Producing 1.0% GSR
Gediktepe Turkey Lidya Madencilik Anayi ve Ticaret A.S. Gold, Polymetallic Oxide phase commissioned - initial production 10% NSR on oxide zone and 2% NSR on sulfide zone
Balya Turkey Esan Eczacibaşi Endüstriyel Hammaddeler San. ve Tic. A.Ş. Zinc-Lead-Silver Development - initial production 4.0% NSR


Significant Updates

Caserones, Chile - The Caserones open pit mine ("Caserones") is developed on a porphyry copper (molybdenum) deposit in the Atacama Region of Chile's Andean Cordillera. The mine is operated by SCM Minera Lumina Copper Chile SpA ("MLCC"), which is 100% indirectly owned by JX Nippon Mining & Metals Corporation ("JX Nippon"), who is listed on the Tokyo Stock Exchange. Caserones produces copper and molybdenum concentrates from a conventional crusher and mill and flotation plant, as well as copper cathodes from a dump leach and solvent extraction and electrowinning plant. In 2021 the mine produced 94,846 tonnes of fine copper in concentrate, 2,287 tonnes of fine molybdenum in concentrate, and 14,829 tonnes of fine copper in cathodes (see MLCC's 2021 Annual Report, dated May 30, 2022). Also in MLCC’s 2021 Annual Report a year-end ‘reserves’ update was provided. However, MLCC’s 2021 ‘reserves’ do not meet NI 43-101 disclosure requirements.

In Q2-2022, EMX acquired an additional 0.3155% NSR royalty interest on Caserones for a purchase price of US$25.74 million (see EMX news release dated April 14, 2022).  When combined with EMX's previously acquired 0.418% NSR royalty, EMX now controls an effective 0.7335% NSR royalty.  As part of the additional royalty purchase, EMX completed a private placement with Franco-Nevada Corporation for $12,580,000. 

Also in Q2, EMX received a payment of approximately US$2.7 million (pre-tax) from the Company's effective 0.7335% NSR royalty interest (see EMX news release dated June 9, 2022). This royalty payment was based upon first quarter (i.e., January-March, 2022) copper and molybdenum production. The higher-than-expected Q1 royalty distribution reflects strong copper prices and robust production throughput at higher grades.

Timok, Serbia - EMX's Timok Royalty is located in the Bor Mining District of Serbia and covers the Cukaru Peki copper-gold deposits. Cukaru Peki consists of a high-level body of high-grade, epithermal-style copper-gold mineralization referred to as the "Upper Zone", and a deeper body of porphyry-style copper-gold mineralization known as the "Lower Zone". EMX's Timok Royalty covering Cukaru Peki is stated to be a 0.5% NSR in the royalty agreement. The royalty agreement contains a provision for the reduction of the royalty rate under certain circumstances, but EMX does not believe that those conditions have been satisfied. The Timok project is currently owned and operated by Zijin Mining Group Ltd ("Zijin").

Production from the Upper Zone of Cukaru Peki commenced in Q4-2021, and EMX announced its intent to seek arbitration to resolve the issue about the royalty rate on the project (see EMX news release dated December 17, 2021). Amicable discussions with Zijin commenced shortly after EMX's announcement, leading EMX to suspend plans to file a notice of arbitration (see Company news release dated January 27, 2022). Discussions between EMX and Zijin continued in Q2-2022 as both companies continue to work toward finding an amicable solution.

Also in Q2, Zijin’s 2021 Annual Report (posted June 20, 2022) provided year-end ‘resources’ and ‘reserves’ updates. However, Zijin’s 2021 ‘resources’ and ‘reserves’ do not meet NI 43-101 disclosure requirements. Zijin is listed on the Hong Kong and Shanghai Stock Exchanges.

Leeville, Nevada - The Leeville 1% gross smelter return ("GSR") royalty covers portions of West Leeville, Carlin East, Four Corners, and other underground gold mining operations and deposits in the Northern Carlin Trend of Nevada (the "Leeville Royalty"). The Leeville Royalty property is included in the Nevada Gold Mines LLC ("NGM") Barrick-Newmont Nevada joint venture.


Leeville royalty provisional payments to EMX totaled approximately US$722,800 during Q2-2022. Royalty production totaled 391 troy ounces of gold that were principally sourced from the Four Corners (39%), Monarch (24%), West Leeville (24%), Carlin East (13%), and other operations (< 1%). 

Gediktepe, Turkey - The Gediktepe VMS deposit is located in western Turkey. Descriptions of the deposit and historical resource and reserve estimates are disclosed in an NI 43-101 Prefeasibility study entitled "Gediktepe 2019 Prefeasibility Study" with an effective date of March 26, 2019 and filed on SEDAR by Alacer Gold Corp (formerly a reporting issuer in Canada). The Gediktepe Royalties consist of: (i) a perpetual 10% NSR royalty over metals produced from the oxide zone (predominantly gold and silver) after cumulative production of 10,000 gold-equivalent oxide ounces; and (ii) a perpetual 2% NSR royalty over metals produced from the sulfide zone (predominantly copper, zinc, lead, silver and gold), payable after cumulative production of 25,000 gold-equivalent sulfide ounces (gold-equivalent as referenced from an underlying 2019 Share Purchase Agreement).

The Gediktepe Royalties were acquired as part of the SSR royalty portfolio transaction (see Company news release dated July 29, 2021), and are being advanced by operator Lidya Madencilik ("Lidya"), a private Turkish company. Since acquiring the Royalties, EMX has maintained discussions with Lidya, who commenced initial mining activities in Q4-2021. Mining and processing of oxide gold materials continued in Q2-2022, and Lidya notified EMX that the definition of commercial production was met in June 2022 (the production of 10,000 ounces of gold equivalent on the project) (see Company news release dated July 13, 2022). Upon reaching commercial production as defined above, EMX earned a US$4,000,000 milestone payment, payable on the first anniversary of reaching commercial production. EMX expects royalty payments to commence in Q3 2022.

Balya, Turkey - The Balya royalty property is located in the historical Balya lead-zinc-silver mining district in northwestern Turkey. EMX holds an uncapped 4% NSR royalty on the "Balya North Deposit", which is operated by Esan Eczacibaşi Endüstriyel Hammaddeler San. ve Tic. A.Ş. ("Esan"), a private Turkish company. Esan operates a lead-zinc mine and flotation mill on the property immediately adjacent to EMX's Balya North royalty property.

The initial phases of mining at Balya North commenced in late 2021, and production continued to ramp up in Q2-2022 with stockpiled material from Balya North being processed at the Balya milling facility. EMX anticipates its first royalty production payments from Esan in early Q3, 2022.

Advanced Royalty Projects

Asset Location Operator Commodity Stage Royalty Interest
Gold Bar South Nevada McEwen Mining Inc. Gold Feasibility 1% NSR
Diablillos Argentina AbraSilver Resource Corp Silver-Gold PEA 1% NSR
Berenguela Peru Aftermath Silver Ltd Copper-Silver-Manganese-Zinc Resource - Advancing PFS 1% -1.25% NSR
Challacollo Chile Aftermath Silver Ltd Silver-Gold Resource Development 2% NSR
Yenipazar Turkey Virtus Madencilik Gold Feasibility 6% -10% NPI
Akarca Turkey Çiftay İnşaat Taahhüt ve Ticaret A.Ş. Silver-Gold Resource Development 1%-3% NSR
Sisorta Turkey Bahar Madencilik Sinayi ve Ticaret Ltd Sti Gold Feasibility 3.5%-5% NSR
Viscaria Sweden Copperstone Resources AB Copper-Iron Resource Development 0.5% to 1% NSR
Kaukua Finland Palladium One Mining Inc PGE-Nickel-Copper Resource Development 2% NSR


Significant Updates

Gold Bar South, Nevada - EMX's Gold Bar South 1% NSR royalty property, operated by McEwen Mining Inc. (TSX & NYSE: MUX) ("McEwen"), covers a sediment-hosted, oxide gold deposit situated ~5.6 kilometers southeast of McEwen's Gold Bar open pit mining operation in north-central Nevada.

McEwen provided a "Q1 2022 Results" update which stated that "We received regulatory approval to amend the plan of operations to include the Gold Bar South (GBS) deposit on April 1st, 2022. We are planning to start construction of the access road and heap leach pad expansion to accommodate the expected gold production starting in Q4 2022" (See McEwen news release dated May 10, 2022).  No material changes were disclosed for the three months ended June 30, 2022.

Diablillos, Argentina - EMX's Diablillos 1% NSR royalty was acquired as part of the SSR royalty portfolio transaction in 2021. Diablillos is a high sulfidation silver-gold project, located in the Puna region of Salta Province, Argentina that is owned and operated by AbraSilver Resource Corp. (TSX-V: ABRA, "AbraSilver"). There are seven known mineralized zones, with the Oculto zone advanced to the PEA stage of assessment.

During the quarter AbraSilver reported that an Environmental Baseline Study and the Phase II 77 hole, 20,000 meter drill program had been completed (see AbraSilver news releases dated June 8, and June 13, 2022). The Phase II drill results included the highest-grade silver intercept recorded to date (DDH 22-015, 26 m @ 2,358 g/t Ag and 0.36 g/t Au starting at 131.5 m; true width unknown) in a hole located at the southwestern extension of the high-grade Tesoro Zone (see AbraSilver news release dated July 25, 2022). The Phase III drill program has commenced to follow-up on high-priority targets.

Berenguela, Peru - The Berenguela project, located in the Puno region of southeastern Peru, is a resource stage polymetallic carbonate replacement-style deposit being advanced by Aftermath Silver Ltd. ("Aftermath") (TSX-V:  AAG; OTCQB: AAGFF). Aftermath is earning 100% project interest per a definitive acquisition agreement originally executed with SSR Mining. EMX's royalty interest in, and future earn-in payments from, Berenguela were acquired in 2021 as part of the SSR royalty portfolio transaction. The project hosts an historical JORC silver-copper-manganese-zinc mineral resource.

Aftermath reported silver-copper (+manganese & zinc) results from its ongoing drill program which is designed for resource verification, metallurgical sampling, and confirmation of historical reverse circulation holes (see Aftermath news releases dated May 4, May 19, June 6, June 10, June 13, and July 5, 2022).

Challacollo, Chile - Challacollo is a resource stage low-sulphidation epithermal deposit located in Chile's northernmost Region I. The project operator, Aftermath, is earning 100% project interest per a binding agreement with Mandalay Resources Corporation (TSX: MND). EMX's interest in the Challacollo project was acquired in 2021 as part of the SSR Royalty Portfolio transaction. After earn-in, EMX will retain a 2% NSR royalty, payable after 36 million ounces of silver have been produced, with a cap of US$5 million. This cap is not subject to a U.S. Consumer Price Index (US CPI) adjustment. The project hosts historical open pit and underground constrained silver-gold resources. Aftermath did not provide Challacollo project updates during Q2-2022.

Yenipazar, Turkey - The Yenipazar polymetallic VMS deposit in central Turkey is currently owned and advanced by Virtus Madencilik ("Virtus"), a private Turkish company that is partly owned by Trafigura Ventures V B.V. EMX holds a Net Profits Interest ("NPI") royalty that is set at 6% until US$165 million in revenues are received, after which the NPI converts to a 10% interest. The Yenipazar Royalty was acquired by EMX in 2021 as part of the SSR royalty portfolio transaction. 

Previous owner Aldridge Minerals Inc. ("Aldridge") disclosed an historical feasibility study on the project in 2013, which was updated in 2014 and filed on SEDAR. This remains the most recent public disclosure of technical information and historical mining reserves and resources on the project. Virtus recently updated the feasibility study (this in-house report remains unpublished as of yet) and is currently seeking project financing for development of the project. Since acquiring the royalty, EMX has maintained contact with Virtus and has received updates on the status of the project.


Akarca, Turkey - The Akarca epithermal gold-silver deposit in western Turkey was discovered by EMX in 2006 during a regional exploration program. The project was later sold to current owner Çiftay İnşaat Taahhüt ve Ticaret A.Ş. ("Çiftay"), a private Turkish company. Çiftay is responsible for making a series of pre-production gold bullion payments to EMX, and EMX retains a 1% NSR royalty on the initial 100,000 ounces of gold production from the project, a 2% NSR royalty on production on the next 400,000 ounces of gold produced, and a 3% NSR royalty on any production of gold after 500,000 ounces of gold are produced. The NSR royalties are uncapped and cannot be bought down.

To date, over 350 exploration drill holes and 17 kilometers of trenching have been completed along with collection of over 6,500 rock and 3,500 soil samples and preparation of in-house (non-public) resource models for the gold-silver mineralization. Çiftay is current determining strategies for continued exploration and development of the project.

In 2020 Çiftay made the decision to halt further field work while awaiting permits and a court decision regarding land use designations in the area. EMX has maintained active discussions with Çiftay since that time, and Çiftay has informed EMX that it expects the permitting and land use designation issues to be resolved in 2022, which will allow Çiftay to resume its exploration programs at Akarca.

Sisorta, Turkey - The Sisorta project consists of an oxide gold deposit with underlying copper and gold porphyry potential. EMX sold the project in 2016 to Bahar Madencilik Sinayi ve Ticaret Ltd Sti ("Bahar"), a privately owned Turkish company, retaining a royalty interest and advance royalty payment streams. The EMX royalties consist of a 3.5% NSR on any materials mined and processed on site at Sisorta, and a 5% NSR royalty on any materials shipped offsite for processing. Bahar, which operates the nearby Altintepe gold mine, is reviewing development options for the Sisorta project.

In Q2, 2022 EMX received payments of US$225,000 as advanced royalties for the Sisorta project.

Viscaria, Sweden - EMX holds an effective 0.5% to 1.0% NSR royalty interest on the Viscaria copper project located in the Kiruna mining district of Sweden which is operated by Stockholm listed Copperstone Resources AB ("Copperstone"). The Viscaria deposit contains elements of both VMS and iron oxide-copper-gold (“IOCG”) styles of mineralization and was mined from 1983-1996 by a partnership between LKAB and Outokumpu OYJ. Significant JORC and PERC mineral resources remain in the mining area.

Copperstone filed an environmental permit application for its planned mining operation in March 2022 (see Copperstone news release dated March 29, 2022), and has since received feedback from the Land and Environmental Court (see Copperstone news release dated July 5, 2022). Copperstone stated that “Over the next few months, Copperstone will work through and submit these supplements to the Court in September 2022.” Copperstone has raised over 200 million Swedish Krona for advancement of the Viscaria project.

Kaukua, Finland - EMX holds a 2% NSR royalty on various exploration licenses covering the Kaukua PGE-Ni-Cu deposit in northern Finland. The Kaukua deposit is being advanced by Palladium One Mining Inc. (TSX-V: PDM) ("Palladium One"), as part of its flagship Läntinen Koillismaa ("LK") project. Palladium One can purchase 1% of EMX's NSR royalty prior to the delivery of a "bankable feasibility study" for €1 million. The remaining 1% of EMX's NSR royalty is uncapped and cannot be purchased.

PDM's LK project is a PGE rich magmatic Ni-Cu sulfide system with multiple centers of drill defined mineralization. EMX's royalty covers the Kaukua and newly defined Murtolampi PGE-Ni-Cu deposits.


In Q2 Palladium One announced an updated NI43-101 Mineral Resource Estimate (”MRE”) for the Kaukua and Murtolampi deposits (see Palladium One news release dated April 25, 2022):

  Tonnes (Mt) Pd g/t Pt g/t Au g/t Cu % Ni % Co g/t
Indicated              
Kaukua Area 38.2 0.61 0.22 0.07 0.13 0.11 64.56
Inferred              
Kaukua + Murtolampi 30.8 0.52 0.2 0.08 0.14 0.14 86.07
               
April, 2022 SLR Consulting (Canada) Ltd.              

MRE Notes:

  • CIM (2014) definitions were followed for Mineral Resources.
  • The Mineral Resources have been reported above a preliminary open pit constraining surface using a Net Smelter Return (NSR) pit discard cut-off of US$12.5/t (which for comparison purposes equates to an approximately 0.65 g/t Palladium Equivalent in-situ cut-off, based on metal prices only).
  • The NSR used for reporting is based on the following:
    • Long term metal prices of US$ 1,700/oz Pd, US$ 1,100/oz Pt, US$ 1,800/oz Au, US$ 4.25/lb Cu, US$ 8.50/lb Ni and US$ 25/lb Co.
    • Variable metallurgical recoveries for each metal were used at Kaukua and Murtolampi.
    • Commercial terms for a Cu and Ni concentrate based on indicative quotations from smelters.
  • Mineral Resources, which are not Mineral Reserves, do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, sociopolitical, marketing, or other relevant issues.
  • The MRE was prepared for Palladium One under the supervision of Mr. Sean Horan, P.Geo., Technical Manager of Geology at SLR Consulting Ltd. Mr. Horan is an Independent Qualified Person as defined by NI 43-101.

The quantity and grade of reported inferred resources in this estimation are conceptual in nature and there has been insufficient exploration to define these inferred resources as an indicated or measured mineral resource and it is uncertain if further exploration will result in upgrading them to an indicated or measured mineral resource category.

Exploration Royalty & Royalty Generation Projects

The Company has 155 exploration stage royalties and 97 royalty generation properties being advanced, and available for partnership (note, these totals do not include producing royalty or advance royalty projects). A complete listing of the exploration stage royalties is included in Appendix A to this MD&A.



The following provides an overview of exploration royalties and royalty generation properties by country and commodity.

    Exploration Royalty     Royalty Generation Project  
Country   Precious Metals     Base Metals     Precious Metals     Base Metals  
                         
USA   25     11     25     22  
Canada   48     1     15     12  
                         
Mexico   2     1     -     -  
Haiti   5     2     -     -  
Chile   7     12     -     -  
Argentina   1     -     -     -  
                         
Sweden   8     10     3     6  
Finland   1     1     -     -  
Norway   2     13     4     5  
Serbia   1     1     -     -  
                         
Turkey   -     1     -     2  
                         
Australia   2     -     2     1  
    102     53     49     48  

Qualified Persons

Michael P. Sheehan, CPG, a Qualified Person as defined by NI 43-101 and employee of the Company, has reviewed, verified, and approved the above technical disclosure on North America and Latin America. Eric P. Jensen, CPG, a Qualified Person as defined by NI 43-101 and employee of the Company, has reviewed, verified, and approved the above technical disclosure on Europe, Turkey, Australia, and Strategic Investments.

RESULTS OF OPERATIONS

Three Months ended June 30, 2022

The net loss for the three month period ended June 30, 2022 ("Q2-2022") was $4,125,000 compared to a net loss of $3,578,000 for the comparative period ("Q2-2021").  The net loss for Q2-2022 was made up of revenues and other income of $8,952,000 (Q2-2021 - $4,255,000), costs and expenses totaling $7,667,000 (Q2-2021 - $6,294,000) and losses from other items totaling $5,410,000 (Q2-2021 - $1,539,000). Significant components of other income include a loss on revaluation of investments of $4,390,000 (Q2-2021 - $425,000), equity income from the Company's investments in associated entities of $2,667,000 (Q2-2021 - $158,000), loss on sale of marketable securities of $162,000 (Q2-2021 - $Nil), finance expenses and other totaling $1,758,000 (Q2-2021 - $Nil) and foreign exchange adjustments of $1,983,000 (Q2-2021 - $1,240,000). 

Revenues and other income

The Company earns various sources of revenue and other income including royalty revenue, option revenue earned from mineral property agreements including operator fees on managed projects, gains related to the sale of mineral properties, sale of marketable securities, interest, and dividend income. 


During the three months ended June 30, 2022 and 2021, the Company had the following sources of revenues and other income:

In Thousands of Dollars            
    Three months ended     Three months ended  
Revenue and Other Income   June 30, 2022     June 30, 2021  
Royalty revenue $ 1,206   $ 284  
Interest income   876     170  
Option and other property income   6,870     3,801  
  $ 8,952   $ 4,255  
Non-IFRS Measures            
Adjusted revenue and other income1 $ 12,055   $ 4,255  

In Q2-2022, the Company earned $1,206,000 (Q2-2021 - $284,000) of royalty revenue. This included royalty revenue earned from 391 (Q2-2021 – 110) ounces of gold from the Leeville royalty interest and other pre-production amounts received including AMRs on various properties.  The increase compared to the three months ended June 30, 2021, was mainly the result of an increase in production ounces received in the current period as well as an increase in the average realized gold price on ounces received from the Leeville royalty in the current period.  In Q2-2022, the weighted average realized gold price for the Leeville royalty received was US$1,867 (Q2-2021 - US$1,818) per ounce. Royalty revenue was offset by gold tax and depletion of $929,000 (Q2-2021 - $503,000) and included in costs and expenses.

Adjusted revenue and other income1 brings into revenues and other income, $3,103,000 (Q2-2021 - $Nil) from the Company’s share of revenue from the effective royalty interest in the Caserones mine.

Net royalty income from the Leeville and Caserones royalties will fluctuate as result of a combination of ounces received, average price per ounce, and foreign exchange as a result of the royalties being paid in United States dollars ("USD"). Timing of additional AMR's related to other projects and included in royalty revenue can also fluctuate. Interest income was earned on the cash balances the Company holds, a note receivable, interest accretion on the Company's Ensero investment, and interest accretion on deferred compensation payments from Aftermath and AbraSilver.

Option and other property income will fluctuate depending upon the Company's deal flow and structure of property agreements relating to execution payments, staged option payments and operator and management fees. Execution payments can include the fair value of equity interests obtained in the respective partner and cash proceeds. Further, anti-dilution provisions in property agreements provided for additional equity received and are included in option and other property income. For the three months ended June 30, 2022, included in option and other property income was $248,000 (Q2-2021 - $1,700,000) related to the fair value of share equity payments received, as well as staged cash payments received or accrued of $6,441,000 (Q2-2021 - $62,000) which included the US$4,000,000 milestone payment earned on Gediktepe.

Cost and Expenses

Costs and expenses are comprised of expenditures incurred by the Company to carry out the royalty generation operations and the advancement of projects, as well as marketing and communications.


1 Adjusted revenue and other income, and adjusted cash provided by (used in) operating activities are non-IFRS financial measures with no standardized meaning under IFRS and might not be comparable to similar financial measures disclosed by other issuers. Refer to the "Non-IFRS financial measures" section on page 22 of this MD&A for more information on each non-IFRS financial measure.



Included in these costs is general and administrative costs for the period ended June 30, 2022 and 2021 comprised of the following:

In Thousands of Dollars            
General and administrative expenses    Three months ended     Three months ended  
    June 30, 2022     June 30, 2021  
Salaries, consultants, and benefits $ 234   $ 177  
Professional fees   239     298  
Investor relations and shareholder information   294     137  
Transfer agent and filing fees   80     71  
Administrative and office   269     250  
Travel   50     46  
  $ 1,166   $ 979  

General and administrative expenses (“G&A”) of $1,166,000 were incurred for the three months ended June 30, 2022 compared to $979,000 in Q2-2021. General and administrative expenditures will fluctuate from period to period depending on the level of activity and deal flow. Some of the changes in Q2-2022 compared to Q2-2021 are related to:

  • Professional fees decreased in Q2-2022 by $59,000 compared to Q2-2021 as the Company no longer incurred additional legal costs relating to the settlement of the Barrick lawsuit.
  • Investor relations increased by $157,000 in Q2-2022 compared to Q2-2021 due to increased marketing and communications activities, including the attendance of trade shows, and other activities involving travel. 

It should be noted that many of our personnel and professional expenditures company-wide are denominated in USD and an increase or decrease in the value of the USD compared to the Canadian dollar, which is the Company's reporting currency, will increase or decrease expenditures.

Project and Royalty Generation Costs, Net of Recoveries

Net royalty generation costs increased over the prior year’s comparative period, going from $3,689,000 in Q2-2021 to $3,944,000 in Q2-2022. This was the result of an increase in expenditures of $1,136,000 in Q2-2022 compared to Q2-2021, offset by an increase in recoveries from partners by $881,000 in Q2-2022 compared to Q2-2021. Royalty generation costs and recoveries from partners vary from period to period depending on the level of activity incurred and comparison between periods does not accurately reflect the activity with the Company. See the highlights, royalty and project review sections for current activities.

Share-based Payments

In Q2-2022 the Company recorded a total of $2,714,000 in share-based payments compared to $2,845,000 in Q2-2021. The aggregate share-based payments relate mainly to the fair value of restricted share units and stock options granted and vested during the period.

Other

  • During the three month period ended June 30, 2022, the Company had an unrealized loss of $4,390,000 (Q2-2021 - loss $425,000) related to the fair value adjustments of investments, and a realized loss of $162,000 (Q2-2021 - $Nil) for the sale of certain marketable securities held by the Company. The unrealized loss in the current period is attributed to a broader market decline in Q2-2022 compared to the Q2-2021.
  • During the three month period ended June 30, 2022, the Company recognized equity income from investments in associates of $2,667,000 (Q2-2022 - $158,000). This primarily related to the share of the Company's net income derived in SLM California which holds the Caserones effective royalty interest.

  • During Q2-2022, the Company recognized finance and other expenses of $1,758,000 (Q2-2021 - $Nil) which consisted primarily of interest accrued on the Sprott Credit Facility and VTB Note.

Taxes

During the three months ended June 30, 2022, the Company recorded a deferred income tax recovery of $248,000 (Q2-2021 - $Nil).

Six months ended June 30, 2022

The net income for the six months ended June 30, 2022 was $19,422,000 compared to a loss of $8,002,000 for the prior year's comparative period. The income for the current period was made up of revenues of $11,167,000 (2021 - $5,553,000), costs and expenses totaling $14,309,000 (2021 - $10,240,000), and income from other items of $22,564,000 (2021 - losses of $3,315,000). 

The significant items to note for the current period compared to the prior period are as follows:

  • In the current period, royalty income was earned for 620 (2021 - 229) ounces of gold totaling $1,529,000 (2021 - $676,000) offset by gold tax and depletion of $1,540,000 (2021 - $503,000).  The increase in royalty income was mainly due to an increase in the average realized gold price was US$1,866 per ounce compared to US$1,807 for 2021.
  • In the current period, the Company granted 1,859,500 stock options and 520,000 restricted shares units ("RSU"), as well as settled 234,750 RSUs from the 2018 RSU grant for aggregate share-based payments of $3,340,000 (2021 - $3,400,000) related to the fair value of stock options and RSUs vested during the period, the fair value of incentive stock grants, and the fair value of share-based compensation settled in cash.
  • For the six months ended June 30, 2022, the Company incurred a foreign exchange loss of $3,021,000 compared to a foreign exchange loss of $2,356,000 during the same period in 2021. This was primarily related to depreciation of the Turkish Lira against the value of the USD.
  • For the six months ended June 30, 2022, the Company recorded an unrealized gain of $1,939,000 (2021 - unrealized loss of $1,746,000) related to the fair value changes of financial instruments including marketable securities. The unrealized gain in the current period primarily related primarily to the re-pricing of certain investments upon obtaining a public listing.

LIQUIDITY AND CAPITAL RESOURCES

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, 2022, the Company had a working capital of $41,288,000 (December 31, 2021 - deficit of $14,313,000). 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 also receives additional cash inflows from the recovery of expenditures from project partners, and investment income including dividends from investments in associated entities. 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, renegotiate terms of debt, or return capital to shareholders. 

The Company is not subject to externally imposed capital requirements other than as disclosed for the Sprott Credit Facility.


Operating Activities

Cash provided by operating activities for the six months ended June 30, 2022 was $15,508,000 (2021 – cash used of $6,380,000), and adjusted cash provided by operating activities1 for the period was $19,178,000 (2021 – cash used of $6,380,000) and represents expenditures primarily on royalty generation and general and administrative expenses for both periods, offset by royalty income received in the period. Adjusted cash provided by operating activities is adjusted for $3,670,000 (2021 - $Nil) in royalty distributions received from the Company's effective royalty interest at Caserones. A significant component of cash provided by operations in the current period is the net settlement gain of $23,846,000 resulting from the Barrick settlement with Bullion Monarch.

Investing Activities

The total cash used in investing activities during the six months ended June 30, 2022 was $30,593,000 compared to $3,661,000 for the period ended June 30, 2021. The cash used in the current period related primarily to the purchase of additional equity investments of $32,852,000 (2021 - $3,979,000) as well as net purchases of other fair value through profit and loss investments of $2,640,000 (2021 - $30), partially offset by dividends and distributions received of $3,670,000 (2021 - $135,000) and proceeds from repayment of loans receivable of $1,197,000 (2021 - $550,000).

Financing Activities

The total cash provided by used in financing activities for the six months ended June 30, 2022 was $189,000 compared to cash provided by financing activities of $737,000 for the period ended June 30, 2021.  The cash used in the current period primarily consisted of $12,775,000 in loan repayments (2021 - $Nil), offset by proceeds received from a private placement of $12,580,000 (2021 - $Nil), and the exercise of stock options for $90,000 (2021 - $999,000).

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this MD&A, the Company does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the results of operations or financial condition of the Company, including, and without limitation, such considerations as liquidity and capital resources.

QUARTERLY INFORMATION

In Thousands of Dollars, Except Per Share Amounts  
Fiscal quarter ended   June 30, 2022     March 31, 2022     December 31, 2021     September 30, 2021  
Revenue and other income $ 8,952   $ 2,215   $ 2,377   $ 1,504  
Project and royalty generation costs   (6,514 )   (5,397 )   (4,868 )   (3,882 )
Recoveries from partners   2,570     2,695     2,440     1,792  
Share-based payments   1,610     626     565     1,206  
Net income (loss) for the period   (4,125 )   23,547     (10,881 )   (10,866 )
Basic earnings (loss) per share   (0.04 )   0.22     (0.11 )   (0.13 )
Diluted earnings (loss) per share   (0.04 )   0.22     (0.11 )   (0.13 )


1 Adjusted revenue and other income, and adjusted cash provided by (used in) operating activities are non-IFRS financial measures with no standardized meaning under IFRS and might not be comparable to similar financial measures disclosed by other issuers. Refer to the "Non-IFRS financial measures" section on page 22 of this MD&A for more information on each non-IFRS financial measure.



In Thousands of Dollars, Except Per Share Amounts  
Fiscal quarter ended    June 30, 2021     March 31, 2021     December 31, 2020     September 30, 2020  
Revenue and other income $ 4,255   $ 1,298   $ 2,837   $ 1,261  
Project and royalty generation costs   (5,378 )   (4,027 )   (3,672 )   (5,838 )
Recoveries from partners   1,689     2,740     2,350     3,374  
Share-based payments   1,366     542     454     14  
Net income (loss) for the period   (3,578 )   (4,424 )   (3,933 )   (913 )
Basic earnings (loss) per share   (0.04 )   (0.05 )   (0.00 )   (0.01 )
Diluted earnings (loss) per share   (0.04 )   (0.05 )   (0.00 )   (0.01 )

RELATED PARTY TRANSACTIONS

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

In Thousands of dollars                  
Six months ended June 30, 2022   Salary and fees     Share-based
Payments
    Total  
Management $ 592   $ 810   $ 1,402  
Outside directors   339     712     1,051  
Seabord Management Corp.*   204     -     204  
Total $ 1,135   $ 1,522   $ 2,657  

In Thousnds of dollars                  
Six months ended June 30, 2021   Salary and fees     Share-based
Payments
    Total  
Management $ 621   $ 946   $ 1,567  
Outside directors    297     122     419  
Seabord Management Corp.   129     -     129  
Total $ 1,047   $ 1,068   $ 2,115  

*Seabord Management Corp. ("Seabord") is a management services company partially owned by the CFO and the Chairman of the Board of Directors of the Company. Seabord provides accounting and administration staff, and office space to the Company.

Included in accounts payable and accrued liabilities at June 30, 2022 is $6 (December 31, 2021 - $3) owed to key management personnel and other related parties and includes accruals for short term incentive bonuses and compensation adjustments.

NEW ACCOUNTING PRONOUNCEMENTS

Accounting standards adopted during the period

Please refer to the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2022 on www.sedar.com.

Accounting pronouncements not yet effective

Please refer to the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2022 on www.sedar.com.

RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS

Please refer to the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2022 on www.sedar.com.


CRITICAL ACCOUNTING JUDGEMENTS AND SIGNIFICANT ESTIMATES AND UNCERTAINTIES

Please refer to the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2022 on www.sedar.com.

RISKS AND UNCERTAINTIES

The Company has identified the following risks and uncertainties which are consistent with those risks identified for the year ended December 31, 2021: The impact of the current Covid-19 pandemic may significantly impact the Company, Mineral Property Exploration Risks, Revenue and Royalty Risks, Financing and Share Price Fluctuation Risks, Foreign Countries and Political Risks, Competition, Return on Investment Risk, No Assurance of Titles or Borders, Unknown Defects or Impairments in Our Royalty or Streaming Interests, Operators' Interpretation of Our Royalty and Stream Interests; Unfulfilled Contractual Obligations, Currency Risks, Exploration Funding Risk, Insured and Uninsured Risks, Environmental Risks and Hazards, Fluctuating Metal Prices, Extensive Governmental Regulation and Permitting Requirements Risks, Key Personnel Risk, Conflicts of Interest, Passive Foreign Investment Company, Corporate Governance and Public Disclosure Regulations and Internal Controls over Financial Reporting.

All of EMX's royalty properties and royalty generating operations are subject to the risk of emerging infectious diseases, including COVID-19, or the threat of outbreaks of viruses or other contagions through the mining operations and exploration properties to which EMX's royalty interests and potential royalty interests relate. In addition, EMX's own operations are exposed to infectious disease risks. Accordingly, any outbreak or threat of an outbreak of a virus or other contagions or epidemic disease could have a material adverse effect on EMX, its business, results from operations and financial condition.

The COVID-19 global health pandemic is significantly impacting the global economy and commodity and financial markets. The full extent and impact of the COVID-19 pandemic is unknown and to date has included extreme volatility in financial markets, a slowdown in economic activity, extreme volatility in commodity prices (including gold, silver, palladium and oil and gas) and has raised the prospect of an extended global recession. As efforts are undertaken to slow the spread of the COVID-19 pandemic, the operation and development of mining projects may be impacted. If the operation or development of one or more of the properties in which the Company holds a royalty, stream or other interest and from which it receives or expects to receive revenue is suspended, it may have an adverse impact on the Company's profitability, financial condition and the trading price of the Company's securities. The broader impact of the COVID-19 pandemic on investors, businesses, the global economy or financial and commodity markets may also have a material adverse impact on the Company's profitability, results of operations, financial conditions and the trading price of the Company's securities. The Company continues to monitor the situation and the impact COVID-19 may have on its business.

For details on the above risks and uncertainties, please refer to the MD&A for the year ended December 31, 2021 on www.sedar.com.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

At the end of the period covered by this MD&A, the Company carried out an evaluation, under the supervision of the Company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act).  Based upon that evaluation, the Company's CEO and CFO have concluded that, as of the end of the period covered by this MD&A, as discussed below under "Management's Report on Internal Control Over Financial Reporting," our disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in Commission rules and forms, and (ii) accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.


Management's Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Exchange Act. A company's internal control over financial reporting is a process designed by, or under the supervision of, the CEO and CFO to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. It should be noted that a control system, no matter how well conceived or operated, can only provide reasonable assurance, not absolute assurance, that the objectives of the control system are met. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies and procedures may deteriorate.

Management, including the CEO and CFO, assessed the effectiveness of the Company's internal control over financial reporting as of June 30, 2022, based on the criteria set forth in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management has concluded that EMX's internal control over financial reporting was effective as at June 30, 2022.

Changes in Internal Control over Financial Reporting

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. During the period covered by this MD&A, management made improvements in application of existing internal controls, while also implementing new internal controls over financial reporting that may materially affect, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

Management's Initiatives

Management continues to consult an independent third-party Sarbanes-Oxley consultant to assist with the Company's internal controls.  That consultant will continue to work with us to identify any weakness and further enhance our internal controls.  Any remediation efforts will include the implementation of additional controls to ensure all risks have been addressed. 

OUTSTANDING SHARE DATA

At August 11, 2022, the Company had 109,992,190 common shares issued and outstanding. There were also 8,621,500 stock options outstanding with expiry dates ranging from August 28, 2022 to July 20, 2027 and 7,211,401 warrants outstanding with expiry dates ranging from November 7, 2022 to April 14, 2027.

FORWARD-LOOKING INFORMATION

This MD&A may contain forward-looking statements.  These forward-looking statements may include statements regarding perceived merit of properties, exploration results and budgets, mineral reserves and resource estimates, work programs, capital expenditures, operating costs, cash flow estimates, production estimates and similar statements relating to the economic viability of a project, timelines, strategic plans, completion of transactions, market prices for metals or other statements that are not statements of fact.  These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.  Statements concerning mineral resource estimates may also be deemed to constitute "forward-looking statements" to the extent that they involve estimates of the mineralization that will be encountered if the property is developed.


Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, identified by words or phrases such as "expects", "anticipates", "believes", "plans", "projects", "estimates", "assumes", "intends", "strategy", "goals", "objectives", "potential", "possible" or variations thereof or stating that certain actions, events, conditions or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements are based on a number of material assumptions, including those listed below, which could prove to be significantly incorrect:

 the Company's ability to achieve production at any of its mineral properties;

 estimated capital costs, operating costs, production and economic returns;

 estimated metal pricing, metallurgy, mineability, marketability and operating and capital costs, together with other assumptions underlying the Company's resource and reserve estimates;

 the Company's expected ability to develop adequate infrastructure at a reasonable cost;

 assumptions that all necessary permits and governmental approvals will be obtained;

 assumptions made in the interpretation of drill results, the geology, grade and continuity of the Company's mineral deposits;

 the Company's expectations regarding demand for equipment, skilled labor and services needed for exploration and development of mineral properties; and

 the Company's activities will not be adversely disrupted or impeded by development, operating or regulatory risks.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation:

 uncertainty of whether there will ever be production at the Company's mineral exploration and development properties;

 uncertainty of estimates of capital costs, operating costs, production and economic returns;

 uncertainties relating to the assumptions underlying the Company's resource and reserve estimates, such as metal pricing, metallurgy, mineability, marketability and operating and capital costs;

 risks related to the Company's ability to commence production and generate material revenues or obtain adequate financing for its planned exploration and development activities;

 risks related to the Company's ability to finance the development of its mineral properties through external financing, joint ventures or other strategic alliances, the sale of property interests or otherwise;

 risks related to the third parties on which the Company depends for its exploration and development activities;

 dependence on cooperation of joint venture partners in exploration and development of properties;

 credit, liquidity, interest rate and currency risks;

 risks related to market events and general economic conditions;

 uncertainty related to inferred mineral resources;

 risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of the Company's mineral deposits;

 risks related to lack of adequate infrastructure;

 mining and development risks, including risks related to infrastructure, accidents, equipment breakdowns, labor disputes or other unanticipated difficulties with or interruptions in development, construction or production;

 the risk that permits and governmental approvals necessary to develop and operate mines on the Company's properties will not be available on a timely basis or at all;

 commodity price fluctuations;

 risks related to governmental regulation and permits, including environmental regulation;

 risks related to the need for reclamation activities on the Company's properties and uncertainty of cost estimates related thereto;

 uncertainty related to title to the Company's mineral properties;


 uncertainty as to the outcome of potential litigation;

 risks related to increases in demand for equipment, skilled labor and services needed for exploration and development of mineral properties, and related cost increases;

 increased competition in the mining industry;

 the Company's need to attract and retain qualified management and technical personnel;

 risks related to hedging arrangements or the lack thereof;

 uncertainty as to the Company's ability to acquire additional commercially mineable mineral rights;

 risks related to the integration of potential new acquisitions into the Company's existing operations;

 risks related to unknown liabilities in connection with acquisitions;

 risks related to conflicts of interest of some of the directors of the Company;

 risks related to global climate change;

 risks related to adverse publicity from non-governmental organizations;

 risks related to political uncertainty or instability in countries where the Company's mineral properties are located;

 uncertainty as to the Company's passive foreign investment company ("PFIC") status;

 uncertainty as to the Company's status as a "foreign private issuer" and "emerging growth company" in future years;

 uncertainty as to the Company's ability to maintain the adequacy of internal control over financial reporting; and

 risks related to regulatory and legal compliance and increased costs relating thereto.

This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements. Forward-looking statements are statements about the future and are inherently uncertain, and actual achievements of the Company or other future events or conditions may differ materially from those reflected in the forward-looking statements due to a variety of risks, uncertainties and other factors.

The Company's forward-looking statements are based on the beliefs, expectations and opinions of management on the date of this MD&A, and the Company does not assume any obligation to update forward-looking statements if circumstances or management's beliefs, expectations or opinions should change, except as required by law. For the reasons set forth above, investors should not place undue reliance on forward-looking statements.

More information about the Company including its recent financial reports is available on SEDAR at www.sedar.com. The Company's Annual Report on Form 40-F, including the recent financial reports, is available on SEC's EDGAR website at www.sec.gov and on the Company's website at www.EMXroyalty.com.

Cautionary Note to Investors Concerning Estimates of Inferred, Indicated and Measured Resources

Investors are cautioned that Inferred resources have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. Geological evidence is sufficient to imply, but not verify, geological and grade continuity of Inferred mineral resources. It is reasonably expected that the majority of Inferred resources could be upgraded to Indicated resources with continued exploration. Under Canadian rules, estimates of Inferred mineral resources may not be converted to a mineral reserve, or form the basis of economic analysis, production schedule, or estimated mine life in publicly disclosed Pre-Feasibility or Feasibility Studies, or in the Life of Mine plans and cash flow models of developed mines. Inferred mineral resources can only be used in economic studies as provided under NI 43-101. U.S. investors are cautioned not to assume that part or all of an Inferred resource exists, or is economically or legally mineable.  U.S. investors are further cautioned not to assume that any part or all of a mineral resource in the Measured and Indicated categories will ever be converted into reserves.


NON-IFRS FINANCIAL MEASURES

Adjusted Revenue and Other Income and Adjusted Cash Flows from Operating Activities

Adjusted revenue and other income, and adjusted cash flows from operating activities are non-IFRS financial measures, which are defined by EMX by including the following items from Income (loss) for the period and cash flows from operations respectively.

  • The Company’s proportionate share of revenue and cash flows from the Caserones royalty.

Management uses adjusted revenue and other income, and adjusted cash flows from operating activities to evaluate the underlying operating performance of EMX for the reporting periods presented, to assist with the planning and forecasting of future operating results, and to supplement information in its financial statements. Management believes that in addition to measures prepared in accordance with IFRS such as revenue and other income, and cash flows from operations, our investors may use adjusted revenue and other income, and adjusted cash flows from operating activities to evaluate the results of the underlying business of EMX, particularly since the included items may not typically be included in operating results. While the adjustments to revenue and other income, and cash flows from operations in these measures may include items that are both recurring and non-recurring, management believes that adjusted revenue and other income, and adjusted cash flows from operating activities are useful measures of EMX's performance because they adjust for items which management believes reflect our core operating results from period to period. Adjusted revenue and other income, and adjusted cash flows from operating activities are intended to provide additional information to investors and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. They do not have any standardized meaning under IFRS and may not be comparable to similar measures presented by other issuers.

Reconciliation of Adjusted Revenue and Other Income, and Adjusted Cash Flows from Operating Activities

In Thousands of Dollars                        
    Three months ended     Six months ended  
Revenue and Other Income   June 30, 2022     June 30, 2021     June 30, 2022     June 30, 2021  
Per financial statements $ 8,952   $ 4,255   $ 11,167   $ 5,553  
SLM California royalty revenue   8,225     N/A     16,828     N/A  
The Company's ownership %   37.7%     N/A     37.7%     N/A  
The Company's share of royalty revenue $ 3,103     -   $ 6,349     -  
                         
Adjusted $ 12,055   $ 4,255   $ 17,516   $ 5,553  

In Thousands of Dollars            
    Six months ended  
Cash provided by (used in) operating activities   June 30, 2022     June 30, 2021  
Per financial statements $ 15,508   $ (6,380 )
Caserones royalty distributions   3,670     -  
Adjusted $ 19,178   $ (6,380 )


Appendix A
List of Royalty Assets


LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY GROUP COMMODITY OPERATOR STATUS
Argentina Diablillos 1.0% NSR Precious Metals Silver-Gold AbraSilver Resources Advanced Royalty
M18/Aguas Perdidas 1.0% NSR Precious Metals Silver AbraSilver Resources Exploration
Australia, New South Wales Koonenberry 3% NSR & AAR payments (NQM) Precious Metals Gold KNB & Rockwell Exploration
Australia, Queensland Queensland Gold 2.5% NSR & other payments Precious Metals Gold-Copper Many Peaks Gold Pty Ltd Exploration
Canada, British Columbia E&L Nickel Mountain 1.0% NSR Base Metals Nickel-Copper Garibaldi Resources Exploration
Hunter 1-12 2.5% NSR Precious Metals Gold Cassair Gold Exploration
Pyramid 1.0% NSR Precious Metals Gold Norra Metals Corp Exploration
Canada, Manitoba Tartan Lake 2.0% NSR Precious Metals Gold Satori Resources Exploration
Canada, Ontario Birch/Uchi multiple groups 1.5% NSR Precious Metals Gold Angel Wing Metals Inc Exploration
Bruce Lake 1.5% NSR & other payments Precious Metals Gold Portofino Exploration
Bruce Lake - Pakwash North 1.5% NSR & other payments Precious Metals Gold Goldon Exploration
Cameron Lake East Other payments Precious Metals Gold Gold Hunter Resources Exploration
Cameron Lake West Other payments Precious Metals Gold NorthBound Capital Exploration
Camping Lake 1.5% NSR & other payments Precious Metals Gold Prime Meridian Resources Exploration
Confederation Lake 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Dash Lake 1.5% NSR & other payments Precious Metals Gold Shafer Resources Exploration
Dent-Jackson 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Dixie Halo 0.75% NSR & other payments Precious Metals Gold BTU Metals Exploration
Ears Falls 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Confederation North - Northern Vision 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Confederation South - Dixie Lake2 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Confederation South - Dixie Lake 3 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Fairchild Lake 1.5% NSR & other payments Precious Metals Gold Fairchild Gold Exploration
Jackson Manion 1.5% NSR Precious Metals Gold Angel Wing Metals Inc Exploration
Kwai 1.5% NSR & other payments Precious Metals Gold Golden Goliath Exploration
Lang Lake 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Leo 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Longlegged Lake 1.5% NSR & other payments Precious Metals Gold Silver Dollar Resources Exploration
Manitou Project 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Maskootch 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Maybrun Mine Other payments Precious Metals Gold NorthBound Capital Exploration
McDonough East 1.5% NSR & other payments Precious Metals Gold Musk Metals Exploration
McDonough/Pipestone 1.5% NSR & other payments Precious Metals Gold Goldon Exploration
McVicar Lake 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Mt. Jamie North Gold - Todd 1.5% NSR & other payments Precious Metals Gold Stone Gold Exploration
Nabish Lake 3.0% NSR & other payments Precious Metals Gold Heritage Mining Exploration
North Pakwash 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Pakwash Lake 1.5% NSR & other payments Precious Metals Gold Silver Dollar Resources Exploration
Red Lake Gold 1 2.5% NSR Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Gullrock Lake 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Duchess 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Red Lake 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Tilly 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Sandy Pines/Fly Lake/Joy 1.5% NSR & other payments Precious Metals Gold Pistol Bay Exploration
Shabu - Cross River 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Shabu - Mastadon - Taura Gold 1.5% NSR Precious Metals Gold Mastadon Exploration
South of Otter 1.5% NSR & other payments Precious Metals Gold Portofino Exploration
Swain Lake 1.5% NSR Precious Metals Gold Pacton Gold Exploration


Appendix A
List of Royalty Assets


LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY GROUP COMMODITY OPERATOR STATUS
Canada, Quebec Fernet 1.0% NSR & other payments Precious Metals Gold QCX Gold Corp Exploration
Portage River 1.5% NSR & other payments Precious Metals Gold Frontline Gold Exploration
Chile Arrieros 1.0% NSR Base Metals Copper-Molybdenum-Gold Pampa Metals Corp Exploration
Block 2 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
Block 3 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
Block 4 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
Caserones 0.7335% NSR Base Metals Copper-Molybdenum JX Nippon Producing Royalty
Cerro Blanco 1.0% NSR Base Metals Copper-Molybdenum-Gold Pampa Metals Corp Exploration
Cerro Buenos Aires 1.0% NSR Base Metals Copper-Molybdenum-Gold-Silver Pampa Metals Corp Exploration
Challacollo 2.0% NSR Precious Metals Silver-Gold Aftermath Silver Advanced Royalty
Juncal and La Flora 1.0% NSR Precious Metals Gold Austral Gold Exploration
Kolla Kananchiari - Bronce Weste 1% NSR precious metals, 0.5% NSR base metals Precious Metals Gold-Copper-Silver Masglas America Corporation Exploration
Las Animas 1.5% NSR Base Metals Copper-Gold Atacama Copper Exploration Ltd Exploration
Limbo 1.0% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
Magallanes 1.0% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
Morros Blancos 1.0% NSR Base Metals Copper-Gold-Molybdenum Pampa Metals Corp Exploration
Redono-Veronica 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
Reprado 1.0% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
San Guillermo 0.5% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
San Valentino 1.0% NSR Base Metals Copper-Gold-Molybdenum Atacama Copper Exploration Ltd Exploration
T4 1.5% NSR Base Metals Copper-Gold Atacama Copper Exploration Ltd Exploration
Victoria Norte 2.0% NSR Precious Metals Gold-Silver / Copper-Molybdenum Hochschild Mining PLC Exploration
Victoria Sur 1.0% NSR Precious Metals Gold-Silver-Copper Pampa Metals Corp Exploration


Appendix A
List of Royalty Assets


LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY GROUP COMMODITY OPERATOR STATUS
Finland Kaukua 2% NSR Base Metals PGE-Nickel-Copper-Gold Palladium One Advanced Royalty
Kuusamo 3% NSR & other payments Base Metals PGE-Nickel-Copper-Gold Sienna Resources Inc Exploration
Oijarvi 1%/3% NSR Precious Metals Gold-Silver Gold Line Resources Exploration
Haiti Grand Bois 0.5% NSR Precious Metals Gold-Copper Sono Global Holdings Exploration
Grand Bois & Surrounding Properties 0.5% NSR Base Metals Copper-Gold Newmont Ventures Ltd Exploration
La Miel 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
La Mine 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
North Central 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
Northeast 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
Northwest 0.5% NSR Base Metals Copper-Gold Newmont Ventures Ltd Exploration
Mexico, Durango El Mogote 2.0% NSR Precious Metals Gold-Silver Industrias Peñoles Exploration
San Agustin Sulfides 2.0% NSR Precious Metals Gold Argonaut Gold Exploration
Mexico, Sinaloa San Marcial 0.75% NSR Base Metals Silver-Gold-Zinc-Lead GR Silver Exploration
Norway Bamble 2.5% NSR & other payments Base Metals Nickel-Copper-Cobalt-PGE Martin Laboratories EMG Ltd Exploration
Bleikvassli 3% NSR & other payments Base Metals Zinc-Lead-Copper Norra Metals Corp Exploration
Bleka 3% NSR & other payments Precious Metals Gold Sienna Resources Inc Exploration
Brattasen 2.5% NSR & other payments Base Metals Nickel-Copper-Cobalt-PGE Martin Laboratories EMG Ltd Exploration
Burfjord 3% NSR & other payments Base Metals Copper-Gold Norden Crown Metals Corp Exploration
Espedalen 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Kendric Resources Exploration
Flat 2.5% NSR & other payments Base Metals Nickel-Copper-Cobalt-PGE Martin Laboratories EMG Ltd Exploration
Hosanger 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Kendric Resources Exploration
Kjoli 2.5% NSR & other payments Base Metals Copper-Zinc-Lead Capella Minerals Ltd Exploration
Lokken 2.5% NSR & other payments Base Metals Copper-Zinc-Lead Capella Minerals Ltd Exploration
Meraker 3% NSR & other payments Base Metals Copper-Zinc-Gold Norra Metals Corp Exploration
Mo-i-Rana 2.5% NSR, AAR’s & equity interest Base Metals Copper-Lead-Zinc-Gold Mahive Minerals AB Exploration
Rostvangen 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Playfair Mining Ltd Exploration
Sigdal 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Kendric Resources Exploration
Vakkerlien 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Playfair Mining Ltd Exploration
Vekselmyr 3% NSR & other payments Precious Metals Gold Sienna Resources Inc Exploration


Appendix A
List of Royalty Assets


LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY GROUP COMMODITY OPERATOR STATUS
Peru Berenguela 1.0% - 1.25% NSR Base Metals Copper-Silver-Manganese-Zinc Aftermath Silver Advanced Royalty
Serbia Jasikovo East - Durlan Potok 0.5% NSRS1 Base Metals Copper-Gold Zijin Mining Exploration
Timok – (Brestovac West license 2.0% NSR on Au and Ag, 1% NSR other metals Precious Metals Gold Zijin Mining Exploration
Timok – Cukaru Peki 0.5% NSRS1 Base Metals Copper-Gold Zijin Mining Producing Royalty
Sweden Blabarliden 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Faboliden Norra 2.5% NSR & other payments Precious Metals Gold Capella Minerals Ltd Exploration
Fiskeltrask 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Gumsberg 3% NSR & other payments Base Metals Zinc-Lead-Silver Norden Crown Metals Corp Exploration
Kankberg Norra 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Kattisavan 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Klippen 1% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Kukasjarvi 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Mjovattnet 2.5% NSR & other payments Base Metals Nickel-Copper-Cobalt-PGE Martin Laboratories EMG Ltd Exploration
Njuggtraskliden 2.5% NSR & other payments Base Metals Nickel-Copper-Cobalt-PGE Martin Laboratories EMG Ltd Exploration
Nottrask 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Paubacken 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Rotjarnen 2.5% NSR & other payments Precious Metals Gold Capella Minerals Ltd Exploration
Skogstrask 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Solvik 2.5% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Storjuktan 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Svardsjo 2.5% NSR & other payments Base Metals Copper-Zinc-Lead-Silver-Gold District Metals Exploration
Tomtebo 2.5% NSR & other payments Base Metals Copper-Zinc-Lead-Silver-Gold District Metals Exploration
Trollberget 2.5% NSR & other payments Base Metals Copper-Zinc-Lead-Silver-Gold District Metals Exploration
Viscaria 1.0% NSR Base Metals Copper (Iron) Copperstone Resources Advanced Royalty
Vuostok 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration


Appendix A
List of Royalty Assets


LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY GROUP COMMODITY OPERATOR STATUS
Turkey Akarca 1-3% NSR & other payments Precious Metals Gold-Silver Çiftay Advanced Royalty
Alankoy 2.5% NSR & other payments Base Metals Copper-Gold Kar Mineral Madencilik Exploration
Balya 4% NSR & other payments Base Metals Zinc-Lead-Silver Esan Producing Royalty
Gediktepe Oxide / Sulfide 10.0% NSR Oxide / 2.0% NSR Sulfide Precious Metals Gold-Silver / Copper-Zinc-Gold-Silver Lidya Madencilik Producing Royalty
Sisorta 3.5-5%  NSR & other payments Precious Metals Gold (Copper) Bahar Madencilik Advanced Royalty
Yenipazar 6.0% - 10.0% NPI Precious Metals Gold-Silver-Zinc-Copper-Lead Virtus Mining/Trafigura Advanced Royalty
USA, Alaska 64 North - Goodpaster - West Pogo 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - South Pogo 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Shaw 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Eagle 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - LMS 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Last Chance 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - East Pogo 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Divide 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Chisna 0.5 – 1.5% NSR Precious Metals Gold Millrock Resources Exploration
USA, Arizona Copper King 2.0% NSR, AMR & Milestone Payments Base Metals Copper Kennecott Exploration Co Exploration
Copper Springs 2% production and other payments Base Metals Copper South32 Exploration
Hardshell Skarn 2.0% NSR & AMR Payments Base Metals Copper-Lead-Zinc-Silver South32 Exploration
Jasper Canyon 2% production and other payments Base Metals Copper South32 Exploration
Malone 2% production and other payments Base Metals Copper South32 Exploration
Parks Salyer – Sacaton 1.5% NSR & other payments Base Metals Copper Arizona Sonoran Copper Exploration
Red Top 2.5% NSR/AMR & Milestone Payments Base Metals Copper Zacapa Resources Exploration
Superior West 2% NSR, AMR & Milestone Payments Base Metals Copper Kennecott Exploration Co Exploration


Appendix A
List of Royalty Assets


LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY GROUP COMMODITY OPERATOR STATUS
USA, Idaho Lehman Butte 4% NSR & other payments Precious Metals Gold Hochschild Mining PLC Exploration
Miller Mountain 3.5% NSR/AMR & Milestone Payments Precious Metals Gold Zacapa Resources Exploration
Robber Gulch 3.25% NSR & other payments Precious Metals Gold Ridgeline Exploration Corp Exploration
Timber Butte 4% NSR & other payments Precious Metals Gold Hochschild Mining PLC Exploration
Valve House 4% NSR & other payments Precious Metals Gold Hochschild Mining PLC Exploration
USA, Nevada Brooks 4% NSR Precious Metals Gold Nevada Gold Mines Exploration
Cathedral Well 2.5% NSR Precious Metals Gold Ely Gold Royalties Exploration
Gold Bar South – Afgan 1% NSR Precious Metals Gold McEwen Mining Inc Advanced Royalty
Leeville 1% GSR Precious Metals Gold Nevada Gold Mines Producing Royalty
Maggie Creek 2% NSR on precious metals; 1% NSR on other metals Precious Metals Gold Renaissance  Gold Inc Exploration
Maggie Creek South 3% NSR Precious Metals Gold Nevada Gold Mines Exploration
NP Placers > Of 50 cents/yd3 or 4% NSR & AAR Payments Precious Metals Gold New Gold Recovery Exploration
Richmond Mountain 4% NSR, AAR & Milestone Payments Precious Metals Gold Stallion Gold Corp Exploration
Selena 3.25% production, AMR & Milestone Payments Precious Metals Gold Ridgeline Minerals Exploration
Silver Peak 1.5% NSR Precious Metals Silver-Gold Millennium Silver Corp Exploration
Speed Goat 4% NSR & other payments Precious Metals Gold Hochschild Mining PLC Exploration
Swift 3.25% production, AMR & Milestone Payments Precious Metals Gold Ridgeline Minerals Exploration
Yerington West-Roulette 20% carried to feasibility or 2.5% NSR Base Metals Copper Hudbay Minerals Exploration
USA, Oregon Golden Ibex 1% NSR Precious Metals Gold Golden Ibex Exploration
USA, Utah Copper Warrior 2.0% NSR Base Metals Copper Warrior Metals Inc Exploration
Ophir 2.0% NSR Base Metals Copper Kennecott Exploration Co Exploration

Qualified Person

Michael P. Sheehan, CPG, a Qualified Person as defined by NI 43-101 and employee of the Company, has reviewed, verified, and approved the list of EMX royalty assets.



Form 52-109F2

Certification of Interim Filings

Full Certificate

I, David M. Cole, Chief Executive Officer of EMX Royalty Corporation, certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of EMX Royalty Corporation (the "issuer") for the interim period ended June 30, 2022.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

5. Design:  Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

5.1 Control framework:  The control framework the issuer's other certifying officer(s) and I used to design the issuer's ICFR is Internal Control Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on April 1, 2022 and ended on June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: August 12, 2022

/s/ David M. Cole
David M. Cole
President and Chief Executive Officer



Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Douglas Reed, Chief Financial Officer of EMX Royalty Corporation, certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of EMX Royalty Corporation (the "issuer") for the interim period ended June 30, 2022.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

5. Design:  Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer(s) and I have, as at the end of the period covered by the interim filings

(a)  designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

5.1 Control framework:  The control framework the issuer's other certifying officer(s) and I used to design the issuer's ICFR is Internal Control Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on April 1, 2022 and ended on June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: August 12, 2022

/s/ Douglas Reed
Douglas Reed
Chief Financial Officer




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