Amarc Resources Ltd 6-K, filed Feb 26, 2021
Amarc Resources Ltd (AXREF)
6-K
2021-02-26
For: 2021-02-26
View Original
Added on
April 07, 2026
About this 6-K
Amarc Resources Ltd filed this 6-K on February 26, 2021.
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
As at
February 26,
2021
Commission
File Number: 000-49869
AMARC RESOURCES LTD.
(Translation
of registrant's name into English)
15th Floor
– 1040 W. Georgia Street
Vancouver, British Columbia
Canada V6E 4H1
(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.
[X]
Form 20-F [ ] 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
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Condensed Consolidated Interim Financial
Statements for the three months ended December 31, 2020 and
2019
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Management's Discussion and Analysis for the
three months ended December 31, 2020
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Form 52-109FV2 Certification of interim filings
- venture issuer basic certificate - CEO
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Form 52-109FV2 Certification of interim filings
- venture issuer basic certificate - CFO
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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.
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Amarc
Resources Ltd.
(Registrant)
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Date: February 26,
2021
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By:
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/s/
Sebastian Tang
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Sebastian
Tang
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Chief Financial
Officer
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Exhibit
99.1

AMARC RESOURCES LTD.
CONDENSED
CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE
NINE MONTHS ENDED
DECEMBER 31, 2020
and 2019
(Expressed in Canadian Dollars) (Unaudited)
Notice to
Reader
In
accordance with subsection 4.3(3) of National Instrument 51-102,
management of the Company advises that the Company's auditors have
not performed a review of these interim financial
statements.
1
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Amarc Resources Ltd.
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Condensed
Consolidated Interim Statements of Financial
Position
(Unaudited –
Expressed in Canadian Dollars)
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December
31,
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March
31,
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Note
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2020
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2020
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ASSETS
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Current
assets
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Cash
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3
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$726,284
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$249,183
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Amounts receivable
and other assets
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6
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163,512
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83,378
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Marketable
securities
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5, 7(b)
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1,235,799
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18,356
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2,125,595
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350,917
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Non-current
assets
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Restricted
cash
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4
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178,481
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178,143
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Total
assets
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$2,304,076
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$529,060
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LIABILITIES
AND SHAREHOLDERS' EQUITY
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Current
liabilities
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Accounts payable
and accrued liabilities
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8
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$517,638
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$100,075
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Advanced
contributions received
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7(a)
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179,076
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–
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Balance due to a
related parties
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11
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767,778
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591,979
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Director's
loan
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9
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–
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300,000
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1,464,492
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992,054
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Non-current
liabilities
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Director's
loan
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9
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554,162
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512,119
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Total
liabilities
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2,018,654
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1,504,173
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Shareholders'
equity
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Share
capital
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10
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64,744,721
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64,341,556
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Reserves
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10
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5,076,994
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5,631,897
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Accumulated
deficit
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(69,536,293)
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(70,948,566)
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285,422
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(975,113)
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Total
liabilities and shareholders' equity
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$2,304,076
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$529,060
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The accompanying notes are an integral part of these condensed
consolidated interim financial statements.
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/s/ Robert A. Dickinson
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/s/ Scott D. Cousens
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Robert
A. Dickinson
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Scott
D. Cousens
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Director
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Director
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2
Amarc
Resources Ltd.
Condensed
Consolidated Interim Statements of Income
(Loss)
(Unaudited -
Expressed in Canadian Dollars, except for weighted average number
of common shares)
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Three
months ended
December
31,
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Nine
months ended
December
31,
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Note
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2020
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2019
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2020
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2019
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Expenses
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11,12
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Exploration and
evaluation
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$237,249
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$339,648
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$1,237,047
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$1,036,315
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Assays and
analysis
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43,028
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38,817
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129,042
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90,486
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Equipment
rental
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875
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–
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875
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4,350
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Geological,
including geophysical
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60,107
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137,565
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393,190
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510,672
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Helicopter and
fuel
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28,800
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–
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208,347
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25,064
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Property
acquisition and assessments costs
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51,448
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94,940
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51,646
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117,770
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Site
activities
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31,026
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36,219
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177,470
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146,768
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Socioeconomic
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11,145
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18,653
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65,622
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109,417
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Technical
data
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8,393
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10,002
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53,206
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16,668
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Travel and
accommodation
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1,179
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3,452
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10,763
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15,120
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Administration
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132,082
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193,629
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387,435
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607,433
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Legal, accounting
and audit
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–
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20,471
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23,767
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117,096
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Office and
administration
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12(b)
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99,294
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141,065
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287,678
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390,828
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Shareholder
communication
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29,793
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19,081
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46,680
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50,568
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Travel and
accommodation
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2,000
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97
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7,008
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10,765
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Trust and
regulatory
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995
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12,915
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22,302
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38,176
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Equity-settled
share-based compensation
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2,645
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28,423
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15,420
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28,423
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Cost
recoveries
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7
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141,182
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20,503
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1,221,230
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1,183,260
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Gain
on sale of mineral property
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7(b)
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1,934,500
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–
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1,934,500
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–
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1,703,706
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(541,197)
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1,515,828
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(488,911)
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Other
items
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Finance
income
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1,579
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2,445
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24,151
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4,807
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Interest expense
– director's loans
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10
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(25,206)
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(24,630)
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(86,697)
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(73,219)
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Transaction cost
– director's loans
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10
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(15,086)
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(17,338)
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(42,043)
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(96,738)
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Foreign exchange
loss
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77
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(17)
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1,034
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(847)
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Net
income (loss)
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$1,665,070
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$(580,737)
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$1,412,273
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$(654,908)
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Basic
and diluted earnings (loss) per common share
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$0.01
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$(0.00)
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$0.01
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$(0.00)
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Weighted
average number of common
|
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shares
outstanding
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180,580,916
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170,602,894
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178,029,901
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170,602,894
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The accompanying notes are an integral part of these condensed
consolidated interim financial statements.
3
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Amarc Resources Ltd.
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Condensed
Consolidated Interim Statements of Comprehensive Income
(Loss)
(Unaudited -
Expressed in Canadian Dollars)
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Three
months ended December 31,
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2020
|
2019
|
|
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Net
income (loss)
|
$1,665,070
|
$(580,737)
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|
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Other comprehensive loss:
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Items
that will not be reclassified subsequently to profit and
loss:
|
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Revaluation of
marketable securities
|
(415,970)
|
(3,680)
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Total
other comprehensive loss
|
(415,970)
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(3,680)
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Comprehensive
income (loss)
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$1,249,100
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$(584,417)
|
The accompanying notes are an integral part of these condensed
consolidated interim financial statements.
4
Amarc Resources Ltd.
Condensed Consolidated Interim Statements of Changes in
(Deficiency) Equity
(Unaudited -
Expressed in Canadian Dollars, except for share
information)
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Share
capital
|
Reserves
|
|
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|||
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|
Numberof
shares
|
Amount
|
Share-based
payments reserve
|
Investment
revaluation reserve
|
Share
warrants reserve
|
Deficit
|
Total
|
|
|
|
|
|
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Balance at April 1,
2019
|
170,602,894
|
$64,041,556
|
$2,202,640
|
$19,519
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$2,882,923
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$(69,689,556)
|
$(542,918)
|
|
Net loss for the
period
|
–
|
–
|
–
|
–
|
–
|
(654,908)
|
(654,908)
|
|
Other comprehensive (loss) for the
period
|
–
|
–
|
–
|
(9,072)
|
–
|
–
|
(9,072)
|
|
Total comprehensive
loss
|
–
|
–
|
–
|
(9,072)
|
–
|
(654,908)
|
(663,980)
|
|
|
|
|
|
|
|
|
|
|
Issuance of share purchase
warrants
|
–
|
–
|
–
|
–
|
490,449
|
–
|
490,449
|
|
Equity-settled share-based
compensation
|
–
|
–
|
28,423
|
–
|
–
|
–
|
28,423
|
|
Gain on disposition of equity
investments at FVTOCI
|
–
|
–
|
–
|
(5,476)
|
–
|
5,476
|
–
|
|
Balance at
December 31, 2019
|
170,602,894
|
$64,041,556
|
$2,231,063
|
$4,971
|
$3,373,372
|
$(70,338,988)
|
$(688,026)
|
|
|
|
|
|
|
|
|
|
|
Balance at April 1,
2020
|
175,602,894
|
$64,341,556
|
$2,244,764
|
$13,761
|
$3,373,372
|
$(70,948,566)
|
$(975,113)
|
|
Net income for the
period
|
–
|
–
|
–
|
–
|
–
|
1,412,273
|
1,412,273
|
|
Other comprehensive (loss) for the
period
|
–
|
–
|
–
|
(417,058)
|
–
|
–
|
(417,058)
|
|
Total comprehensive
loss
|
–
|
–
|
–
|
(417,058)
|
–
|
1,412,273
|
995,215
|
|
|
|
|
|
|
|
|
|
|
Equity-settled share-based
compensation
|
–
|
–
|
15,420
|
–
|
–
|
–
|
15,420
|
|
Shares issued through exercise of
warrants
|
3,000,000
|
403,165
|
–
|
–
|
(153,265)
|
–
|
249,900
|
|
Balance at
December 31, 2020
|
178,602,894
|
$64,744,721
|
$2,260,184
|
$(403,297)
|
$3,220,107
|
$(69,536,293)
|
$285,422
|
The accompanying notes are an integral part of these condensed
consolidated interim financial statements.
5
|
Amarc Resources Ltd.
|
Condensed
Consolidated Interim Statements of Cash Flows
(Unaudited -
Expressed in Canadian Dollars)
|
|
|
Nine
months ended
December
31,
|
|
|
|
Note
|
2020
|
2019
|
|
|
|
|
|
|
Operating
activities
|
|
|
|
|
Income (loss) for
the period
|
|
$1,412,273
|
$(654,908)
|
|
Adjustments
for:
|
|
|
|
|
Equity-settled
share-based compensation
|
|
15,420
|
28,423
|
|
Finance
income
|
|
–
|
(4,807)
|
|
Gain on sale of
mineral property
|
|
(1,934,500)
|
–
|
|
Interest expense
– director's loans
|
10
|
86,697
|
73,219
|
|
Transaction cost
– director's loans
|
9
|
42,043
|
96,738
|
|
|
|
|
|
|
Changes in working
capital items
|
|
|
|
|
Amounts receivable
and other assets
|
|
(80,134)
|
232,806
|
|
Restricted
cash
|
|
(338)
|
(5,000)
|
|
Accounts payable
and accrued liabilities
|
|
417,562
|
28,530
|
|
Advanced
contributions received
|
7
|
179,076
|
(189,021)
|
|
Balance due to a
related parties
|
|
89,102
|
67,832
|
|
Net cash (used in)
provided by operating activities
|
|
227,201
|
(326,188)
|
|
|
|
|
|
|
Investing
activities
|
|
|
|
|
Proceeds from
disposition of marketable securities
|
|
–
|
5,476
|
|
Proceeds from
disposition of mineral properties
|
|
300,000
|
–
|
|
Interest
received
|
|
–
|
4,807
|
|
Net cash provided
by investing activities
|
|
300,000
|
10,283
|
|
|
|
|
|
|
Financing
activities
|
|
|
|
|
Net proceeds from
issuance of common shares pursuant to exercise of share purchase
warrants
|
10(c)
|
249,900
|
–
|
|
Proceeds from
director's loan
|
|
–
|
675,000
|
|
Repayment of
director's loans
|
9
|
(300,000)
|
(375,000)
|
|
Interest paid on
director's loans
|
9
|
–
|
(25,904)
|
|
Net cash (used in)
provided by financing activities
|
|
(50,100)
|
274,096
|
|
|
|
|
|
|
Net
(decrease) increase in cash
|
|
477,101
|
(41,809)
|
|
Cash,
beginning balance
|
|
249,183
|
282,996
|
|
Cash,
ending balance
|
4
|
$726,284
|
$241,187
|
The
accompanying notes are an integral part of these condensed
consolidated interim financial statements.
6
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
1.
NATURE OF OPERATIONS AND GOING CONCERN
Amarc
Resources Ltd. (“Amarc” or the “Company”)
is a company incorporated under the laws of the Province of British
Columbia (“BC”). Its principal business activity is the
acquisition and exploration of mineral properties. The
Company’s mineral property interests are located in BC. The
address of the Company’s corporate office is 15th Floor, 1040
West Georgia Street, Vancouver, BC, Canada V6E 4H1.
The
Company is in the process of exploring its mineral property
interests and has not yet determined whether its mineral property
interests contain economically recoverable mineral reserves. The
Company’s continuing operations are entirely dependent upon
the existence of economically recoverable mineral reserves, the
ability of the Company to obtain the necessary financing to
continue the exploration and development of its mineral property
interests and to obtain the permits necessary to mine, and the
future profitable production from its mineral property interest or
proceeds from the disposition of its mineral property
interests.
These
condensed consolidated interim financial statements as at and for
the three and nine months ended December 31, 2020 (the
“Financial Statements”) have been prepared on a going
concern basis, which contemplates the realization of assets and the
discharge of liabilities in the normal course of business for the
foreseeable future. As at December 31, 2020, the Company had cash
of $726,284, a working capital of $661,103, and a
shareholders’ equity of $285,422.
The
Company will need to seek additional financing to meet its
exploration and development objectives. The Company has a
reasonable expectation that additional funds will be available when
necessary to meet ongoing exploration and development costs.
However, there can be no assurance that the Company will continue
to be able to obtain additional financial resources or will achieve
profitability or positive cash flows. If the Company is unable to
obtain adequate additional financing, the Company will be required
to re-evaluate its planned expenditures until additional funding
can be raised through financing activities. These factors indicate
the existence of a material uncertainty that casts significant
doubt about the Company’s ability to continue as a going
concern.
These
Financial Statements do not include any adjustments to the
recoverability and classification of recorded asset amounts and
classification of liabilities that may be necessary should the
Company be unable to continue as a going concern.
2.
SIGNIFICANT ACCOUNTING POLICIES
The
principal accounting policies applied in the preparation of these
Financial Statements are described below. These policies have been
consistently applied for all years presented, unless otherwise
stated.
(a)
Statement of compliance
These
Financial Statements have been prepared in accordance with IAS 34,
Interim Financial Reporting (“IAS 34”), as issued by
the International Accounting Standards Board (“IASB”)
and the interpretations by the IFRS Interpretation Committee
(“IFRIC”). These Financial Statements do not include
all of the information and footnotes required by International
Financial Reporting Standards (“IFRS”) for
complete
7
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
financial
statements for year-end reporting purposes. These Financial
Statements should be read in conjunction with the Company’s
consolidated financial statements as at and for the year ended
March 31, 2020. Results for the reporting period ended December 31,
2020 are not necessarily indicative of future results. The
accounting policies and methods of computation applied by the
Company in these Financial Statements are the same as those applied
by the Company in its more recent annual financial statements,
which are filed under the Company’s provide on SEDAR
at www.sedar.com.
The
Audit Committee of the Company’s Board of Directors
authorized these Financial Statements for issuance on February 26,
2021.
(b)
Basis of presentation and consolidation
These
Financial Statements have been prepared on a historical cost basis,
except for certain financial instruments classified as fair value
through other comprehensive income, which are reported at fair
value. In addition, these Financial Statements have been prepared
using the accrual basis of accounting, except for cash flow
information.
These
Financial Statements include the financial statements of the
Company and its wholly-owned subsidiary, 1130346 B.C. Ltd. (the
“Subco”), incorporated under the laws of BC. The Subco
was incorporated for the purposes of entering into an option
agreement related to the JOY Project. As at December 31, 2020 and
2019, the Subco did not have any assets, liabilities, income or
expenses. Intercompany balances and transactions are eliminated in
full on consolidation.
Certain
comparative amounts have been reclassified to conform to the
presentation adopted in the current period.
(c)
Significant accounting estimates and judgements
The
critical estimates and judgements applied in the preparation of
these Financial Statements are consistent with those applied in the
Company’s audited consolidated financial statements as at and
for the year ended March 31, 2020.
(d)
Operating segments
The
Company operates as a single reportable segment—the acquisition,
exploration and development of mineral properties. All assets are
held in Canada.
3.
CASH
The
Company’s cash is invested in business and savings accounts,
which are available on demand by the Company.
8
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
4.
RESTRICTED CASH
Restricted cash
represents amounts held in support of exploration permits. The
amounts are refundable subject to the consent of regulatory
authorities upon completion of any required reclamation work on the
related projects.
5.
MARKETABLE SECURITIES
As at
December 31, 2020, the fair value of its current holdings was
$1,235,821 (March 31, 2020 -
$18,356) and the
negative change of fair value adjustment of $417,058 for the nine
months ended December 31, 2020 (December 31, 2019 – negative
change of fair value adjustment of $9,072). The marketable
securities include 5.5 million units (shares and warrants) of
Carlyle Commodities Corp., a Canadian public company listed on
TSX-V exchange (note 7(b)).
6.
AMOUNTS RECEIVABLE AND OTHER ASSETS
|
|
December 31,
2020
|
March 31,
2020
|
|
Sales
tax refundable
|
$14,147
|
$16,858
|
|
Reimbursable
exploration expenses (note 7(a))
|
140,531
|
-
|
|
Prepaid
insurance
|
31,858
|
66,520
|
|
Total
|
$186,536
|
$83,378
|
7.
EXPLORATION AND EVALUATION EXPENSES AND COST
RECOVERIES
The
Company’s IKE, DUKE and JOY Projects and their associated
royalties, if any, where the Company is currently incurring the
majority of its exploration work are described in note 6 of the
Company’s audited consolidated financial statements as at and
for the year ended March 31, 2020.
(a)
Operated Properties
During
the current quarter, by agreement Amarc operated two exploration
programs named Jake and Mack (the “Operated
Properties”) for other entities with agreement for total
reimbursement. By operating these exploration programs Amarc has
the opportunity to judge their merits as potential
acquisitions.
During
the current quarter, Amarc has received a non-refundable payment of
US$200,000 pursuant to an option agreement whereby an arms-length
third party optionee has the right to earn a 51% interest in the
Windfall Project, being 25 mineral claims in the IKE district, by
spending US$4.2 million on exploration by October 21, 2022.
Thereafter the optionee can joint venture the project with Amarc or
else increase its interest up to 80% by making significantly
greater expenditures after which the joint venture would be formed
or else the residual 20% sold to it for a price to be
negotiated.
9
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
(b)
Divestment of the Newton Property
On
December 16, 2020 (the “Closing Date”), the Company
closed the sale of its Newton Property (“Newton”)
located in south-central British Columbia (“BC”) to
Isaac Mining Corp.(“IMC”), an arms- length private
company and a wholly-owned subsidiary of Carlyle Commodities Corp.
(“Carlyle”) (CSE:CCC, FSE:1OZ, OTC:DLRYF). Amarc has
received consideration comprising total cash of $300,000 from IMC
and 5.5 million equity units (share plus warrant) in Carlyle. The
5.5 million warrants are exercisable at $0.50 per warrant with an
expiry date on December 8, 2025. The fair value of the 5.5 million
shares of Carlyle on the Closing Date is recorded at $907,500
measured at $0.165, the closing quote of Carlyle’s shares on
December 16, 2020. The fair value of the 5.5 million warrants of
Carlyle on the Closing Date is recorded at $727,000 using the
Black-Scholes option pricing model. The fair value was calculated
based on the following weighted average assumptions: Risk
free-interest rate – 0.38%; Dividend yield – 0.00%;
Expected volatility – 139.0%; Expected life – 4.98
years. The fair value of all the above considerations totals
$1,934,500 is recorded as gain on sale of mineral property in the
Statement of Income for the three and nine months ended December
31, 2020.
8.
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
|
|
December
31,
2020
|
March
31,
2020
|
|
Accounts
payable
|
$497,642
|
$80,075
|
|
Accrued
liabilities
|
19,996
|
20,000
|
|
Total
|
$517,638
|
$100,075
|
9.
DIRECTOR’S LOAN
|
|
Nine months
ended
|
Year
ended
|
|
|
December
31,
2020
|
March
31,
2020
|
|
Opening
balance
|
$812,119
|
$893,800
|
|
Principal
advances
|
–
|
675,000
|
|
Principal
repayments
|
(300,000)
|
(375,000)
|
|
Transaction
costs
|
–
|
(490,449)
|
|
Amortization of
transaction costs
|
42,043
|
108,768
|
|
Closing
balance
|
$554,162
|
$812,119
|
10
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
|
|
Nine months
ended
December
31,
2020
|
Year
ended
March
31,
2020
|
|
Opening
balance
|
$812,119
|
$893,800
|
|
Principal
advances
|
–
|
675,000
|
|
Principal
repayments
|
(300,000)
|
(375,000)
|
|
Transaction
costs
|
–
|
(490,449)
|
|
Amortization of
transaction costs
|
42,043
|
108,768
|
|
Closing
balance
|
$554,162
|
$812,119
|
|
|
Nine months
ended
December
31,
2020
|
Year
ended
March
31,
2020
|
|
Current
portion
|
$–
|
$300,000
|
|
Long-term
portion
|
554,162
|
512,119
|
|
Total
|
$554,162
|
$812,119
|
|
Finance
expenses
|
Nine months
ended December 31,
2020
|
Nine months
ended
December
31,
2020
|
|
Interest on
director's loan
|
$86,697
|
$73,219
|
|
Transaction
costs
|
42,043
|
96,738
|
|
Total
|
$128,740
|
$169,957
|
(a)
2019 loan
In
December 2019, the Company entered into a loan extension and
amendment agreement (the “Loan”) with a director and
significant shareholder of the Company (the “Lender”),
pursuant to which a previous loan agreement with a maturity date of
November 26, 2019 was extended for five years or earlier pending
the achievement of certain financing milestones. The Loan has a
principal sum of $1,000,000, is unsecured and bears interest at a
rate of 10% per annum.
Pursuant to the
Loan, the Company issued to the Lender a loan bonus comprising of
16,000,000 common share purchase warrants (the
“Warrants”) with an expiry of five years and an
exercise price of $0.05 per share (note 10(c)(i)).
(b)
2019 bridge loans
In July
and August 2019, the Company entered into certain loan agreements
(collective the “Bridge Loans”) with a director of the
Company and a private company wholly-owned by a director of the
Company (collectively the “Bridge Lenders”), pursuant
to which the Bridge Lenders advanced to the Company an aggregate
principal sum of $375,000 with a 1-year term and bearing interest
at 10% per annum. The Bridge Loans were fully repaid in September
2019.
11
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
In
December 2019, the Company entered into a loan agreement (the
“Second Bridge Loan”) with a director of the Company
(the “Second Bridge Lender”), pursuant to which the
Second Bridge Lender advanced to the Company a principal sum of
$300,000 with a 9-month term and bearing interest at a rate of 10%
per annum.
Advances have been
measured as financial liabilities at their (cash) transaction
values, with the unamortized balance of directly applicable
transaction costs, comprised of the fair values of the loan bonus
warrants granted, representing a partially offsetting asset
balance. Such transaction costs are being expensed pro-rata over
the term of the debt, with the effect on the balance sheet
presentation being that the aggregate debt is accreted towards its
face value.
In
August 2020, the principal and interest balances of the Second
Bridge Loan were fully repaid.
10.
SHARES CAPITAL AND RESERVES
(a)
Authorized and outstanding share capital
The
Company’s authorized share capital consists of an unlimited
number of common shares without par value (“Common
Shares”) and an unlimited number of preferred shares. All
issued Common Shares are fully paid. No preferred shares have been
issued.
On
August 20, 2020, 3,000,000 flow-through shares were issued with the
proceeds of $150,000.
On
October 2, 2020, 2,000,000 flow-through shares were issued and the
subscription proceeds of
$100,000 were
received in September 2020. The proceeds were classified as share
subscription advance.
As at
December 31, 2020, there were 180,602,894 Common Shares issued and
outstanding (December 31, 2019 – 170,602,894).
(b)
Share purchase options
The
following summarizes changes in the Company’s share purchase
options (the “Options”):
|
|
December
31,
2020
|
|
December
31,
2019
|
|
|
|
Weighted
Average
Exercise
Price
|
Number
of
Options
|
Weighted
Average
Exercise
Price
|
Number
of
Options
|
|
Outstanding -
beginning balance
|
$0.05
|
2,000,000
|
$0.05
|
2,000,000
|
|
Grant
|
–
|
–
|
–
|
–
|
|
Outstanding -
beginning balance
|
$0.05
|
$2,000,000
|
$0.05
|
$2,000,000
|
The
following summarizes information on the options outstanding and
exercisable as at December 31, 2020:
12
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
|
|
Options
Outstanding
|
|
Options
Exercisable
|
|
|
|
Weighted
Average
Remaining Contractual
Life
|
Number
of
|
Weighted
Average
Remaining Contractual
Life
|
Number
of
|
|
Exercise
price
|
(years)
|
Options
|
(years)
|
Options
|
|
$0.05
|
3.76
|
2,000,000
|
3.76
|
1,500,000
|
|
Total
|
$3.76
|
2,000,000
|
$3.76
|
1,500,000
|
The
following summarizes information on the options outstanding and
exercisable as at December 31, 2019:
|
|
Options
Outstanding
|
|
Options
Exercisable
|
|
|
|
Weighted
Average
Remaining Contractual
Life
|
Number
of
|
Weighted
Average
Remaining Contractual
Life
|
Number
of
|
|
Exercise
price
|
(years)
|
Options
|
(years)
|
Options
|
|
$0.05
|
4.76
|
2,000,000
|
4.76
|
500,000
|
|
Total
|
$4.76
|
2,000,000
|
$4.76
|
500,000
|
(c)
Share purchase options
The
following common share purchase warrants were outstanding at
December 31, 2020 and 2019:
|
|
Exercise
Price
|
December
31,
2020
|
|
December
31,
2019
|
|
Issued pursuant to
the loan (note 10(b)(i)
|
$0.05
|
16,000,000
|
$0.05
|
16,000,000
|
|
Exercised
|
$0.05
|
(5,000,000)
|
–
|
–
|
|
Total
|
$0.05
|
$11,000,000
|
$0.05
|
$16,000,000
|
(i)
2019 loan bonus warrants
In
December 2019, 16,000,000 share purchase warrants were issued
pursuant to the Loan (note 9(a)).
Between
August and September 2020, a total of 5,000,000 share purchase
warrants were exercised for financing the flow-through eligible
expenses to be incurred.
13
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
11.
RELATED PARTY TRANSACTIONS
|
|
December
31,
|
March
31,
|
|
Balances
due to related parties
|
2020
|
2020
|
|
Hunter Dickinson
Services Inc.
|
$610,164
|
$507,232
|
|
Robert Dickinson
(interest payable)
|
150,158
|
79,726
|
|
United Mineral
Services Ltd.
Officers
reimbursable expenses and service fees settled in
|
5,021
|
5,021
|
|
subsequent
month
|
2,435
|
–
|
|
Total
|
$767,778
|
$591,979
|
(a)
Transactions with key management personnel
Key
management personnel (“KMP”) are those persons that
have the authority and responsibility for planning, directing, and
controlling the activities of the Company, directly and indirectly,
and by definition include all the directors of the
Company.
Note 9
includes the details of a director’s loan.
During
the nine months ended December 31, 2020 and 2019, the
Company’s President, Chief Executive Officer and Director;
former Chief Financial Officer (up to March 31, 2020); and
Corporate Secretary provided services to the Company under a
service agreement with Hunter Dickinson Services Inc. (note
11(b)).
During
the nine months ended December 31, 2020, the Company incurred a
$7,000 fee for the services provided by the Chief Financial
Officer.
There
were no other transactions with KMP during the nine months ended
December 31, 2020 and 2019.
(b)
Hunter Dickinson Services Inc.
Hunter Dickinson
Inc. (“HDI”) and its wholly-owned subsidiary Hunter
Dickinson Services Inc. (“HDSI”) are private companies
established by a group of mining professionals. HDSI provides
contract services for a number of mineral exploration and
development companies, and also to companies that are outside of
the mining and mineral development space. Amarc acquires services
from a number of related and arms-length contractors, and it is at
Amarc’s discretion that HDSI provides certain contract
services.
The
Company has one director in common with HDSI, namely Robert
Dickinson. The Company’s President, Chief Executive Officer
and Director, former Chief Financial Officer (until March 31, 2020)
and Corporate Secretary are employees of HDSI and are contracted to
work for the Company under an employee secondment agreement between
the Company and HDSI.
14
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
Pursuant to an
agreement dated July 2, 2010, HDSI provides certain cost effective
technical, geological, corporate communications, regulatory
compliance, and administrative and management services to the
Company, on a non-exclusive basis as needed and as requested by the
Company. As a result of this relationship, the Company has ready
access to a range of diverse and specialized expertise on a regular
basis, without having to engage or hire full-time employees or
experts. The Company benefits from the economies of scale created
by HDSI which itself serves several clients both within and
external to the exploration and mining sector.
The
Company is not obligated to acquire any minimum amount of services
from HDSI. The monetary amount of the services received from HDSI
in a given period of time is a function of annually set and agreed
charge-out rates for and the time spent by each HDSI employee
engaged by the Company.
HDSI
also incurs third-party costs on behalf of the Company. Such third
party costs include, for example, capital market advisory services,
communication services and office supplies. Third-party costs are
billed at cost, without markup.
There
are no ongoing contractual or other commitments resulting from the
Company's transactions with HDSI, other than the payment for
services already rendered and billed. The agreement may be
terminated upon 60 days' notice by either the Company or
HDSI.
The
following is a summary of transactions with HDSI that occurred
during the reporting period:
|
Transactions
with HDSI
|
Three months
ended
December
31,
|
Nine months
ended
December
31,
|
||
|
(rounded to the nearest thousand CAD)
|
2020
|
2019
|
2020
|
2019
|
|
Services received
from HDSI and as requested by the Company
|
$235,000
|
$309,000
|
$542,000
|
$941,000
|
|
Information
technology –
|
|
|
|
|
|
infrastructure and
support services
|
15,000
|
15,000
|
30,000
|
45,000
|
|
Reimbursement, at
cost, of third-party expenses incurred by HDSI on behalf of the
Company
|
(24,000)
|
5,000
|
40,000
|
59,000
|
|
Total
|
$226,000
|
$329,000
|
$612,000
|
$1,045,000
|
(c)
United Mineral Services Ltd.
United
Mineral Services Ltd. (“UMS”) is a private company
wholly-owned by one of the directors of the Company. UMS is engaged
in the acquisition and exploration of mineral property
interests.
The
following is a summary of transactions with UMS that occurred
during the reporting period:
15
|
AMARC RESOURCES LTD.
Notes to the Condensed Consolidated Interim
Financial Statements
For the
three and nine months ended December 31, 2020 and 2019 (Unaudited
– expressed in Canadian dollars unless otherwise
stated)
|
|
Transactions
with UMS
(rounded to the nearest thousand
|
Three months
ended
December
31,
|
Nine months
ended
December
31,
|
||
|
CAD)
|
2020
|
2019
|
2020
|
2019
|
|
Services received
from UMS and as requested by the Company
|
$–
|
$–
|
$–
|
$9,000
|
|
Reimbursement, at
cost, of third- party expenses incurred by the Company on behalf of
UMS
|
$–
|
$–
|
$23,026
|
$–
|
|
Total
|
$–
|
$–
|
$23,026
|
$9,000
|
12.
SUPPLEMENTARY INFORMATION TO THE CONSOLIDATED STATEMENTS OF
LOSS
(a)
Employees’ salaries and benefits
The
employees’ salaries and benefits included in exploration and
evaluation expenses and administration expenses are as
follows:
|
Employees’
salaries and benefits
|
Three months
ended
December
31,
|
Nine months
ended
December
31,
|
||
|
(rounded to the nearest thousand CAD)
|
2020
|
2019
|
2020
|
2019
|
|
Salaries and
benefits included in the following:
Exploration and
evaluation
|
|
|
|
|
|
expenses
|
$65,000
|
$193,000
|
$467,000
|
$626,000
|
|
Administration
expenses 1
|
47,000
|
123,000
|
183,000
|
347,000
|
|
Total
|
$112,000
|
$316,000
|
$650,000
|
$973,000
|
1
This amount
includes salaries and benefits included in office and
administration expenses (note 11(b)) as well as other salaries and
benefits expenses classified as administration
expenses.
(b)
Office and administration expenses
Office
and administration expenses include the following:
|
Office
and administration expenses
|
Three months
ended
December
31,
|
Nine months
ended
December
31,
|
||
|
(rounded to the nearest thousand CAD)
|
2020
|
2019
|
2020
|
2019
|
|
Salaries and
benefits
|
$66,000
|
$113,000
|
$127,000
|
$318,000
|
|
Insurance
|
23,000
|
20,000
|
44,000
|
34,000
|
|
Data processing and
retention
|
16,000
|
15,000
|
31,000
|
45,000
|
|
Other office
expenses
|
3,000
|
3,000
|
7,000
|
10,000
|
|
Total
|
$108,000
|
$151,000
|
$209,000
|
$407,000
|
1
This amount includes salaries and benefits
included in office and administration expenses (note 11(b)) as well
as other salaries and benefits expenses classified as
administration expenses.
16
Exhibit 99.2

AMARC RESOURCES LTD.
MANAGEMENT'S
DISCUSSION AND ANALYSIS
FOR
THE NINE MONTHS ENDED DECEMBER 31, 2020
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE NINE MONTHS
ENDED DECEMBER 31, 2020
|
|
1.1
|
DATE
|
3
|
|
1.2
|
OVERVIEW
|
3
|
|
1.3
|
SELECTED
ANNUAL INFORMATION
|
23
|
|
1.4
|
SUMMARY
OF QUARTERLY RESULTS
|
23
|
|
1.5
|
RESULTS
OF OPERATIONS
|
23
|
|
1.6
|
LIQUIDITY
|
26
|
|
1.7
|
CAPITAL
RESOURCES
|
26
|
|
1.8
|
OFF-BALANCE
SHEET ARRANGEMENTS
|
26
|
|
1.9
|
TRANSACTIONS
WITH RELATED PARTIES
|
27
|
|
1.1
|
FOURTH
QUARTER
|
28
|
|
1.11
|
PROPOSED
TRANSACTIONS
|
28
|
|
1.12
|
CRITICAL
ACCOUNTING ESTIMATES
|
28
|
|
1.13
|
CHANGES
IN ACCOUNTING POLICIES INCLUDING INITIAL ADOPTION
|
28
|
|
1.14
|
FINANCIAL
INSTRUMENTS AND OTHER INSTRUMENTS
|
28
|
|
1.15
|
OTHER
MD&A REQUIREMENTS
|
28
|
|
1.15.1
|
ADDITIONAL
DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT
REVENUE
|
28
|
|
1.15.2
|
DISCLOSURE
OF OUTSTANDING SHARE DATA
|
29
|
|
1.15.3
|
DISCLOSURE
CONTROLS AND PROCEDURES
|
29
|
|
1.15.4
|
INTERNAL
CONTROLS OVER FINANCIAL REPORTING PROCEDURES
|
29
|
|
1.15.5
|
LIMITATIONS
OF CONTROLS AND PROCEDURES
|
30
|
|
1.16
|
RISK
FACTORS
|
30
|
-2-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
1.1
DATE
This
Management's Discussion and Analysis ("MD&A") should be read in
conjunction with the audited consolidated financial statements (the
“Annual Financial Statements”) of Amarc Resources Ltd.
(“Amarc”, or the “Company”) for the year
ended March 31, 2020, and the unaudited condensed consolidated
interim financial statements (the “Financial
Statements”) of the Company for the nine months ended
December 31, 2020, both of which are publicly available on SEDAR at
www.sedar.com.
All monetary amounts herein are expressed in Canadian Dollars
("CAD") unless otherwise stated.
The
Company reports in accordance with International Financial
Reporting Standards as issued by the International Accounting
Standards Board ("IASB") and interpretations of the IFRS
Interpretations Committee (together known as "IFRS"). The following
disclosure and associated Financial Statements are presented in
accordance with IFRS.
This
MD&A is prepared as of February 26, 2021.
|
|
Cautionary Note to Investors Concerning Forward-looking
Statements
This discussion and analysis includes
certain statements that may be deemed “forward-looking
statements”. All such statements, other than statements of
historical fact that address exploration drilling, exploitation
activities and other related events or developments are
forward-looking statements. Although Amarc Resources Ltd.
(“Amarc”) believes the expectations expressed in such
forward- looking statements are based on reasonable assumptions,
such statements are not guarantees of future performance and actual
results or developments may differ materially from those in the
forward-looking statements. Assumptions used by Amarc to develop
forward- looking statements include the following: Amarc’s
projects will obtain all required environmental and other permits
and all land use and other licenses, studies and exploration of
Amarc’s projects will continue to be positive and no
geological or technical problems will occur. Factors that could
cause actual results to differ materially from those in
forward-looking statements include market prices, potential
environmental issues or liabilities associated with exploration,
development and mining activities, exploitation and exploration
successes, continuity of mineralization, uncertainties related to
the ability to obtain necessary permits, licenses and tenure and
delays due to third party opposition, changes in and the effect of
government policies regarding mining and natural resource
exploration and exploitation, and exploration and development of
properties located within Aboriginal groups asserted territories
may affect or be perceived to affect asserted aboriginal rights and
title, which may cause permitting delays or opposition by
Aboriginal groups, continued availability of capital and financing
and general economic, market or business conditions, as well as
risks relating to the uncertainties with respect to the effects of
COVID-19. Investors are cautioned that any such statements are not
guarantees of future performance and actual results or developments
may differ materially from those projected in the forward-looking
statements. For more information on Amarc investors should review
the Company’s annual Form 20-F filing with the United States
Securities and Exchange Commission (the “SEC”)
at www.sec.gov and
its home jurisdiction filings that are available at
www.sedar.com.
Cautionary Note to Investors Concerning Estimates of Inferred
Resources:
This discussion and analysis uses the terms “measured
resources”, “indicated resources” and
“inferred resources” which are recognized and required
by Canadian regulators under National Instrument 43-101
(“43-101”). The SEC has adopted amendments to its
disclosure rules to modernize the mineral property disclosure
requirements for issuers whose securities are registered with the
SEC under the U.S. Exchange Act, effective February 25, 2019 (the
“SEC Modernization Rules”). The SEC Modernization Rules
adopt definitions of the terms and the categories of resources
which are “substantially similar” to the corresponding
terms under Canadian regulations in 43-101. Accordingly, there is
no assurance any mineral resources that we may report under 43-101
would be the same had we prepared the resources estimates under the
standards adopted under the SEC Modernization Rules. Amarc cautions
investors not to assume that all or any part of the mineral
deposits in these categories will ever be converted into reserves.
Under Canadian rules, estimates of inferred resources may not form
the basis of feasibility or pre-feasibility studies, or economic
studies except for a Preliminary Economic Assessment as defined
under 43-101. Investors are cautioned not to assume that all or
part of an inferred resource is economically or legally
mineable.
|
|
Amarc
is a mineral exploration and development company with an
experienced and successful management team focused on developing a
new generation of long life, high value British Columbia
(“BC”) porphyry copper-gold (“Cu-Au”)
mines. By combining high demand projects with successful
management, Amarc has created a solid platform to create value from
its exploration and development-stage assets.
-3-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Amarc
is advancing the 100%-owned IKE, DUKE and JOY porphyry Cu±Au
deposit projects located in different prolific porphyry districts
in southern, central and northern BC, respectively. Importantly,
each of the three projects is located in proximity to industrial
infrastructure – including power, highways and rail. The IKE,
DUKE and JOY projects represent significant potential for the
development of multiple and important-scale, porphyry Cu±Au
deposits.
LOCATION
OF THE COMPANY'S IKE, DUKE AND JOY PROJECTS

The 462
km2 IKE Project is located 33
km northwest of the historical mining community of Gold Bridge near
the heartland of BC’s producing porphyry Cu mines. The
Project includes the IKE porphyry Cu-Mo-Ag deposit discovery (the
“IKE Deposit”), the high potential Greater Empress
Cu-Au Project (the “Greater Empress” area) that hosts
the Empress Cu-Au-Ag deposit (the “Empress Deposit”)
and other significant porphyry Cu-Au-Mo-Ag and Cu-Au-Ag replacement
deposit targets, and also the number of promising porphyry Cu and
epithermal Au-Ag targets within the greater IKE District. The
Project shares many characteristics with porphyry districts around
the globe that host major, and commonly multiple,
Cu±Au±Mo±Ag deposits and has the potential to
possess the grades and resources necessary to develop into an
important mining camp.
Subject
to funding Amarc is planning:
●
An expanded drill
program at the IKE Deposit with the goal of establishing a mineral
resource;
●
A well-planned core
drilling program at the Empress Deposit to expand the
mineralization which remains open; and
-4-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
●
An integrated
program in the greater Empress area to drill test high potential
drill-ready targets and survey work on other promising targets to
also bring them to a drill ready status.
The
Company has the required drill and IP permits in hand for the
proposed work programs.
Amarc’s DUKE
Project is located 80 km northeast of Smithers within the Babine
District (the “District”), one of BC’s most
prolific porphyry Cu-Au belts. The District, a 40 by 100 km north-
northwesterly striking mineralized belt is host to Noranda
Mines’ past producing Bell and Granisle Cu-Au mines that
produced a total of 1.1 billion pounds of Cu, 634,000 ounces of Au
and 3.5 million ounces of Ag1,
and the advanced stage Morrison Cu-Au deposit. The DUKE Project
includes both the DUKE porphyry Cu deposit target discovery and a
series of high potential porphyry Cu-Au deposit targets generated
form the Company’s comprehensive district-scale targeting
programs.
The
Company is currently planning:
●
To undertake the
drilling required to delineate the geometry and grade distribution
of its DUKE discovery in order to inform a mineral resource
estimate and related studies; and
●
Initial ground
surveys on its regional targets taking advantage of extensive
logging road networks across the property. These focused surveys
would be followed by RC drilling to test prioritized targets for
the presence of potential porphyry Cu- Au mineralized systems below
cover and, where a deposit target is confirmed, core drilling to
determine the extent, grade and geometry of the mineralized
system.
The
Company has permits in hand to commence these works.
Amarc’s
100%-owned 482 km2 JOY Project
covers the northern extension of the prolific Kemess porphyry Cu-Au
district (the “Kemess District”) in the Toodoggone
region of north-central BC. The JOY claims are located
approximately 20 km north of the former Kemess South Mine and the
government-approved Kemess underground project. In mid-2017,
Centerra Gold Inc. (“Centerra”) purchased the Kemess
District from AuRico Metals Inc. for $310 million2. The Project includes the PINE porphyry
Cu-Au deposit (the “PINE Deposit”) and MEX porphyry
Cu-Au deposit target, which have seen several phases of historical
drilling. Work by Amarc has identified significant expansion
potential at both that requires drill testing at both the PINE
Deposit and at MEX. In addition, Amarc’s extensive
exploration surveys have defined seven large (approximately 1 to 8
km2), high potential porphyry
Cu-Au exploration target areas. Each of these target areas in
themselves host multiple targets that are either drill-ready, or
can rapidly be brought up to a drill ready status by the completion
of focused surface surveys.
Amarc
works closely with local governments, indigenous groups and other
stakeholders in order to advance its mineral projects responsibly,
and to do so in a manner that contributes to sustainable community
and economic development. We pursue early and meaningful engagement
to ensure our mineral exploration and
______________________
1 MINFILE Number 093L 146 and 093M 001 MINFILE Production
Detail Report, BC Geological Survey, Ministry of Energy and Mines,
BC.
2 Centerra Gold Inc. news release January
8, 2018.
-5-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
development
activities are well coordinated and broadly supported, address
local priorities and concerns, and optimize opportunities for
collaboration. In particular, we seek to establish mutually
beneficial partnerships with indigenous groups within whose
traditional territories its projects are located, through the
provision of jobs, training programs, contract opportunities,
capacity funding agreements and sponsorship of community events.
All Amarc’s work programs are carefully planned to achieve
high levels of environmental and social performance.
The IKE Project
Amarc’s 100%
owned IKE Project is located 35 km northwest of the town of Gold
Bridge in southwestern BC near the heartland of the provinces
producing porphyry Cu mines. It is proximal to industrial
infrastructure including power, and also highways and rail that
connect the Project to Vancouver and its port
facilities.
Hydrothermal
alteration and mineralization, which is prospective for the
discovery of porphyry Cu±Au±Mo±Ag and related
deposit types occurs throughout the 462 km2 IKE Project. The Project occupies a
highly fertile block of crust where magmatic‐hydrothermal‐structural
characteristics are favorable for the formation of
intrusion-related Cu±Au±Mo±Ag deposits with good
grade (see below). These characteristics are common to most
porphyry districts around the globe that host major, and commonly
multiple, Cu±Au±Mo±Ag deposits.
The IKE
Project includes the IKE porphyry Cu-Mo-Ag deposit discovery, the
high potential Greater Empress area that hosts the Empress Cu-Au-Ag
deposit and significant porphyry Cu-Au-Mo-Ag and Cu-Au-Ag
replacement deposit targets, and also a number of promising
porphyry Cu and Au-Ag epithermal targets within the greater IKE
District. The district has the potential to possess the grades and
resources necessary to develop into an important mining
camp.
The IKE
technical information in this section is summarized from the
Company’s National Instrument 43-101 Technical Report
(“IKE Technical Report”) filed under Amarc’s
profile at www.sedar.com and
on the Company’s website at www.amarcresources.com/ahr/Home.asp.
IKE Porphyry Cu-Mo-Ag Deposit
The
potential of the IKE porphyry deposit was recognized by Amarc
during a review of porphyry occurrences located in underexplored
mineral belts in BC. Limited historical drilling indicated the
presence of a mineral system with characteristics favorable for an
economically viable porphyry Cu-Mo-Ag deposit, underlying a
significant area of gossanous material. Three historical drill
holes, located over approximately 220 m, had intersected long
continuous intercepts of chalcopyrite and molybdenite
mineralization with encouraging
grades,
for example: Hole 11-1 returned 186 m of 0.41% CuEQ4 (see Table 1 for
note 4) at 0.31% Cu, 0.022% Mo, 1.9 g/t Ag and 0.01 g/t Au,
including 58 m of 0.52% CuEQ at 0.39% Cu, 0.031% Mo, 1.9 g/t Ag and
0.02 g/t Au; and Hole 11-2: 120 m of 0.41% CuEQ at 0.31% Cu, 0.020%
Mo, 3.3 g/t Ag and 0.01 g/t Au including 32 m of 0.58% CuEQ at 0.42
% Cu, 0.028% Mo, 6.3 g/t Ag and 0.02g/t Au.
-6-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
There
was no follow up exploration until Amarc initiated
exploration.
Largely
co-incident magnetic, induced polarization (”IP”)
chargeability geophysics and geochemical talus fines anomalies,
together with geological alteration mapping have defined an
extensive 9 km2 hydrothermal system,
into which Amarc has completed approximately 15,455 m of core
drilling in 26 widely-spaced holes. This drilling has confirmed the
presence of a substantial body of porphyry Cu-Mo-Ag mineralization
with encouraging grades, over an area 1,200 m east-west by 1,000 m
north- south, and over a vertical extent of 875 m depth, that
remains open to expansion. Table 1 provides selected drill
intercepts for the IKE Deposit.
Table 1: IKE DEPOSIT
Selected
Drill Intervals from Amarc’s Drilling
|
Drill Hole
|
From (m)
|
To (m)
|
Int. (m)1,2,3
|
Cu (%)
|
Au (g/t)4
|
Ag (g/t)
|
Mo (%)
|
CuEQ(%)5,6
|
|
IK14005
|
269.4
|
325.4
|
56.0
|
0.31
|
-
|
1.6
|
0.064
|
0.55
|
|
|
339.1
|
426.2
|
87.1
|
0.36
|
-
|
0.7
|
0.054
|
0.56
|
|
Incl.
|
347.7
|
378.6
|
30.9
|
0.47
|
-
|
1.2
|
0.052
|
0.67
|
|
|
437.6
|
554.6
|
117.0
|
0.27
|
-
|
0.3
|
0.021
|
0.35
|
|
|
602.9
|
616.1
|
13.2
|
0.29
|
-
|
0.6
|
0.009
|
0.32
|
|
IK15010
|
204.0
|
268.0
|
64.0
|
0.30
|
-
|
2.9
|
0.015
|
0.38
|
|
|
293.0
|
421.0
|
128.0
|
0.33
|
-
|
3.1
|
0.022
|
0.43
|
|
Incl.
|
298.5
|
330.0
|
31.5
|
0.43
|
-
|
4.3
|
0.032
|
0.58
|
|
|
444.0
|
506.0
|
62.0
|
0.24
|
-
|
2.3
|
0.020
|
0.32
|
|
IK15013
|
48.0
|
60.0
|
12.0
|
0.23
|
-
|
1.7
|
0.017
|
0.31
|
|
|
75.0
|
99.0
|
24.0
|
0.24
|
-
|
1.9
|
0.044
|
0.41
|
|
|
129.0
|
307.7
|
178.7
|
0.32
|
-
|
2.2
|
0.025
|
0.42
|
|
|
339.5
|
366.5
|
27.0
|
0.18
|
-
|
1.2
|
0.030
|
0.30
|
|
|
372.5
|
693.3
|
320.8
|
0.32
|
-
|
2.3
|
0.038
|
0.47
|
|
Incl.
|
527.4
|
651.5
|
124.1
|
0.43
|
-
|
3.3
|
0.063
|
0.68
|
|
IK16020
|
111.0
|
156.0
|
45.0
|
0.25
|
-
|
1.7
|
0.015
|
0.31
|
|
|
314.5
|
381.9
|
67.4
|
0.35
|
-
|
2.8
|
0.023
|
0.45
|
|
Incl.
|
366.0
|
381.9
|
15.9
|
0.45
|
-
|
3.5
|
0.044
|
0.64
|
|
|
395.8
|
456.0
|
60.2
|
0.53
|
-
|
3.7
|
0.045
|
0.72
|
|
|
528.0
|
543.0
|
15.0
|
0.16
|
-
|
1.3
|
0.035
|
0.30
|
|
|
549.0
|
582.0
|
33.0
|
0.23
|
-
|
1.6
|
0.110
|
0.64
|
|
IK18025
|
257.0
|
351.7
|
94.7
|
0.37
|
0.020
|
2.5
|
0.020
|
0.47
|
|
Incl.
|
308.0
|
345.4
|
37.4
|
0.48
|
0.025
|
3.4
|
0.030
|
0.62
|
|
|
359.0
|
437.0
|
78.0
|
0.44
|
0.019
|
3.0
|
0.037
|
0.61
|
|
|
461.0
|
482.0
|
21.0
|
0.14
|
0.005
|
1.0
|
0.054
|
0.35
|
|
CuEQ
%
|
|
>=0.30 &
<0.50
|
|
|
|
>=0.50
|
-7-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Notes
to Table 1
1
Widths reported are
drill widths, such that the thicknesses are unknown.
2
All assay intervals
represent length-weighted averages.
3
Some figures may
not sum exactly due to rounding.
(-)
means not assayed for.
4
Copper equivalent
(CuEQ) calculations use metal prices of: Cu US$3.00/lb, Mo
US$12.00/lb, Ag US$18.00/oz and Au US$1,400.00/oz and conceptual
recoveries of: Cu 90%, Au 72%, 67% Ag and 82% Mo. Conversion of
metals to an equivalent Cu grade based on these metal prices is
relative to the Cu price per unit mass factored by predicted
recoveries for those metals normalized to the copper recovery. The
metal equivalencies for each metal are added to the Cu grade. The
general formula for this is: CuEQ % = Cu% + (Au g/t * (Au recovery
/ Cu recovery) * (Au $ per oz/ 31.1034768) / (Cu $ per lb*
22.04623)) + (Ag g/t * (Ag recovery / Cu recovery) * (Ag $ per oz/
31.1034768) / (Cu $ per lb* 22.04623)) + (Mo % * (Mo recovery / Cu
recovery) * (Mo $ per lb / Cu $ per lb)).
5
The estimated
metallurgical recoveries are conceptual in nature. There is no
guarantee that the metallurgical testing required to determine
metal recoveries will be done or, if done, the metallurgical
recoveries could be at the level of the conceptual recoveries used
to determine the CuEQ.
6
Details of
analysis, QA/QC and data verification for the IKE Deposit drilling
is provided in the 2020 IKE National Instrument 43-101 Technical
Report, which is posted on the Amarc website and the
Company’s profile on SEDAR.
Like
many major porphyry deposits, the IKE deposit formed in a very
active, multi-stage hydrothermal system that was extensive and
robust. Geological mapping and logging of diamond drill core at IKE
indicate the deposit is hosted entirely by multi-phase intrusive
rocks. Its overall geological setting is similar to that of many
important porphyry belts along the Cordillera in North and South
America.
Core
observations and initial petrographic studies at IKE indicate that
the chalcopyrite and molybdenite mineralization occurs as fine to
relatively coarse, mostly discrete grains, mainly as disseminations
and less commonly in fractures and veins. Multi-element analyses
have returned consistently and unusually low concentrations of
metallurgically or environmentally deleterious elements. These
characteristics, and the generally low concentrations of pyrite at
IKE, suggest excellent potential to produce clean, good-grade Cu
and Mo concentrates by standard flotation processing.
Subject
to funding, the Company is planning an expanded phased drill
program at the IKE deposit with the goal of establishing a mineral
resource, which will provide the basis for initial future economic
studies. The Company has the required permit in-hand for the
proposed drill programs.
Empress Deposit and Greater Empress Area Au-Rich Porphyry Cu and
Replacement-Style Deposit Potential
Having
recognized the potential of the IKE Deposit, Amarc consolidated the
IKE Project tenure. This included an important 35 km2 sub-area of the Project located 6 km
north of the IKE Deposit, that straddles the Coastal Plutonic
Complex (“CPC”) contact for approximately 15 km. This
area known as the Greater Empress area is centred on the
high grade Empress
Cu-Au-Ag Deposit.
The Greater Empress area has seen exploration completed by several
operators since the 1920’s. Recent compilation and
integration of useful historical information from geochemical and
geophysical surveys and also drilling, permitted a rapid
advancement in the understanding of the potential both to expand
the Empress Deposit, and throughout the area with the recognition
of significant porphyry Cu±Au±Mo-Ag and Cu-Au-Ag
replacement deposit targets. Potential also exits for auriferous,
polymetallic/mesothermal-epithermal deposits. The Company has the
required permits in-hand for the proposed drill programs and IP
geophysical surveys.
-8-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Empress Cu-Au-Ag Replacement Deposit
Historical drilling
at Empress has indicated a significant body of good grade Cu-Au
mineralization, which remains open to expansion with a modern core
drilling program. Table 2 provides selected drill historical
intercepts for the Empress Deposit. Mineralization at Empress is
considered to have formed by the replacement of previously altered
volcanics by a quartz-magnetite-sulphide assemblage, with higher
Cu-Au-Ag grades commonly occurring within 100 m in vertical
distance above the CPC’s contact, within the overlying
volcanics. An initial examination of historical drill core by the
Amarc team recognized the nearby, Granite porphyry Cu-Au-Ag-Mo
deposit target, which is shallowly concealed by overburden. The
Granite porphyry deposit target is considered a probable source of
the Empress Deposit replacement fluids. Historical core drill
intercepts at Granite include Hole 91-49 which returned 92 m of
0.38% CuEQ4 (see Table 1 for
note 4) @ 0.22% Cu, 0.23 g/t Au, 0.008% Mo and 0.4 g/t Ag. This
target has not been delineated and mineralization remains open to
expansion. Step-out drilling from the known mineralization is
required.
-9-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Table 2: EMPRESS DEPOSIT
Selected
Drill Intervals from Historical Drilling
|
Drill Hole
|
From (m)
|
To (m)
|
Int. (m)1,2,3
|
Cu (%)
|
Au (g/t)
|
Ag (g/t)
|
Mo (%)4
|
CuEQ (%)5,6
|
|
76-2
|
51.2
|
114.9
|
63.7
|
0.37
|
0.492
|
0.1
|
-
|
0.64
|
|
Incl.
|
60.4
|
72.4
|
12.0
|
0.51
|
0.442
|
-
|
-
|
0.76
|
|
Incl.
|
103.0
|
114.9
|
11.9
|
0.75
|
0.721
|
0.4
|
-
|
1.15
|
|
|
139.6
|
185.3
|
45.7
|
0.42
|
0.350
|
0.6
|
-
|
0.61
|
|
Incl.
|
139.6
|
157.9
|
18.3
|
0.39
|
0.941
|
1.1
|
-
|
0.91
|
|
Incl.
|
173.1
|
185.3
|
12.2
|
0.73
|
0.010
|
-
|
-
|
0.74
|
|
|
209.4
|
215.8
|
6.4
|
0.74
|
0.758
|
-
|
-
|
1.15
|
|
76-3
|
5.2
|
17.7
|
12.5
|
0.23
|
0.162
|
1.6
|
-
|
0.33
|
|
|
26.8
|
102.9
|
76.1
|
0.92
|
1.418
|
4.7
|
-
|
1.72
|
|
Incl.
|
26.8
|
37.6
|
10.8
|
0.49
|
4.244
|
2.3
|
-
|
2.81
|
|
Incl.
|
42.7
|
74.4
|
31.7
|
1.11
|
1.388
|
4.5
|
-
|
1.89
|
|
88-2
|
7.3
|
50.3
|
43.0
|
0.36
|
0.326
|
1.3
|
0.005
|
0.57
|
|
Incl.
|
13.4
|
29.9
|
16.5
|
0.62
|
0.579
|
2.3
|
0.002
|
0.95
|
|
88-7
|
17.7
|
69.5
|
51.8
|
0.47
|
0.457
|
2.4
|
0.002
|
0.74
|
|
Incl.
|
48.4
|
64.6
|
16.2
|
0.98
|
0.741
|
5.7
|
0.001
|
1.43
|
|
89-2
|
21.6
|
123.7
|
102.1
|
0.36
|
0.361
|
2.7
|
0.001
|
0.58
|
|
Incl.
|
26.5
|
37.0
|
10.5
|
0.31
|
0.754
|
3.2
|
0.003
|
0.75
|
|
Incl.
|
60.6
|
78.9
|
18.3
|
0.72
|
0.573
|
3.8
|
0.001
|
1.06
|
|
Incl.
|
99.1
|
118.0
|
18.9
|
0.49
|
0.470
|
4.2
|
0.001
|
0.78
|
|
89-8
|
9.1
|
115.5
|
106.4
|
0.35
|
0.359
|
1.5
|
0.003
|
0.56
|
|
Incl.
|
78.0
|
99.6
|
21.6
|
0.69
|
0.913
|
2.8
|
0.003
|
1.21
|
|
90-17
|
107.6
|
113.4
|
5.8
|
0.55
|
0.446
|
1.6
|
0.010
|
0.84
|
|
|
143.9
|
200.3
|
56.4
|
1.38
|
1.666
|
4.1
|
0.009
|
2.35
|
|
90-18
|
22.6
|
29.3
|
6.7
|
0.15
|
0.300
|
0.7
|
0.008
|
0.35
|
|
|
35.0
|
40.5
|
5.5
|
0.15
|
0.523
|
0.3
|
0.006
|
0.46
|
|
|
47.9
|
74.4
|
26.5
|
0.47
|
0.683
|
3.2
|
0.010
|
0.90
|
|
|
79.9
|
92.7
|
12.8
|
0.15
|
0.254
|
0.4
|
0.003
|
0.31
|
|
|
107.0
|
161.9
|
54.9
|
0.78
|
0.746
|
1.0
|
0.004
|
1.20
|
|
90-21
|
10.4
|
19.5
|
9.1
|
0.31
|
0.336
|
0.5
|
0.011
|
0.53
|
|
|
140.5
|
192.9
|
52.4
|
1.10
|
1.209
|
2.5
|
0.004
|
1.79
|
|
Incl.
|
153.3
|
175.3
|
22.0
|
1.58
|
1.671
|
2.6
|
0.006
|
2.52
|
|
Incl.
|
182.6
|
191.1
|
8.5
|
1.92
|
2.735
|
7.8
|
0.006
|
3.48
|
|
|
198.4
|
218.8
|
20.4
|
0.30
|
0.542
|
1.3
|
0.002
|
0.61
|
|
90-22
|
143.9
|
190.2
|
46.3
|
1.15
|
1.415
|
4.2
|
0.009
|
1.98
|
|
90-29
|
94.2
|
110.6
|
16.4
|
0.43
|
0.171
|
1.3
|
0.003
|
0.55
|
|
|
141.7
|
214.6
|
72.9
|
0.37
|
0.433
|
0.6
|
0.003
|
0.62
|
|
Incl.
|
178.3
|
194.8
|
16.5
|
0.86
|
1.069
|
1.5
|
0.003
|
1.46
|
For
notes refer to Table 1.
-10-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Greater Empress Area Cu±Au±Mo-Ag Porphyry and Replacement
Targets
In
addition to the Empress deposit, the 35 km2 Greater Empress area
includes seven identified compelling porphyry and replacement-style
Cu-Au±Mo±Ag deposit and exploration targets. The
deposit targets include, Empress East, Empress Gap, Granite (as
discussed above) and Buzzer, and the earlier-stage exploration
targets include Empress West. Each are discussed below with
selected historical drill results provided in Tables 3 and 4. These
targets are either: not fully drill delineated or have been tested
only by shallow, widely-spaced historical reconnaissance percussion
drilling: and can with focused exploration be brought to a drill
ready status.
Empress East Cu-Au-Ag
Replacement Deposit Target: Located 1 km east of the Empress
Deposit, limited historical core holes drilled at the Empress East
deposit target intercepted mineralization similar to that at the
Empress deposit in both style and grade. This drilling together
with moderate to locally strong IP chargeability responses,
magnetic geophysical features, and results from historical Cu and
Au soil geochemistry where (>250 ppm Cu and ≥50 ppb Au
values closely reflect the first three historical drill samples
results at the base of overburden, see IKE Technical Report),
indicate there is significant potential with further core drilling
to enlarge this body of mineralization. Notably there is a complete
absence of drill holes in the southern part of this target, which
is at a position that is analogous to shallower, high grade Cu-Au-Ag replacement-style
mineralization at the Empress deposit to the west.
Table 3: EMPRESS EAST DEPOSIT TARGET
Selected
Drill Intervals from Historical Drill
|
Drill Hole
|
From (m)
|
To (m)
|
Int. (m)1,2,3
|
Cu(%)
|
Au (g/t)
|
Ag (g/t)
|
Mo (%)
|
CuEQ (%)5,6
|
|
91-39
|
9.8
|
37.8
|
28.0
|
0.34
|
0.543
|
1.2
|
0.002
|
0.66
|
|
|
107.6
|
147.5
|
39.9
|
0.40
|
0.332
|
0.8
|
0.004
|
0.60
|
|
Incl.
|
141.4
|
147.5
|
6.1
|
1.23
|
0.928
|
2.2
|
0.009
|
1.78
|
|
91-54
|
73.1
|
85.0
|
11.9
|
0.31
|
0.221
|
0.7
|
0.001
|
0.44
|
|
|
108.2
|
158.2
|
50.0
|
0.46
|
0.304
|
1.0
|
0.002
|
0.64
|
For notes refer to Table 1.
Empress Gap Cu-Au-Ag Replacement Deposit
Target: Results from limited historical drilling, comprising
11 shallow percussion drill holes and three deeper core holes in
the >1 km long Empress Gap zone located between the Empress
Deposit and Empress East, suggest a clear opportunity to discover
additional Cu-Au-Ag mineralization in proximity to the volcanic-CPC
contact. Many of the short percussion holes returned anomalous
Cu‐Mo (Au and Ag were not analyzed for), potentially
indicative of higher-grade underlying mineralization as at the
Empress Deposit. Of the deeper core holes, Cu‐Au
mineralization associated with alteration similar to that at
Empress is also reported, however only two of these holes reached
the volcanic-CPC contact.
Empress
Gap is a significantly underexplored target and drill testing of
areas close to the CPC-volcanic contact is required.
-11-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Buzzer Cu-Au-Ag±Mo
Porphyry Deposit Target: The Buzzer deposit target is
located in the eastern side of the Greater Empress area inboard of
the CPC. Historical drilling at Buzzer has intercepted high-grade
Cu-Au-Ag-Mo porphyry mineralization hosted in biotite altered
intrusions (Table 4). Whether these mineralized intrusions, are
part of a small high-level cupola or a large mineralized intrusive
mineralized body below, as indicated by magnetic surveys, cannot be
determined from the limited drilling.
The
Granite and Buzzer porphyry systems demonstrate that significant
porphyry-style mineralization is present in the Greater Empress
area, and that further exploration surveys and drilling have the
potential to make new porphyry discoveries, both inboard and
outboard from the CPC contact.
Table 4: BUZZER DEPOSIT TARGET
Selected Drill Intervals from Historical Drilling
|
Drill Hole
|
From (m)
|
To (m)
|
Int. (m)1,2,3
|
Cu (%)
|
Au (g/t)4
|
Ag (g/t)4
|
Mo (%)
|
CuEQ (%)5,6
|
|
DDH-3†
|
21.3
|
120.4
|
99.1
|
0.43
|
-
|
-
|
0.042
|
0.58
|
|
DDH-4†
|
14.6
|
113.4
|
98.8
|
0.37
|
-
|
-
|
0.037
|
0.50
|
|
X-1
|
0.0
|
5.9
|
5.9
|
0.15
|
0.237
|
5.8
|
0.013
|
0.36
|
|
|
9.5
|
42.5
|
33.0
|
0.26
|
0.175
|
3.4
|
0.042
|
0.53
|
|
Incl.
|
24.7
|
40.8
|
16.1
|
0.40
|
0.268
|
5.0
|
0.064
|
0.81
|
|
X-3
|
0.0
|
44.2
|
44.2
|
0.67
|
0.496
|
5.3
|
0.046
|
1.14
|
|
Incl.
|
10.7
|
38.1
|
27.4
|
0.86
|
0.724
|
6.6
|
0.059
|
1.51
|
|
GC11-74
|
11.4
|
52.2
|
40.8
|
0.28
|
0.210
|
1.8
|
0.012
|
0.44
|
|
Incl.
|
15.0
|
27.0
|
12.0
|
0.41
|
0.281
|
2.6
|
0.021
|
0.66
|
For
notes refer to Table 1.
†
Assay interval from
historically reported composite. Individual assay results are
unknown.
Empress West
Cu-Au-Ag Exploration
Target: This large target, which extends more than 2 km to
the west of the Empress deposit along the favorable CPC-volcanic
contact, has only been tested by widely-spaced and shallow
percussion holes and a few core. It exhibits the same geological
setting as the Empress Deposit, and the potential
to discover additional Cu-Au-Ag mineralization is indicated by the
results of the historical drilling when combined with magnetic and
IP survey data, and known Cu-Au-Mo anomalies in soils. Modern IP
and drilling are required to test a series of defined
targets.
-12-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
IKE District Porphyry and Epithermal Targets
The IKE
District hosts several known centres of porphyry Cu mineralization
(Rowbottom, Mad Major- OMG) and Au-Ag epithermal mineralization
(Battlement, Mewtwo) that exist outside of, but in proximity to and
between, the IKE Deposit and Greater Empress areas. Limited
exploration by historical operators and/or Amarc indicates that
further survey work followed by drilling is warranted at these
targets. The Company has the permits in-hand for the potential work
program.
Rowbottom Cu-Mo-Au Porphyry
Deposit Target: At Rowbottom, porphyry-style mineralization
and alteration is intermittently exposed along 550 m of Rowbottom
creek, and spatially associated with an extensive 1.3 km by 1.0 km
IP chargeability anomaly that remains open for further surveying.
Limited historical shallow percussion drilling returned good Cu and
Mo grades (Au and Ag were not analysed for), and a single core hole
completed by Amarc confirmed the presence of Au and Ag. Historical
drill intercepts include for example: Hole S-64: 49 m of 0.51%
CuEQ4 (see Table 1 for note 4)
0.49% Cu and 0.007% Mo and Hole S-24: 43 m of 0.40% CuEQ at 0.28%
Cu and 0.032% Mo.
The
Amarc core hole intersected significant intervals of porphyry Cu-Mo
mineralization hosting elevated Ag and Au values, which are cut by
a number of post mineral dykes and returned, for example: RB17001:
66 m of 0.38% CuEQ4 at 0.29% Cu, 0.006%
Mo, 0.08 g/t Au and 4.1 g/t Ag and 21 m of 0.43% CuEQ at 0.38% Cu,
0.007% Mo and 4.3 g/t Ag.
An
historical soils grid along with both the historical and Amarc IP
chargeability anomalies suggest that a larger system could be
present, warranting further drilling both laterally and to depth in
order to determine the geometry and grade distribution of the
Rowbottom deposit target.
Mad Major Cu-Mo Porphyry
Target: The Mad Major-OMG target area extends over
approximately 23 km2 area of highly
anomalous stream sediment geochemistry and gossanous ridges (see
IKE Technical Report). Amarc’s exploration, and that of
historical operators, has defined several large IP chargeability
and magnetic geophysical, talus fines and soils geochemical and
geological alteration mapping anomalies that remain to be
adequately drill tested. Amarc has completed only eight very
wide-spaced core holes into the target, and the source of the IP
and geochemical anomalies is yet to be determined. Additional
survey work and drilling are warranted.
Battlement and Mewtwo Au-Ag
Epithermal Targets: Although not the focus of Amarc’s
exploration, epithermal potential exits on the IKE Project. For
example, at both Battlement and Mewtwo reconnaissance stage
exploration suggests a geological environment that is permissive
for either, or both, a porphyry or epithermal-type deposits.
Further exploration is warranted at both targets.
In
summary collectively the IKE Deposit, Empress Deposit, Greater
Empress area and IKE District target areas as described warrant
substantial exploration programs.
-13-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
IKE Project Capped Royalties
Amarc
has a 100% interest in the IKE, Granite, Juno and Galore
Properties, which make up the IKE Project. The mineral claims
comprising the Juno Property were staked and are owned 100% by the
Company.
In July
2014, Amarc acquired a 100% interest in the IKE property from
Oxford Resources Inc. (“Oxford”, formerly Highpoint
Exploration Inc.). At that time Oxford’s ownership interest
was converted to a 1% Net Smelter Returns (“NSR”)
royalty, which can be purchased at any time for $2 million (payable
in cash or common shares of Amarc at the company’s sole
election).
The IKE
property is also subject to a 2% underlying NSR royalty to two
underlying owners, whereby Amarc has the right to purchase: (1) one
half of the royalty (1%) for $2 million ($1 million of which is
payable in cash, Amarc common shares, or any such combination of
cash and shares, at Amarc's discretion) at any time prior to
commercial production; and (2) the second half of the royalty (1%)
also for $2 million ($1 million of which is payable in cash, and
the balance in Amarc common shares, or any such combination of cash
and shares, at Amarc's discretion) at any time on or before a
commercial mine production decision has been made in respect of the
IKE property. Amarc has agreed that upon completion of a positive
feasibility study it will issue 500,000 common shares to the
underlying owners.
In
November 2014, Amarc acquired a 100% interest in the adjoining
Granite property from Great Quest Fertilizers Ltd. ("Great Quest",
previously known as Great Quest Metals Ltd., which is also referred
to as “Great Quest” herein). Great Quest holds a 2% NSR
royalty on that property which can be purchased for $2 million, on
or before commercial production (payable in cash, Amarc common
shares, or any such combination of cash and shares, at
Amarc’s discretion). In addition, there is an underlying 2.5%
NSR royalty on certain mineral claims within the Granite property,
which can be purchased at any time for $1.5 million less any amount
of royalty already paid.
In
January 2017, Amarc acquired a 100% interest in the adjoining
Galore property from Galore Resources Inc. ("Galore Resources"),
clear of any royalties to Galore Resources. In January 2018, Amarc
concluded an agreement with the underlying owners of the Galore
property, whereby Amarc acquired all of the underlying
owners’ residual interest in and to the Galore property,
including five NSR and five NPI royalties.
On
September 3, 2015, Amarc entered into an agreement (the
"Agreement") with Thompson Creek (now a wholly owned subsidiary of
Centerra) pursuant to which Thompson Creek could acquire, through a
staged investment process within five years, a 30% ownership
interest in mineral claims and crown grants covering the IKE
Project. Under the terms of the Agreement, Thompson Creek also
received an option, after acquiring its 30% interest, to acquire an
additional 20% interest in the IKE Project, subject to certain
conditions, including the completion of a Feasibility Study. On
January 11, 2017, Amarc announced that Thompson Creek, having been
acquired by Au-focused Centerra, relinquished its option to earn up
to a 50% interest in the IKE Project. Thompson Creek had a 10%
participating interest in the IKE Project by investing $6
million
in
exploration programs undertaken in 2015 and 2016, and elected to
exchange its participating interest for a 1% Conversion NSR royalty
from mine production, which is capped at a total of $5 million. As
a result, Amarc re-acquired 100% interest in the IKE
Project.
The DUKE Project
Amarc’s 100%
owned DUKE Project is located 80 km northeast of Smithers within
the Babine District (the “District”), one of BC’s
most prolific porphyry Cu-Au belts. The District, a 40 by 100 km
north- northwesterly striking mineralized belt is host to Noranda
Mines’ past producing Bell and Granisle Cu-Au mines that
produced a total of 1.1 billion pounds of Cu, 634,000 ounces of Au
and 3.5 million ounces of Ag1, and the advanced
stage Morrison Cu-Au deposit. Amarc’s DUKE porphyry Cu
discovery is located 30 km north of the Bell Mine. Extensive
infrastructure exists in the District, which primarily relates to
the forestry industry but also dates back to mining
activity.
The 704
km2 DUKE
Project includes both the DUKE porphyry Cu deposit target discovery
(“DUKE”) and a series of high potential porphyry Cu-Au
deposit targets generated form the Company’s district- scale
targeting program.
The
DUKE technical information in this section is summarized from the
Company’s National Instrument 43-101 Technical Report (DUKE
Technical Report) filed under Amarc’s profile at www.sedar.com and
on the Company’s website at
Porphyry Cu Expansion Potential at the Duke Deposit
Target
The
porphyry Cu system at DUKE has seen only limited drilling. Many of
the 30 historical shallow and closely-spaced core holes intersected
and ended in significant Cu-Mo-Ag-Au mineralization. In the main
area of known mineralization, these holes extended to only 124 m
vertical depth from surface. Examples of the intercepts from the
historical drill holes are provided in Table 5.
-14-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Table 5: DUKE DEPOSIT TARGET
Selected Drill Intervals from Historical and Amarc’s
Drilling
|
Drill Hole
|
From (m)
|
To (m)
|
Int.(m)1,2,3
|
Cu%
|
Au(g/t)4
|
Ag(g/t)
|
Mo(%)
|
CuEQ(%)5,6
|
|
70-027
|
30.5
|
143.3
|
112.8
|
0.29
|
0.060
|
1.1
|
0.012
|
0.38
|
|
|
73.1
|
85.3
|
12.2
|
0.41
|
0.091
|
1.6
|
0.010
|
0.50
|
|
70-107
|
21.3
|
164.6
|
143.3
|
0.26
|
0.068
|
1.7
|
0.016
|
0.37
|
|
Incl.
|
115.8
|
131.0
|
15.2
|
0.47
|
0.110
|
2.9
|
0.027
|
0.64
|
|
71-147
|
28.6
|
115.2
|
86.6
|
0.40
|
0.053
|
2.2
|
0.021
|
0.52
|
|
Incl.
|
34.8
|
74.4
|
39.6
|
0.48
|
0.067
|
2.6
|
0.023
|
0.61
|
|
DK17002
|
17.0
|
32.0
|
15.0
|
0.44
|
0.126
|
2.1
|
0.019
|
0.59
|
|
|
40.3
|
142.0
|
101.7
|
0.22
|
0.064
|
1.3
|
0.014
|
0.31
|
|
|
238.0
|
268.0
|
30.0
|
0.33
|
0.069
|
1.9
|
0.019
|
0.45
|
|
|
308.5
|
399.0
|
90.5
|
0.21
|
0.043
|
1.1
|
0.025
|
0.34
|
|
|
450.5
|
523.0
|
72.5
|
0.23
|
0.030
|
1.2
|
0.022
|
0.33
|
|
Incl.
|
486.0
|
495.0
|
9.0
|
0.41
|
0.062
|
2.0
|
0.040
|
0.61
|
|
DK18005
|
13.5
|
89.9
|
76.4
|
0.23
|
0.042
|
1.1
|
0.012
|
0.30
|
|
|
98.9
|
246.0
|
147.1
|
0.27
|
0.046
|
1.1
|
0.028
|
0.40
|
|
Incl.
|
125.0
|
137.0
|
12.0
|
0.32
|
0.072
|
1.1
|
0.037
|
0.51
|
|
Incl.
|
212.1
|
231.9
|
19.8
|
0.45
|
0.062
|
2.0
|
0.033
|
0.62
|
|
|
302.0
|
344.0
|
42.0
|
0.28
|
0.059
|
1.2
|
0.019
|
0.38
|
|
DK18006
|
98.0
|
416.0
|
318.0
|
0.24
|
0.052
|
1.1
|
0.012
|
0.32
|
|
Incl.
|
206.0
|
296.0
|
90.0
|
0.27
|
0.067
|
1.2
|
0.015
|
0.37
|
|
Incl.
|
338.0
|
416.0
|
78.0
|
0.30
|
0.055
|
1.4
|
0.016
|
0.39
|
|
and
|
347.0
|
405.2
|
58.2
|
0.34
|
0.059
|
1.5
|
0.015
|
0.45
|
For notes refer to Table 1.
7 Results of these historical Ducanex JV drill holes are
from the 1991 Corona resampling and analyses by Acme.
The
historical drilling was centered within a restricted part of a
robust, 3 km north-south by 1 km east-west historical IP
chargeability anomaly, which is thought to have been offset by
faulting. When reconstructed, this IP chargeability anomaly has a
classic donut shape that was the target of Amarc’s eight core
holes completed in 2017 through 2018 (see December 19, 2017 and
June 12, 2018 news releases). Seven of the eight core holes drilled
over an area measuring approximately 400 m north-south by 600 m
east-west successfully intersected porphyry Cu-style mineralization
to a vertical depth of 360 m. This mineralization remains open to
expansion. Select intercept examples are provided in Table
5.
-15-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Notably, a single
step-out hole (DK18004) completed by Amarc more than 1 km to the
north of the seven other Amarc holes, and within the displaced
portion of the IP chargeability anomaly, intersected substantial
lengths of moderate to low grade Cu and Mo mineralization,
confirming a very extensive lateral dimension to the DUKE porphyry
Cu system.
Subject
to financing Amarc is currently planning how best to undertake the
drilling required to delineate the geometry and grade distribution
of its DUKE discovery in order to inform a mineral resource
estimate and related studies. The Company has the permit in hand to
commence potential works.
New Duke District Porphyry Cu-Au Targets
Appreciating the
Cu-Au prospectivity of the Babine District and its relatively
unexplored nature due to widespread glacial cover (4 m to 18 m
thick in the Amarc DUKE discovery drill holes), Amarc has completed
a comprehensive compilation of government and historical data over
the entire 704 km2 DUKE Project. This
integrated study provided a new interpretation of the geological,
geochemical and geophysical characteristics of the Babine District,
identifying 12 previously unrecognized high potential porphyry
Cu-Au deposit targets. These target areas were defined, for
example, by anomalous Cu-Au-Mo-Ag (and other porphyry indicator
elements) till geochemistry, till samples with identified grains of
bornite, chalcopyrite and/or favorable biotite feldspar porphyry,
compelling up- ice magnetic geophysics features, and indications of
structural control along faults emanating from large deep-seated
regional structures that likely controlled the emplacement of the
prospective intrusions, along with numerous other scientific
vectors.
Regionally, Amarc
is planning for initial, focused ground surveys taking advantage of
extensive logging road networks across the property. These surveys
would be followed by RC drilling that would test prioritized
targets for the presence of potential porphyry Cu mineralized
systems below cover and, where a deposit target is confirmed core
drilling to determine the extent, grade and geometry of the
mineralized system. The Company has an IP permit in hand to
commence these works.
DUKE Project Royalties
Amarc
holds 100% interest in the DUKE Project free of any
royalty.
The JOY Project
Amarc’s
100%-owned 482 km2 JOY Project covers
the northern extension of the prolific Kemess porphyry Cu-Au
district (the “Kemess District”) in the Toodoggone
region of north-central BC (see May 15, 2020 news release). The
Kemess District is well-known to Amarc’s technical team
through their association with Hunter Dickinson Inc.
(“HDI”); its members are credited as being the first to
recognize the District’s true porphyry potential, acquiring
both the early-stage Kemess North and Kemess South prospects and
advancing them to significant porphyry Cu-Au deposits, before
selling the projects to a predecessor of Northgate Minerals
(“Northgate”). Northgate went on to develop the Kemess
South mine (BC’s third largest Au producer),
-16-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
producing
three million1 ounces of Au, and 750 million pounds of
Cu over a 13-year period to 20113. The southern
area of the Kemess District, now owned by Centerra, includes the
government-approved Kemess Underground Project (the deeper
higher-grade extension of the Kemess North deposit), the advanced
stage Kemess East deposit as well as the mined-out Kemess South
deposit. The resource road that services Centerra’s deposits
and the historical Lawyers and Shasta Au-Ag mines, also provides
access to Amarc’s JOY Project.
The
PINE target on the JOY Project have seen several phases of
historical drilling. Work by Amarc has identified significant
expansion potential at both the Pine Deposit and the MEX Target
that requires drill testing. In addition, Amarc has defined seven
large (approximately 1 to 8 km2), high potential
porphyry Cu-Au exploration target areas, each of which hosts
multiple targets that are either drill-ready, or can rapidly be
brought up to a drill ready status by the completion of focused
surface surveys. A highly effective targeting strategy was achieved
by combining and interpreting information from the Company’s
exploration surveys and extensive historical datasets. These
datasets include results from soil geochemical sample grids,
airborne magnetics and IP geophysical surveys, geological and
alteration mapping and historical drilling. The large historical
soils geochemical database (6,390 samples) was particularly
useful.
The JOY
technical information in this section is summarized from the
Company’s National Instrument 43-101 Technical Report
(“JOY Technical Report”) filed under Amarc’s
profile at www.sedar.com and
on the Company’s website at www.amarcresources.com/ahr/Home.asp.
New Porphyry Cu-Au Potential at the PINE Deposit and MEX Deposit
Target
The
PINE Deposit is a northeast-trending, 2.5 km-long porphyry Cu-Au
mineralized system located within an underexplored 6 km2 area of strong
hydrothermal alteration, as defined by IP chargeability, alteration
mapping and limited historical drilling. At the PINE Deposit,
shallow historical drilling (most holes record less than 175 m
vertical penetration) indicates that mineralization is open both
laterally and to depth, with many of the holes ending in
mineralization and some showing a downhole increase in Cu and Au
grades. Examples of the historical results are provided in Table
6.
___________________________
3
SRK Consulting (Canada) Inc.
2013 NI-43-101 Technical Report on the Kemess Underground Project,
British Columbia, Canada, AuRico Metals Ltd.,
Sedar
-17-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Table 6: PINE DEPOSIT
Selected Drill Intervals from Historical Drilling
|
Drill Hole
|
From (m)
|
To (m)
|
Int.(m)1,2,3
|
Cu(%)
|
Au(g/t)
|
Ag(g/t)4
|
Mo(%)
|
CuEQ(%)5,6
|
|
79-2
|
1.8
|
51.0
|
49.2
|
0.28
|
0.669
|
-
|
-
|
0.64
|
|
|
99.0
|
127.5
|
28.5
|
0.32
|
0.647
|
-
|
-
|
0.67
|
|
80-07
|
10.8
|
48.2
|
37.4
|
0.22
|
1.353*
|
1.4
|
0.001
|
0.97*
|
|
Incl.
|
13.0
|
15.9
|
2.9
|
0.30
|
3.12
|
1.3
|
0.001
|
1.94*
|
|
|
57.0
|
90.5
|
33.5
|
0.11
|
0.531
|
1.4
|
0.003
|
0.41
|
|
92-38
|
14.0
|
44.1
|
30.1
|
0.21
|
1.116
|
0.7
|
0.001
|
0.82
|
|
|
53.5
|
192.2
|
138.7
|
0.09
|
0.381
|
0.6
|
0.003
|
0.31
|
|
92-40
|
14.0
|
49.2
|
35.2
|
0.21
|
1.506*
|
1.3
|
0.001
|
1.04*
|
|
Incl.
|
20.0
|
22.0
|
2.0
|
0.28
|
3.34
|
1.2
|
0.001
|
1.93*
|
|
|
54.5
|
140.0
|
85.5
|
0.14
|
0.725
|
0.6
|
0.002
|
0.55
|
|
|
164.5
|
182.7
|
18.2
|
0.08
|
0.367
|
0.6
|
0.001
|
0.29
|
|
93-41
|
69.5
|
113.0
|
43.5
|
0.13
|
0.741*
|
0.8
|
0.002
|
0.55*
|
|
Incl.
|
75.0
|
77.0
|
2.0
|
0.28
|
3.10
|
3.6
|
0.001
|
1.94*
|
|
|
129.0
|
137.0
|
8.0
|
0.36
|
0.210
|
0.1
|
0.002
|
0.48
|
|
|
189.0
|
197.0
|
8.0
|
0.10
|
0.375
|
0.6
|
0.003
|
0.32
|
|
|
265.0
|
273.0
|
8.0
|
0.08
|
0.438
|
0.1
|
0.004
|
0.33
|
|
P97-04
|
55.1
|
75.3
|
20.2
|
0.15
|
0.510*
|
4.5
|
0.002
|
0.46*
|
|
Incl.
|
74.0
|
75.3
|
1.3
|
0.32
|
205.20
|
43.4
|
0.004
|
2.25*
|
|
|
90.7
|
127.4
|
36.7
|
0.15
|
0.522
|
2.8
|
0.002
|
0.46*
|
|
|
127.4
|
192.4
|
65.0
|
0.16
|
0.658*
|
2.3
|
0.002
|
0.54*
|
|
Incl.
|
150.0
|
153.0
|
3.0
|
0.28
|
39.80
|
16.1
|
0.003
|
2.02*
|
|
Incl.
|
166.8
|
168.4
|
1.6
|
0.17
|
4.36
|
4.4
|
0.001
|
1.84*
|
|
P97-08
|
127.7
|
268.6
|
140.9
|
0.17
|
0.492
|
2.0
|
0.002
|
0.46
|
For
notes refer to Table 1.
●
Au and CuEQ values
marked with an asterisk signify capping of very high Au assay
results at 3.0 g/t for the composite calculation (3.0 g/t is the
98th percentile for Au in the JOY drill data). The included (Incl.)
interval that follows presents the sample interval with the
uncapped Au result.
In
addition to the delineated drill-ready targets at the PINE Deposit,
untested areas of high IP chargeability and/or soil geochemistry
lie between the widely-spaced historical holes and extend outward
laterally, with the majority of the surrounding 6 km2 area of strong hydrothermal alteration
remaining to be fully explored.
Similarly,
at the MEX deposit target widely-spaced historical drilling
indicates that the system remains open both laterally and to
depth.
-18-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Newly Identified Porphyry Cu-Au Targets
The MEX
Cluster, located between the PINE Deposit and MEX mineralized
systems, includes a series of new targets, that are characterized
by coincident anomalies defined by geochemical, geophysical and
mapping surveys. These new, well-defined targets are a priority for
early drill testing.
Additional surface
surveys are planned to prepare emerging drill targets at the Canyon
South, Twins, SW Takla, Central Takla and the North Finley target
areas for drilling. For example at Canyon South, a 1 km wide
high-contrast >28 mV/V core of a 2 km-wide >18 mV/V IP
chargeability anomaly closely coincides with a 500 m diameter
magnetic high that is possibly related to an unidentified, and
potentially mineralized, porphyry stock. Notably, two historical
drill holes: PIN09-15, which encountered 11.43 g/t Au over 3 m, and
MEX12-013, which recorded 0.05% Cu and 0.18 g/t Au over 62.3 m are
located on the periphery of the Canyon South target and on the
opposite sides of the open 2 km-wide IP chargeability anomaly. Such
an occurrence of Au ± Cu could be related to the outer regions
of a porphyry system. A new IP survey is proposed to expand the
coverage of the historical IP to define the full extent of the
chargeability anomaly in preparation for drill
testing.
Amarc
is planning the next phase of the JOY Project exploration to
include core drill testing of drill- ready targets, undertaken
concurrently with low-cost surface exploration work to efficiently
bring the latter new exploration targets up to a drill-ready
status. The Company has permits in hand to commence the proposed
works.
JOY Project Royalties
The
100% Amarc owned JOY Project comprises the JOY, PINE and Paula
properties, and also the STAKED Claims. The mineral claims
comprising the STAKED Claims were staked and are owned 100% by the
Company.
On
November 21, 2017, Amarc acquired 100% interest in the 7,200 Ha JOY
property from United Minerals Services Ltd., a private vendor. The
JOY property is subject to an underlying 3% NSR royalty from
production to a former owner, which is capped at $3.5
million.
On
August 29, 2017, Amarc announced that it had concluded option
agreements with each of Gold Fields Toodoggone Exploration
Corporation (“Gold Fields”) and Cascadero Copper
Corporation ("Cascadero"), which at that time held the PINE
property in a 51%:49% joint venture, that enabled Amarc to purchase
100% of the property. On December 31, 2018, Amarc completed the
purchase of Cascadero’s 49% interest in the PINE Property
(Amarc MD&A December 31, 2018). Further on December 9, 2019,
Amarc announced that it had reached an agreement with Gold Fields
to amend the option agreement between the parties and purchased
outright the remaining 51% of the PINE property from Gold Fields
(Amarc news release, December 9, 2019).
-19-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Gold
Fields retains a 2.5% NPI royalty on mineral claims comprising
about 96% of the PINE property and a 1% NSR royalty on the balance
of the claims. The NPI royalty can be reduced to 1.25% at any time
through the payment to Gold Fields of $2.5 million in cash or
shares. The NSR royalty can be reduced to 0.50% through the payment
to Gold Fields of $2.5 million in cash or shares.
The
PINE property is subject to a 3% underlying NSR royalty payable
from production to a former owner and capped at $5 million payable
from production (Amarc November 21, 2017 news
release).
In
November 2019 Amarc entered into a purchase agreement with two
prospectors to acquire 100% of a single mineral claim, called the
Paula property, located internal to the wider JOY Project tenure
(Amarc MD&A December 31, 2019). The claim is subject to a 1%
NSR royalty payable from commercial production that is capped at
$0.5 million.
The
Newton Au Property
Amarc
reported the sale of the Newton gold project located in
south-central in December, 2020 to a wholly-owned subsidiary of
Carlyle Commodities Corp. (“Carlyle”). Under the terms
of the agreement, Amarc has received consideration comprising total
cash of $300,000 and 5.5 million equity units (share plus warrant)
in Carlyle valued at $0.25 per unit. Amarc now holds more than 12%
of the issued and outstanding shares in Carlyle. In addition, Amarc
retains a 2% NSR Royalty in the Property. The divestment of the
Newton Property allows Amarc to retain exposure to the upside Au
potential at Newton through its equity position in Carlyle and the
retained NSR Royalty, whilst maintaining strategic focus on the
development of its three high-value and expansive, 100%-owned
Cu±Au districts - IKE, JOY and DUKE.
Amarc
made a drill discovery at the Newton bulk-tonnage Au-Ag project in
late 2009 and subsequently conducted exploration and delineation
drilling at the deposit until June 2012.
An
initial mineral resource estimate announced in September 2012,
based on 24,513 m of core drilling in 78 holes completed up to June
30, 2012, confirms that Newton is a significant bulk tonnage Au
discovery that remains open to further expansion. At a 0.25 g/t Au
cut-off, Inferred Mineral Resources comprise 111.5 million tonnes
grading 0.44 g/t Au and 2.1 g/t Ag, containing 1.6 million ounces
of Au and 7.7 million ounces of Ag.
Inferred Mineral
Resources at various cut-off grades are summarized in the table
below.
-20-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
NEWTON
GOLD PROJECT – INFERRED MINERAL RESOURCES
|
Cut-Off Grade
|
Size
|
Grade
|
Contained
Metal
|
||
|
(g/t Au)
|
Tonnage
(000 t)
|
Gold
(g/t)
|
Silver
(g/t)
|
Gold
(000 oz)
|
Silver
(000 oz)
|
|
0.20
|
147,069
|
0.38
|
1.9
|
1,818
|
8,833
|
|
0.25
|
111,460
|
0.44
|
2.1
|
1,571
|
7,694
|
|
0.30
|
85,239
|
0.49
|
2.4
|
1,334
|
6,495
|
|
0.35
|
65,384
|
0.54
|
2.7
|
1,130
|
5,635
|
|
0.40
|
49,502
|
0.59
|
2.9
|
938
|
4,596
|
Notes:
1.
CIM definitions
were followed for this mineral resource estimate. An "Inferred
Mineral Resource" is that part of a Mineral Resource for which
quantity and grade or quality can be estimated on the basis of
geological evidence and limited sampling and reasonably assumed,
but not verified, geological and grade continuity. The estimate is
based on limited information and sampling gathered through
appropriate techniques from locations such as outcrops, trenches,
pits, workings and drill holes.
2.
Inferred Mineral
Resources were estimated using a long-term gold price of US$1,750
per ounce, a long-term silver price of US$25 per ounce, and a
US$/C$ 1.00 exchange rate.
3.
Bulk density is
2.71 tonnes per cubic metre.
4.
Numbers may not add
due to rounding.
5.
The Effective Date
of the Mineral Resource is July 4, 2012; the Effective Date being
defined as the date when Roscoe Postle Associates Inc. was in
receipt of full data which informed the resource.
The
Newton Inferred Mineral Resources were prepared using
geostatistical methods by technical staff at Hunter Dickinson Inc.
and audited by geological and mining consultants at Roscoe Postle
Associates Inc. under the direction of Reno Pressacco, P. Geo., an
independent Qualified Person. Sample preparation and analysis of
drill core samples from Newton were completed at the ISO 9001:2008
accredited and ISO-IEC 17025:2005 accredited Acme Analytical
Laboratories (Vancouver) Ltd. A technical report providing further
details of the estimate is available on the Company’s profile
on www.sedar.com.
The
current Newton Resource extends over an area of approximately 800 m
by 800 m and to a depth of
560 m,
and is open to expansion to the northwest, west and to depth. It is
located within the southeast segment of an extensive 7
km2 sulphide system that is
characterized by widespread Au enrichment indicating good potential
for the development of substantial additional resources. This
large, fertile mineral system extends well beyond the limits of the
current resource and is largely concealed under shallow
cover.
Exploration and
resource expansion potential are clearly indicated at Newton by the
large scale of the hydrothermal system, the structurally- and
magmatically-active nature of the geological setting at the time of
mineralization, the intensity of the hydrothermal alteration and
the strong, widespread metal anomalies that have been confirmed by
widely-spaced wildcat drilling. In addition, the Newton deposit
occupies only one portion of an extensive IP geophysics
chargeability anomaly. It is important to note that, beyond the
currently delineated Newton Resource, anomalous concentrations of
metals have been intersected in almost all exploration holes
drilled on the property. Large portions of the system remain
untested or have been tested only by widely-spaced reconnaissance
drilling.
-21-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Market Trends
Average
annual prices for Cu, Mo, Au and Ag during last 5 years are shown
in the following table:
|
|
Average
metal price (US$)
|
|||
|
calendar
year
|
Copper
|
Molybdenum
|
Gold
|
Silver
|
|
2015
|
2.50/lb
|
6.73/lb
|
1,160/oz
|
15.69/oz
|
|
2016
|
2.21/lb
|
6.56/lb
|
1,251/oz
|
17.14/oz
|
|
2017
|
2.88/lb
|
7.26/lb
|
1,275/oz
|
17.01/oz
|
|
2018
|
2.96/lb
|
11.94/lb
|
1.269/oz
|
15.71/oz
|
|
2019
|
2.72/lb
|
11.36/lb
|
1,393/oz
|
16.21/oz
|
|
2020
|
2.80/lb
|
8.68/lb
|
1,769/oz
|
20.54/oz
|
|
2021
(to the date of this document)
|
3.68/lb
|
10.96/lb
|
1,844/oz
|
26.51/oz
|
1.3 SELECTED
ANNUAL INFORMATION
Not
required for the current period.
1.4 SUMMARY
OF QUARTERLY RESULTS
These
amounts are expressed in thousands of Canadian Dollars, except per
share amounts. Minor differences are due to rounding.
|
($
000’s)
|
Dec 31,
|
Sep 30,
|
Jun 30,
|
Mar 31,
|
Dec 31,
|
Sep 30,
|
Jun 30,
|
Mar 31,
|
|
|
2020
|
2020
|
2020
|
2020
|
2019
|
2019
|
2019
|
2019
|
|
Net
(income) loss
|
$(1,665)
|
$(262)
|
$515
|
$599
|
$581
|
$(479)
|
$553
|
$197
|
|
Basic
and diluted (earnings) loss per share
|
$(0.01)
|
$0.00
|
$0.00
|
$0.00
|
$0.00
|
$0.00
|
$0.00
|
$0.00
|
The
variations in net results over the fiscal quarters presented above
were caused be the Company’s mineral exploration and
evaluation activities, which if undertaken typically ramp-up in the
summer during the 3rd calendar quarters.
See the following section of the MD&A for additional
discussions.
1.5 RESULTS
OF OPERATIONS
During
the three and nine months ended December 31, 2020, the Company
recorded a net income of $1,665,000 and a net income of $1,412,000,
respectively, compared to a net loss of $581,000 and a net loss of
$655,000 for the comparative periods.
-22-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
The
following table summarizes the operating results by major
categories between the three and nine months ended December 31,
2020 and 2019:
Three months ended December 31, 2020 and 2019
|
|
December
2020
|
December
2019
|
|
Exploration and
evaluation expenditures
|
$237,000
|
$340,000
|
|
Administrative
expenditures
|
132,000
|
194,000
|
|
Cost
recoveries
|
(141,000)
|
(21,000)
|
|
Gain on disposition
of mineral property
|
(1,935,000)
|
-
|
Nine months ended December 31, 2020 and 2019
|
|
December
2020
|
December
2019
|
|
Exploration and
evaluation expenditures
|
$1,237,000
|
$1,036,000
|
|
Administrative
expenditures
|
387,000
|
607,000
|
|
Cost
recoveries
|
1,221,000
|
1,183,000
|
|
Gain on disposition
of mineral property
|
(1,935,000)
|
-
|
Exploration
and evaluation expenditures in both the three months ended December
31, 2020 (the “2021 Q3”) and nine months ended December
31, 2020 (the “2021 Q3 YTD”) decreased against the same
periods in fiscal 2020. This is due to substantially all of the
exploration and evaluation costs related to field programs on
operated properties during the 2021 Q3 YTD was funded by partners
(see note 7(a) to the Financial Statements for the nine months
ended December 31, 2020).
Administrative
expenditures in both 2021 Q3 and 2021 Q3 YTD also decreased against
the same periods in fiscal 2020. The reduction is the result of the
management’s effort of maximization of cost
effectiveness.
During
the 2021 Q3, the Company sold its Newton Property and recognized a
gain of $1,935,000 (see 7(b) to the Financial Statements for the
nine months ended December 31, 2020).
The
combined effect of the non-recurring event in 2021 Q3 relate to the
recognition of gain on sale of Newton Property and the decrease in
exploration, evaluation and administrative expenditures contributes
to the significant increase in the net income for 2021 Q3 and 2021
Q3 YTD compared with the same periods in fiscal 2020.
During
the three months ended September 30, 2020 (the “2021
Q2”) and 2021 Q3, the current quarter, by agreement Amarc
operated three exploration programs named Jake, Mack and Windfall
(the “Operated Properties”) for other entities with
agreement for total reimbursement.
By
operating the Jake and Mack exploration programs Amarc has the
opportunity to judge their merits as potential acquisitions. A
breakdown by project of the Company’s exploration and
evaluation expenses for the three and nine months ended December
31, 2020 and 2019 is as follows:
-23-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
|
Nine months ended December 31, 2020
|
DUKE
|
IKE
|
JOY
|
Other
|
Operated Properties
|
Total
|
|
Assays
and analysis
|
$7,276
|
$61,907
|
$7,878
|
$2,720
|
$49,261
|
$129,042
|
|
Drilling
|
1,248
|
–
|
–
|
–
|
145,638
|
146,886
|
|
Equipment
rental
|
–
|
–
|
–
|
–
|
875
|
875
|
|
Geological,
including geophysical
|
112,149
|
115,032
|
57,279
|
67,951
|
40,779
|
393,190
|
|
Helicopter
and fuel
|
–
|
25,440
|
–
|
–
|
182,907
|
208,347
|
|
Property
acquisition and assessment costs
|
–
|
50,198
|
–
|
–
|
1,448
|
51,646
|
|
Site
activities
|
22,608
|
33,666
|
6,123
|
1,002
|
114,071
|
177,470
|
|
Socioeconomic
|
5,287
|
3,814
|
12,183
|
2,194
|
42,144
|
65,622
|
|
Technical
data retention and management
|
10,333
|
20,521
|
13,958
|
–
|
8,394
|
53,206
|
|
Travel
and accommodation
|
–
|
1,470
|
–
|
–
|
9,293
|
10,763
|
|
Cost
Recoveries
|
(149,168)
|
(171,540)
|
(289,648)
|
(16,064)
|
(594,810)
|
(1,221,230)
|
|
Total
|
$9,733
|
$140,508
|
$(192,227)
|
$57,803
|
$–
|
$15,817
|
|
Nine months ended December 31, 2019
|
DUKE
|
IKE
|
JOY
|
Other
|
Total
|
|
Assays
and analysis
|
$2,123
|
$73,664
|
$14,563
|
$136
|
$90,486
|
|
Drilling
|
–
|
–
|
–
|
–
|
–
|
|
Equipment
rental
|
–
|
–
|
4,350
|
–
|
4,350
|
|
Geological,
including geophysical
|
150,307
|
113,536
|
168,979
|
77,850
|
510,672
|
|
Helicopter
and fuel
|
–
|
–
|
25,064
|
|
25,064
|
|
Property
acquisition and assessment costs
|
24,700
|
50,198
|
17,872
|
25,000
|
117,770
|
|
Site
activities
|
14,978
|
31,221
|
83,320
|
17,249
|
146,768
|
|
Socioeconomic
|
31,937
|
2,661
|
73,919
|
900
|
109,417
|
|
Technical
data retention and management
|
–
|
8,333
|
8,334
|
–
|
16,667
|
|
Travel
and accommodation
|
5,313
|
1,100
|
6,827
|
1,880
|
15,120
|
|
Cost
Recoveries
|
–
|
(92,240)
|
(117,283)
|
(973,737)
|
(1,183,260)
|
|
Total
|
$229,358
|
$188,473
|
$285,945
|
$(850,722)
|
$(146,946)
|
|
Three months ended December 31, 2020
|
DUKE
|
IKE
|
JOY
|
Other
|
Operated Properties
|
Total
|
|
Assays
and analysis
|
$–
|
$2,807
|
$1,350
|
$1,417
|
$37,454
|
$43,028
|
|
Drilling
|
1,248
|
–
|
–
|
–
|
–
|
1,248
|
|
Equipment
rental
|
–
|
–
|
–
|
–
|
875
|
875
|
|
Geological,
including geophysical
|
7,677
|
8,258
|
4,212
|
23,969
|
15,991
|
60,107
|
|
Helicopter
and fuel
|
–
|
–
|
–
|
–
|
28,800
|
28,800
|
|
Property
acquisition and assessment costs
|
–
|
50,000
|
–
|
–
|
1,448
|
51,448
|
|
Site
activities
|
1,075
|
1,193
|
–
|
(1,843)
|
30,601
|
31,026
|
|
Socioeconomic
|
628
|
1,613
|
1,245
|
(2,018)
|
9,677
|
11,145
|
|
Technical
data retention and management
|
3,333
|
–
|
–
|
–
|
5,060
|
8,393
|
|
Travel
and accommodation
|
–
|
–
|
–
|
–
|
1,179
|
1,179
|
|
Cost
Recoveries
|
–
|
–
|
–
|
(6,763)
|
(134,419)
|
(141,182)
|
|
Total
|
$13,961
|
$63,871
|
$6,807
|
$14,762
|
$(3,334)
|
$96,067
|
-24-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
|
Three months ended December 31, 2019
|
DUKE
|
IKE
|
JOY
|
Other
|
Total
|
|
Assays
and analysis
|
$1,069
|
$32,036
|
$5,712
|
$–
|
$38,817
|
|
Drilling
|
–
|
–
|
–
|
–
|
–
|
|
Equipment
rental
|
–
|
–
|
–
|
–
|
–
|
|
Geological,
including geophysical
|
34,980
|
74,978
|
10,901
|
16,706
|
137,565
|
|
Helicopter
and fuel
|
–
|
–
|
–
|
–
|
–
|
|
Property
acquisition and assessment costs
|
2,418
|
50,000
|
17,522
|
25,000
|
94,940
|
|
Site
activities
|
5,270
|
19,438
|
5,795
|
5,716
|
36,219
|
|
Socioeconomic
|
10,141
|
495
|
8,017
|
–
|
18,653
|
|
Technical
data retention and management
|
–
|
5,001
|
5,001
|
–
|
10,002
|
|
Travel
and accommodation
|
3,410
|
–
|
–
|
42
|
3,452
|
|
Cost
Recoveries
|
–
|
–
|
(20,503)
|
–
|
(20,503)
|
|
Total
|
$57,288
|
$181,948
|
$32,445
|
$47,464
|
$319,145
|
1.6 LIQUIDITY
Historically,
the Company's sole source of funding has been provided from the
issuance of equity securities for cash, primarily through private
placements to sophisticated investors and institutions, and from
director loans. The Company's access to financing is always
uncertain. There can be no assurance of continued access to
significant equity funding to finance the Company's ongoing
operations.
At
December 31, 2020, the Company had a cash balance of $726,284 and a
working capital of approximately $661,000 and the increase in the
related party balances from $592,000 at March 31, 2020 to $768,000
at December 31, 2020. 2 million share purchase warrants at $0.05
exercised in October 2, 2020 provided liquidity of $100,000 with
the proceeds received in September 2020.
Further
advancement and development of the Company’s mineral property
interests in the long run will require additional funding from a
combination of the Company’s shareholders, existing or
potential new partners, and debt financing. As the Company is
currently in the exploration stage, it does not have any revenues
from operations. Therefore, the Company relies on funding from its
partners for its continuing financial liquidity and the Company
relies on the equity market and debt financing as sources of
funding. The Company continues to focus on preserving its cash
resources while maintaining its operational
activities.
The
Company does not have any material capital lease obligations,
purchase obligations or any other long-term
obligations.
1.7 CAPITAL
RESOURCES
The
Company has no lines of credit or other sources of financing which
have been arranged or utilized.
The
Company has no "Purchase Obligations" defined as any agreement to
purchase goods or services that is enforceable and legally binding
on the Company that specifies all significant terms, including:
fixed or minimum quantities to be purchased; fixed, minimum or
variable price provisions; and the approximate timing of the
transaction.
-25-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
1.8 OFF-BALANCE
SHEET ARRANGEMENTS
None.
1.9 TRANSACTIONS
WITH RELATED PARTIES
The
required quantitative disclosure is provided in the Financial
Statements, which are publicly available on SEDAR at www.sedar.com.
Hunter Dickinson Inc.
Hunter
Dickinson Inc. (“HDI”) and its wholly-owned subsidiary
Hunter Dickinson Services Inc. (“HDSI”) are private
companies established by a group of mining professionals. HDSI
provides contract services for a number of mineral exploration and
development companies, and also to companies that are outside of
the mining and mineral development space. Amarc is one of the
publicly-listed companies for which HDSI provides a variety of
contract services.
The
Company has one director in common with HDSI, namely Robert
Dickinson. The Company’s President, Chief Executive Officer
and Director, and Corporate Secretary are employees of HDSI and
work for the Company under an employee secondment arrangement
between the Company and HDSI.
Pursuant
to an agreement dated July 2, 2010, HDSI provides cost effective
technical, geological, corporate communications, regulatory
compliance, and administrative and management services to the
Company, on a non-exclusive basis as needed and as requested by the
Company. As a result of this relationship, the Company has ready
access to a range of diverse and specialized expertise on a regular
basis, without having to engage or hire full-time employees or
experts. The Company benefits from the economies of scale created
by HDSI which itself serves several clients.
The
Company is not obligated to acquire any minimum amount of services
from HDSI. The monetary amount of the services received from HDSI
in a given period of time is a function of annually set and agreed
charge-out rates for and the time spent by each HDSI employee
engaged by the Company.
HDSI
also incurs third-party costs on behalf of the Company. Such third
party costs include, for example, capital market advisory services,
communication services and office supplies. Third-party costs are
billed at cost, without markup.
There
are no ongoing contractual or other commitments resulting from the
Company's transactions with HDSI, other than the payment for
services already rendered and billed. The agreement may be
terminated upon 60 days' notice by either the Company or
HDSI.
The
details of transactions with HDSI and the balance due to HDSI as a
result of such transactions are provided in the Financial
Statements, along with the details of borrowings by the Company
from Mr. Dickinson.
United Mineral Services Ltd.
United
Mineral Services Ltd. (“UMS”) is a privately held
company wholly-owned by one of the Company’s directors. UMS
is engaged in the acquisition and exploration of mineral property
interests. UMS does incur third party expenses on behalf of the
Company from time to time.
-26-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Details
of transactions with UMS and the balance due to UMS as a result of
such transactions are provided in the Financial
Statements.
1.10 FOURTH
QUARTER
Not
required for the current period.
1.11 PROPOSED
TRANSACTIONS
Except
as discussed in this MD&A, there are no proposed transactions
requiring disclosure under this section.
1.12 CRITICAL
ACCOUNTING ESTIMATES
Not
required. The Company is a venture issuer.
1.13 CHANGES
IN ACCOUNTING POLICIES INCLUDING INITIAL ADOPTION
The
required disclosure is provided in the Financial Statements, which
are publicly available on SEDAR at www.sedar.com.
1.14 FINANCIAL
INSTRUMENTS AND OTHER INSTRUMENTS
The
carrying amounts of cash, amounts receivable, marketable
securities, accounts payable and accrued liabilities, balance due
to a related party, and director’s loan approximate their
fair values due to their short-term nature.
1.15 OTHER
MD&A REQUIREMENTS
Additional
information relating to the Company is available on SEDAR at
www.sedar.com.
1.15.1
ADDITIONAL
DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT
REVENUE
|
(a)
|
capitalized or
expensed exploration and development costs
|
See
1.5 Results of
Operations above.
|
|
(b)
|
expensed research
and development costs
|
Not
applicable.
|
|
(c)
|
deferred
development costs
|
Not
applicable.
|
|
(d)
|
general
and administration expenses
|
See
1.5 Results of
Operations above.
|
|
(e)
|
any material costs,
whether capitalized,
deferred or
expensed, not referred to in (a) through (d)
|
None.
|
-27-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
1.15.2
DISCLOSURE
OF OUTSTANDING SHARE DATA
The
following table details the share capital structure as of the date
of this MD&A:
|
|
Number
|
|
Common
shares
|
180,602,894
|
|
Share
purchase options
|
2,000,000
|
|
Share
purchase warrants
|
11,000,000
|
1.15.3
DISCLOSURE
CONTROLS AND PROCEDURES
The
Company has disclosure controls and procedures in place to provide
reasonable assurance that any information required to be disclosed
by the Company under securities legislation is recorded, processed,
summarized and reported within the appropriate time periods and
that required information is accumulated and communicated to the
Company’s management, including the Chief Executive Officer
and Chief Financial Officer, as appropriate, so that decisions can
be made about the timely disclosure of that
information.
1.15.4
INTERNAL
CONTROLS OVER FINANCIAL REPORTING PROCEDURES
The
Company's management, including the Chief Executive Officer and the
Chief Financial Officer, is responsible for establishing and
maintaining adequate internal control over financial reporting.
Under the supervision of the Chief Executive Officer and Chief
Financial Officer, the Company's 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. The Company's internal control over financial
reporting includes those policies and procedures that:
●
pertain to the
maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of
the Company;
●
provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with IFRS, and
that receipts and expenditures of the Company are being made only
in accordance with authorizations of management and directors of
the company; and
●
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.
There
has been no change in the design of the Company's internal control
over financial reporting that has materially affected, or is
reasonably likely to materially affect, the Company's internal
control over financial reporting during the period covered by this
Management's Discussion and Analysis.
-28-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
1.15.5
LIMITATIONS
OF CONTROLS AND PROCEDURES
The
Company's management, including its Chief Executive Officer and
Chief Financial Officer, believe that any system of disclosure
controls and procedures or internal control over financial
reporting, no matter how well conceived and operated, can provide
only reasonable, not absolute, assurance that the objectives of the
control system are met. Furthermore, the design of a control system
must reflect the fact that there are resource constraints and the
benefits of controls must be considered relative to their costs.
Because of the inherent limitations in all control systems, they
cannot provide absolute assurance that all control issues and
instances of fraud, if any, within the Company have been prevented
or detected. These inherent limitations include the realities that
judgments in decision- making can be faulty and breakdowns can
occur because of simple error or mistake. Additionally, controls
can be circumvented by the individual acts of some persons, by
collusion of two or more people, or by unauthorized override of
controls. The design of any system of controls is also based in
part upon certain assumptions about the likelihood of future
events, and there can be no assurance that any design will succeed
in achieving its stated goals under all potential future
conditions. Accordingly, because of the inherent limitations in a
cost effective control system, misstatements due to error or fraud
may occur and not be detected.
1.16
RISK
FACTORS
The
risk factors associated with the principal business of the Company
are discussed below. Briefly, these include the highly speculative
nature of the mining industry characterized by the requirement for
large capital investment from an early stage and a very small
probability of finding economic mineral deposits. In addition to
the general risks of mining, there are country-specific risks
associated with operations, including political, social, and legal
risk.
Due to
the nature of the Company's business and the present stage of
exploration and development of its projects, the Company may be
subject to significant risks. Readers should carefully consider all
such risks set out in the discussion below. The Company's actual
exploration and operating results may be very different from those
expected as at the date of this MD&A.
Exploration and Mining Risks
Resource
exploration, development, and operations are highly speculative,
characterized by a number of significant risks, which even a
combination of careful evaluation, experience and knowledge may not
eliminate, including, among other things, unprofitable efforts
resulting not only from the failure to discover mineral deposits
but from finding mineral deposits which, though present, are
insufficient in quantity and quality to return a profit from
production. Few properties that are explored are ultimately
developed into producing mines. Unusual or unexpected formations,
formation pressures, fires, power outages, labour disruptions,
flooding, explosions, cave-ins, landslides and the inability to
obtain suitable or adequate machinery, equipment or labour are
other risks involved in the operation of mines and the conduct of
exploration programs. The Company will rely on consultants and
others for exploration, development, construction and operating
expertise. Substantial expenditures are required to establish
mineral resources and mineral reserves through drilling, to develop
metallurgical processes to extract the metal from
mineral
-29-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
resources,
and in the case of new properties, to develop the mining and
processing facilities and infrastructure at any site chosen for
mining.
No
assurance can be given that minerals will be discovered in
sufficient quantities to justify commercial operations or that
funds required for development can be obtained on a timely basis.
Whether a mineral deposit will be commercially viable depends on a
number of factors, some of which are:
●
the particular
attributes of the deposit, such as size, grade and proximity to
infrastructure;
●
metal prices, which
may be volatile, and are highly cyclical; and
●
government
regulations, including regulations relating to prices, taxes,
royalties, land tenure, land use, importing and exporting of
minerals, and environmental protection.
The
exact effect of these factors cannot accurately be predicted, but
the combination of these factors may result in the Company not
receiving an adequate return on invested capital.
The
Company will carefully evaluate the political and economic
environment in considering any properties for acquisition. There
can be no assurance that additional significant restrictions will
not be placed on the Company's projects and any other properties
the Company may acquire, or its operations. Such restrictions may
have a material adverse effect on the Company's business and
results of operation.
First Nations
Our
properties are located within First Nations asserted traditional
territories, and the exploration and development of these
properties may affect, or be perceived to affect, asserted
aboriginal rights and title, which has the potential to manifest
permitting delays or opposition by First Nations
communities.
The
Company is working to establish positive relationships with First
Nations. As part of this process the Company may enter into
agreements commensurate with the stage of activity, with First
Nations in relation to current and future exploration and any
potential future production. This could reduce expected
earnings.
Future Profits/Losses and Production Revenues/Expenses
The
Company has no history of operations and expects that its losses
will continue for the foreseeable future. No deposit that has been
shown to be economic has yet been found on the Company's projects.
There can be no assurance that the Company will be able to acquire
any additional properties. There can be no assurance that the
Company will be profitable in the future. The Company's operating
expenses and capital expenditures may increase in subsequent years
as needed consultants, personnel and equipment associated with
advancing exploration, development and commercial production of the
Company's projects and any other properties the Company may
acquire, are added. The amounts and timing of expenditures will
depend on:
●
the progress of
ongoing exploration and development;
●
the results of
consultants' analyses and recommendations;
●
the rate at which
operating losses are incurred;
●
the execution of
any joint venture agreements with strategic partners;
and
●
the acquisition of
additional properties and other factors, many of which are beyond
the Company's control.
-30-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
The
Company does not expect to receive revenues from operations in the
foreseeable future, if at all. The Company expects to incur losses
unless and until such time as the projects the Company advances, or
any other properties the Company may acquire, enter into commercial
production and generate sufficient revenues to fund its continuing
operations.
The
development of mineral properties will require the commitment of
substantial resources to conduct the time-consuming exploration and
development of the properties. There can be no assurance that the
Company will generate any revenues or achieve profitability. There
can be no assurance that the underlying assumed levels of expenses
will prove to be accurate.
Additional Funding Requirements
The
Company has limited working capital as at the current reporting
date.
Further
exploration on, and development of, the Company's projects will
require additional resources and funding. The Company currently
does not have sufficient funds to fully develop these
projects.
In
addition, a positive production decision, if achieved, would
require significant funding for project engineering and
construction. Accordingly, the continuing development of the
Company's properties will depend upon the Company's ability to
obtain financing through debt financing, equity financing, the
joint venturing of projects, or other means.
There
is no assurance that the Company will be successful in obtaining
the required financing for these or other purposes, including for
general working capital.
Competitors in the Mining Industry
The
mining industry is competitive in all of its phases, including
financing, technical resources, personnel and property acquisition.
It requires significant capital, technical resources, personnel and
operational experience to effectively compete in the mining
industry. Because of the high costs associated with exploration,
the expertise required to analyze a project's potential and the
capital required to develop a mine, larger companies with
significant resources may have a competitive advantage over Amarc.
Amarc faces strong competition from other mining companies, some
with greater financial resources, operational experience and
technical capabilities than those that Amarc possesses. As a result
of this competition, Amarc may be unable to maintain or acquire
financing, personnel, technical resources or attractive mining
properties on terms Amarc considers acceptable or at
all.
-31-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Risks That Are Not Insurable
Hazards
such as unusual or unexpected geological formations and other
conditions are involved in mineral exploration and development.
Amarc may become subject to liability for pollution, cave-ins or
hazards against which it cannot insure. The payment of such
liabilities could result in increases in Amarc's operating expenses
which could, in turn, have a material adverse effect on Amarc's
financial position and its results of operations. Although Amarc
maintains liability insurance in an amount which it considers
adequate, the nature of these risks is such that the liabilities
might exceed policy limits, the liabilities and hazards might not
be insurable against, or Amarc might elect not to insure itself
against such liabilities due to high premium costs or other
reasons. In these events, Amarc could incur significant liabilities
and costs that could materially increase Amarc's operating
expenses.
Environmental Matters
All of
the Company's operations will be subject to environmental
regulations, which can make operations more expensive or
potentially prohibit them altogether.
The
Company may be subject to the risks and liabilities associated with
potential pollution of the environment and the disposal of waste
products that could occur as a result of its
activities.
To the
extent the Company is subject to environmental liabilities, the
payment of such liabilities or the costs that it may incur to
remedy environmental pollution would reduce funds otherwise
available to it and could have a material adverse effect on the
Company. If the Company is unable to fully remedy an environmental
problem, it might be required to suspend operations or enter into
interim compliance measures pending completion of the required
remedy. The potential exposure may be significant and could have a
material adverse effect on the Company.
All of
the Company's activities are or will be subject to regulation under
one or more environmental laws and regulations. Many of the
regulations require the Company to obtain permits for its
activities. The Company must update and review its permits from
time to time, and is subject to environmental impact analyses and
public review processes prior to approval of the additional
activities. It is possible that future changes in applicable laws,
regulations and permits or changes in their enforcement or
regulatory interpretation could have a significant impact on some
portion of the Company's business, causing those activities to
become economically unattractive at that time.
Market for Securities and Volatility of Share Price
There
can be no assurance that an active trading market in the Company's
securities will be established or sustained. The market price for
the Company's securities is subject to wide fluctuations. Factors
such as announcements of exploration results, as well as market
conditions in the industry, may have a significant adverse impact
on the market price of the securities of the Company. Shares of the
Company are suitable only for those who can afford to lose their
entire investment. The stock market has from time to time
experienced extreme price and volume fluctuations, which have often
been unrelated to the operating performance of particular
companies.
-32-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
Conflicts of Interest
Certain
of the Company's directors and officers may serve as directors or
officers of other companies or companies providing services to the
Company or they may have significant shareholdings in other
companies. Situations may arise where these directors and/or
officers of the Company may be in competition with the Company. Any
conflicts of interest will be subject to and governed by the law
applicable to directors' and officers' conflicts of interest. In
the event that such a conflict of interest arises at a meeting of
the Company's directors, a director who has such a conflict will
abstain from voting for or against the approval of such
participation or such terms. In accordance with applicable laws,
the directors of the Company are required to act honestly, in good
faith and in the best interests of the Company.
Payment of Dividends Unlikely
There
is no assurance that the Company will pay dividends on its shares
in the near future. The Company will likely require all its funds
to further the development of its business.
Lack of Revenues; History of Operating Losses
The
Company does not have any operational history or earnings and has
incurred net losses and negative cash flow from its operations
since incorporation. Although the Company will hope to eventually
generate revenues, significant operating losses are to be
anticipated for at least the next several years and possibly
longer. To the extent that such expenses do not result in the
creation of appropriate revenues, the Company's business may be
materially adversely affected. It is not possible to forecast how
the business of the Company will develop.
General Economic Conditions
Market
conditions and unexpected volatility or illiquidity in financial
markets may adversely affect the prospects of the Company and the
value of its shares.
Risk Related to COVID-19
The
current outbreak of COVID-19, and any future emergence and spread
of similar pathogens, could have a material adverse effect on
global and local economic and business conditions, which may
adversely impact our business and results of operations and the
operations of contractors and service providers. The outbreak has
now spread to Canada where we conduct our principal business
operations. Our plans to advance the exploration and development of
our projects are dependent upon the Company’s ability to
secure project specific financing, as well as our ability to
continue the work required once financing has been secured through
our employees and our contractors. The progress of work on our
projects has been delayed and may further be delayed due to the
effects of COVID-19. In addition, our personnel may be delayed in
completing the required work that we are pursuing in connection
with this process due to quarantine, self-isolation, social
distancing, restrictions on travel, restrictions on meetings and
work from home requirements. The extent to which the coronavirus
impacts our operations will depend on future developments, which
are highly
-33-
|
AMARC RESOURCES LTD.
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2020
|
uncertain
and cannot be predicted with confidence, including the duration of
the outbreak, new information that may emerge concerning the
severity of the coronavirus and the actions taken to contain the
coronavirus or treat its impact, among others. Moreover, the spread
of the coronavirus globally is expected to have a material adverse
effect on global and regional economies and to continue to
negatively impact stock markets, including the trading price of our
shares as well as mineral commodity prices. These adverse effects
on the economy, the stock market and our share price could continue
to adversely impact our ability to raise capital, with the result
that our ability to pursue exploration and development of our
projects could be adversely impacted, both through delays and
through increased costs. Any of these developments, and others,
could have a material adverse effect on our business and results of
operations and could delay our exploration and development plans
for our projects.
Reliance on Key Personnel
The
Company will be dependent on the continued services of its senior
management team, and its ability to retain other key personnel. The
loss of such key personnel could have a material adverse effect on
the Company. There can be no assurance that any of the Company's
employees will remain with the Company or that, in the future, the
employees will not organize competitive businesses or accept
employment with companies competitive with the
Company.
Furthermore,
as part of the Company's growth strategy, it must continue to hire
highly qualified individuals. There can be no assurance that the
Company will be able to attract, assimilate or retain qualified
personnel in the future, which would adversely affect its
business.
Changes in Federal and Provincial Government Rules, Regulations or
Agreements, or Their Application, May Negatively Affect the
Company’s Ownership Rights, Its Access to or Its Ability to
Advance the Exploration and Development of its Mineral
Properties
The
federal and provincial governments currently have in place or may
in the future implement laws, regulations, policies or agreements
that may negatively affect the Company’s ownership rights
with respect to its mineral properties or its access to the
properties. These may restrain or block the Company’s ability
to advance the exploration and development of its mineral
properties or significantly increase the costs and timeframe to
advance the properties.
-34-
Exhibit
99.3

Exhibit
99.4
