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6-K

Taseko Mines Ltd (TGB)

6-K 2020-10-26 For: 2020-09-30
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Added on April 12, 2026

UNITED STATESSECURITIES 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 October 26, 2020

Commission File Number: 001-31965

Taseko Mines Limited (Translation of registrant's name into English)

15th Floor - 1040 West Georgia St., Vancouver, BC, 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.

[           ] Form 20-F   [ x ] Form 40-F

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

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

SUBMITTED HEREWITH

Exhibits

Exhibit Description
99.1 Condensed Consolidated Interim Financial Statements for the period ended September 30, 2020
99.2 Management's Discussion and Analysis for the period ended September 30, 2020

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.

Taseko Mines Limited
(Registrant)
Date: October 26, 2020 By: /s/ Bryce Hamming
Bryce Hamming
Title: Chief Financial Officer
Taseko Mines Limited: Exhibit 99.1 - Filed by newsfilecorp.com

Condensed Consolidated Interim Financial Statements

September 30, 2020

(Unaudited)

TASEKO MINES LIMITED

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Cdn$ in thousands, except share and per share amounts) (Unaudited)


Three months ended Nine months ended
September 30, September 30,
Note 2020 2019 2020 2019
Revenues 3 87,780 82,436 255,869 239,231
Cost of sales
Production costs 4 (52,075 ) (70,119 ) (163,905 ) (192,539 )
Depletion and amortization 4 (23,894 ) (28,054 ) (76,554 ) (78,376 )
Earnings (loss) from mining operations 11,811 (15,737 ) 15,410 (31,684 )
General and administrative (2,894 ) (2,311 ) (9,692 ) (10,284 )
Share-based compensation expense 14b (2,378 ) (155 ) (3,859 ) (2,268 )
Project evaluation expenditures (978 ) (1,711 ) (1,288 ) (2,746 )
Gain (loss) on derivatives 5 (1,278 ) (1,299 ) 3,690 (2,150 )
Other income 336 473 1,143 1,381
Income (loss) before financing costs and income taxes 4,619 (20,740 ) 5,404 (47,751 )
Finance expenses, net 6 (11,199 ) (9,943 ) (32,233 ) (29,126 )
Foreign exchange gain (loss) 6,987 (3,678 ) (8,761 ) 8,632
Income (loss) before income taxes 407 (34,361 ) (35,590 ) (68,245 )
Income tax recovery 7 580 9,853 6,372 24,794
Net income (loss) 987 (24,508 ) (29,218 ) (43,451 )
Other comprehensive income (loss):
Gain (loss) on financial assets 8 1,639 (29 ) 8,215 1,299
Foreign currency translation reserve (4,158 ) 2,039 4,596 (5,010 )
Total other comprehensive income (loss) (2,519 ) 2,010 12,811 (3,711 )
Total comprehensive loss (1,532 ) (22,498 ) (16,407 ) (47,162 )
Earnings (loss) per share
Basic 0.00 (0.10 ) (0.12 ) (0.18 )
Diluted 0.00 (0.10 ) (0.12 ) (0.18 )
Weighted average shares outstanding (thousands)
Basic 246,406 246,194 246,265 243,145
Diluted 248,758 246,194 246,265 243,145

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

TASEKO MINES LIMITED

Condensed Consolidated Statements of Cash Flows (Cdn$ in thousands)

(Unaudited)


Three months ended Nine months ended
September 30, September 30,
Note 2020 2019 2020 2019
Operating activities
Net income (loss) for the period 987 (24,508 ) (29,218 ) (43,451 )
Adjustments for:
Depletion and amortization 23,894 28,054 76,554 78,376
Income tax recovery 7 (580 ) (9,853 ) (6,372 ) (24,794 )
Share-based compensation expense 14b 2,501 183 4,068 2,414
(Gain) loss on derivatives 5 1,278 1,299 (3,690 ) 2,150
Finance expenses, net 11,199 9,943 32,233 29,126
Unrealized foreign exchange (gain) loss (7,512 ) 3,569 9,250 (9,378 )
Deferred revenue deposit 12 - - 8,510 -
Amortization of deferred revenue 12 (1,075 ) (977 ) (3,686 ) (2,930 )
Other operating activities 460 (771 ) 1,457 (1,027 )
Net change in working capital 16 (131 ) 8,211 (3,335 ) 2,928
Cash provided by operating activities 31,021 15,150 85,771 33,414
Investing activities
Purchase of property, plant and equipment 10 (15,206 ) (16,566 ) (48,005 ) (37,037 )
Purchase of copper put and fuel call options 5 (1,009 ) (1,983 ) (2,658 ) (2,834 )
Proceeds from copper put options 5 - - 6,104 241
Proceeds from the sale of marketable securities 8 - - 7,270 -
Investment in other financial assets 8 (1,771 ) - (1,771 ) -
Other investing activities 5 198 229 400
Cash used for investing activities (17,981 ) (18,351 ) (38,831 ) (39,230 )
Financing activities
Interest paid (1,159 ) (989 ) (18,030 ) (16,508 )
Proceeds from equipment financings - 7,977 - 34,013
Repayment of equipment loans and leases (3,542 ) (4,115 ) (9,707 ) (14,984 )
Proceeds on exercise of options 627 - 627 176
Cash provided by (used for) financing activities (4,074 ) 2,873 (27,110 ) 2,697
Effect of exchange rate changes on cash and equivalents 93 255 (350 ) (669 )
Increase (decrease) in cash and equivalents 9,059 (73 ) 19,480 (3,788 )
Cash and equivalents, beginning of period 63,619 41,950 53,198 45,665
Cash and equivalents, end of period 72,678 41,877 72,678 41,877
Supplementary cash flow disclosures 16

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

TASEKO MINES LIMITED

Consolidated Balance Sheets (Cdn$ in thousands) (Unaudited)


September 30, December 31,
Note 2020 2019
ASSETS
Current assets
Cash and equivalents 72,678 53,198
Accounts receivable 14,777 13,791
Inventories 9 49,514 43,620
Other financial assets 8 3,689 730
Prepaids 2,445 2,513
143,103 113,852
Property, plant and equipment 10 741,531 758,006
Other financial assets 8 6,658 6,783
Goodwill 5,500 5,355
896,792 883,996
LIABILITIES
Current liabilities
Accounts payable and other liabilities 46,970 43,685
Current portion of long-term debt 11 17,681 16,460
Current portion of deferred revenue 12 5,276 4,558
Interest payable on senior secured notes 8,511 1,184
Current income tax payable 2,685 1,406
81,123 67,293
Long-term debt 11 364,204 357,025
Provision for environmental rehabilitation ("PER") 70,300 66,373
Deferred and other tax liabilities 43,018 50,703
Deferred revenue 12 47,420 39,433
Other financial liabilities 13 3,293 1,483
609,358 582,310
EQUITY
Share capital 14 437,273 436,318
Contributed surplus 52,822 51,622
Accumulated other comprehensive income ("AOCI") 19,638 6,827
Deficit (222,299 ) (193,081 )
287,434 301,686
896,792 883,996
Commitments and contingencies 15
Subsequent events 19

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

TASEKO MINES LIMITED

Consolidated Statements of Changes in Equity (Cdn$ in thousands)

(Unaudited)


Share Contributed
capital surplus AOCI Deficit Total
Balance at January 1, 2019 423,438 49,274 14,064 (139,699 ) 347,077
Fair value of shares issued for Yellowhead acquisition 12,629 - - - 12,629
Share-based compensation - 2,241 - - 2,241
Exercise of options 251 (75 ) - - 176
Settlement of performance share units - (377 ) - - (377 )
Total comprehensive loss for the period - - (3,711 ) (43,451 ) (47,162 )
Balance at September 30, 2019 436,318 51,063 10,353 (183,150 ) 314,584
Balance at January 1, 2020 436,318 51,622 6,827 (193,081 ) 301,686
Share-based compensation - 1,528 - - 1,528
Exercise of options 955 (328 ) - - 627
Total comprehensive income (loss) for the period - - 12,811 (29,218 ) (16,407 )
Balance at September 30, 2020 437,273 52,822 19,638 (222,299 ) 287,434

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

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

1. REPORTING ENTITY

Taseko Mines Limited (the "Company" or "Taseko") is a corporation governed by the British Columbia Business Corporations Act. These unaudited condensed consolidated interim financial statements of the Company as at and for the three and nine month periods ended September 30, 2020 comprise the Company, its subsidiaries and its 75% interest in the Gibraltar joint venture since its formation on March 31, 2010. The Company is principally engaged in the production and sale of metals, as well as related activities including mine permitting and development, within the province of British Columbia, Canada and the State of Arizona, USA. Seasonality does not have a significant impact on the Company's operations.

2. SIGNIFICANT ACCOUNTING POLICIES

(a) Statement of compliance

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting and follow the same accounting policies and methods of application as the Company's most recent annual financial statements. These condensed consolidated interim financial statements do not include all of the information required for full consolidated annual financial statements and should be read in conjunction with the consolidated financial statements of the Company as at and for the year ended December 31, 2019, prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

These condensed consolidated interim financial statements were authorized for issue by the Company's Audit and Risk Committee on October 26, 2020.

(b) Use of judgments and estimates

In preparing these condensed consolidated interim financial statements, management has made judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

The significant judgments made by management in applying the Company's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements as at and for the year ended December 31, 2019.

On March 11, 2020, the World Health Organization declared the coronavirus ("COVID-19") outbreak a pandemic creating an unprecedented global health and economic crisis. COVID-19's impact on global markets has been significant. The duration and magnitude of COVID-19's effects on the economy, movement of goods and services across international borders, the copper market, and on the Company's financial and operational performance remains uncertain at this time. As of the date of these statements, there has not been any impact on the Company's operations as a result of COVID-19.

The Company will continue to closely monitor the potential impact of COVID-19 on its business.  Should the duration, spread or intensity of the COVID-19 pandemic deteriorate in the future, there could be a potentially material and negative impact on the Company's operating plan, its liquidity and cash flows, and the valuation of its long-lived assets due to sustained decreases in metal prices, potential future decreases in revenue from the sale of its products and the profitability of its ongoing operations. Impacts from COVID-19 could also include a temporary cessation of mining operations at the Gibraltar Mine due to a localized outbreak amongst personnel at the mine site or in the Company's supply chain.  The Company's access to financing to support its ongoing operations including the development of its other mineral properties could also be negatively impacted or delayed as a result of COVID-19.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

3. REVENUES

Three months ended Nine months ended
September 30, September 30,
2020 2019 2020 2019
Copper contained in concentrate 82,347 84,424 254,061 235,737
Molybdenum concentrate 5,223 5,959 14,680 23,407
Silver (Note 12) 599 1,063 2,563 3,156
Price adjustments on settlement receivables 5,106 (2,265 ) 2,635 (3,670 )
Total gross revenue 93,275 89,181 273,939 258,630
Less: Treatment and refining costs (5,495 ) (6,745 ) (18,070 ) (19,399 )
Revenue 87,780 82,436 255,869 239,231

4. COST OF SALES

Three months ended Nine months ended
September 30, September 30,
2020 2019 2020 2019
Site operating costs 53,549 61,268 151,128 183,392
Transportation costs 4,127 4,889 14,480 12,807
Changes in inventories of finished goods (1,415 ) 1,272 3,026 (6,763 )
Changes in inventories of ore stockpiles (4,186 ) 2,690 (4,729 ) 3,103
Production costs 52,075 70,119 163,905 192,539
Depletion and amortization 23,894 28,054 76,554 78,376
Cost of sales 75,969 98,173 240,459 270,915

Site operating costs include personnel costs, non-capitalized waste stripping costs, repair and maintenance costs, consumables, operating supplies and external services.

Included in site operating costs and general administrative expenses are $292 and $18, respectively, of benefits for claims submitted by the Company for the Canada Emergency Wage Subsidy during the three months ended September 30, 2020 (2019 - $nil).

Included in site operating costs and general administrative expenses are $5,226 and $318, respectively, of benefits for claims submitted for the subsidy during the nine months ended September 30, 2020 (2019 - $nil).

5. DERIVATIVE INSTRUMENTS

During the three month period ended September 30, 2020, the Company purchased copper put option contracts for 20 million pounds of copper with maturity dates from October to December, 2020.  These put options had a cost of $1,009 and a fair value of $116 at September 30, 2020.

During the nine month period ended September 30, 2020, the Company purchased copper put option contracts for a total of 59.5 million pounds of copper with maturity dates ranging from January 2020 to December 2020. The strike prices ranged between US$2.30 and US$2.60 per pound, at a total cost of $1,742. The Company recognized a net realized gain of $5,371 on settlements during the nine month period.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

During the six month period ended June 30, 2020, the Company purchased fuel call options for diesel with maturity dates ranging from April 2020 to March 2021, at a total cost of $916.  The fuel call options outstanding had a fair value of $128 at September 30, 2020.

The following table outlines the (gains) losses associated with derivative instruments:

Three months ended<br>September 30, Nine months ended<br>September 30,
2020 2019 2020 2019
Realized (gain) loss on copper put options - 781 (5,371 ) 1,632
Realized loss on fuel call options 222 - 445 -
Unrealized loss on copper put options 893 518 893 518
Unrealized loss on fuel call options 163 - 343 -
1,278 1,299 (3,690 ) 2,150

6. FINANCE EXPENSES

Three months ended<br>September 30, Nine months ended<br>September 30,
2020 2019 2020 2019
Interest expense 9,422 8,867 28,141 25,679
Finance expense - deferred revenue (Note 12) 1,643 1,039 3,881 3,116
Accretion on PER 138 519 413 1,420
Finance income (4 ) (482 ) (202 ) (1,089 )
11,199 9,943 32,233 29,126

7. INCOME TAX

Three months ended<br>September 30, Nine months ended<br>September 30,
2020 2019 2020 2019
Current income tax expense 635 44 1,279 452
Deferred income tax recovery (1,215 ) (9,897 ) (7,651 ) (25,246 )
(580 ) (9,853 ) (6,372 ) (24,794 )
TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)
---

8. OTHER FINANCIAL ASSETS

September 30,<br>2020 December 31,<br>2019
Current:
Marketable securities 3,445 730
Copper call options (Note 5) 116 -
Fuel call options (Note 5) 128 -
3,689 730
Long-term:
Investment in subscription receipts 2,400 2,400
Reclamation deposits 2,924 3,083
Restricted cash 1,334 1,300
6,658 6,783

The Company holds strategic investments in publicly traded and privately owned mineral exploration and development companies, including marketable securities and subscription receipts.  Marketable securities and the investment in subscription receipts are accounted for at fair value through other comprehensive income (FVOCI).

During the nine month period ended September 30, 2020, the Company received net proceeds of $7,270 from the sale of marketable securitites of a publicly traded company and the resulting gain is recognized in other comprehensive income.

9. INVENTORIES

September 30,<br>2020 December 31,<br>2019
Ore stockpiles 14,978 6,657
Copper contained in concentrate 6,126 9,055
Molybdenum concentrate 133 230
Materials and supplies 28,277 27,678
49,514 43,620

During the three and nine months ended September 30, 2020, the Company recorded an impairment of $2,729 and $3,358, respectively, to adjust the carrying value of ore stockpiles to net realizable value, of which $1,205 and $1,489, respectively, is recorded in depletion and amortization and the balance in production costs.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

10. PROPERTY, PLANT & EQUIPMENT

The following schedule shows the continuity of property, plant and equipment net book value for the three and nine months ended September 30, 2020:

Three Months Ended September 30,<br>2020 Nine Months Ended September 30,<br>2020
Net book value beginning of period 754,297 758,006
Additions:
Gibraltar capital expenditures (includes capitalized stripping costs) 12,206 41,483
Florence Copper development costs 3,885 13,011
Aley development costs 188 929
Yellowhead development costs 1,178 1,546
Other items:
Right of use assets 1,242 3,100
Rehabilitation costs asset - 4,082
Disposals (427 ) (747 )
Foreign exchange translation and other (3,919 ) 4,182
Depletion and amortization (27,119 ) (84,061 )
Net book value at September 30, 2020 741,531 741,531
Net book value Gibraltar Mines (75%) Florence Copper Yellowhead Aley Other Total
--- --- --- --- --- --- --- --- --- --- --- ---
At December 31, 2019 539,747 188,512 16,240 12,766 741 758,006
Net additions 42,106 13,044 1,546 929 1,697 59,322
Changes in rehabilitation cost asset 4,082 - - - - 4,082
Depletion and amortization (83,818 ) (41 ) - - (202 ) (84,061 )
Foreign exchange translation and other - 4,760 (578 ) - - 4,182
At September 30, 2020 502,117 206,275 17,208 13,695 2,236 741,531

During the three months ended September 30, 2020, the Company capitalized stripping costs of $4,485 and incurred other capital expenditures for Gibraltar of $8,964. Non-cash additions to property, plant and equipment include $724 of depreciation of capitalized stripping.

During nine months ended September 30, 2020, the Company capitalized stripping costs of $29,499 and incurred other capital expenditures for Gibraltar of $13,354. Non-cash additions to property, plant and equipment include $4,386 of depreciation of capitalized stripping.

Since its acquisition of the Florence Copper Project in November 2014, the Company has incurred and capitalized a total of $104 million in project development and other costs, including capitalized interest.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

Prior to January 2020, Yellowhead was in the evaluation phase and project related expenditures were expensed.  In January 2020, the Company announced the results of its own technical studies on Yellowhead and filed a new NI 43-101 technical report and the project entered the development phase for accounting purposes. Since January 1, 2020 development costs of $368 have been capitalized as mineral property, plant and equipment.

Depreciation related to the right of use assets for the three and nine months period ended September 30, 2020 was $1,005 and $3,271, respectively.

11. DEBT

September 30,<br>2020 December 31,<br>2019
Current:
Lease liabilities (b) 8,202 7,990
Secured equipment loans (c) 7,528 6,626
Lease related obligations (d) 1,951 1,844
17,681 16,460
Long-term:
Senior secured notes (a) 328,457 317,728
Lease liabilities (b) 13,134 11,107
Secured equipment loans (c) 14,645 18,746
Lease related obligations (d) 7,968 9,444
364,204 357,025
Total debt 381,885 373,485

(a) Senior secured notes

In June 2017, the Company completed an offering of US$250,000 aggregate principal amount of senior secured notes (the "Notes").  The Notes mature on June 15, 2022 and bear interest at an annual rate of 8.750%, payable semi-annually on June 15 and December 15.

The Notes are secured by liens on the shares of Taseko's wholly-owned subsidiary, Gibraltar Mines Ltd., and the subsidiary's rights under the joint venture agreement relating to the Gibraltar Mine.  The Notes are guaranteed by each of Taseko's existing and future restricted subsidiaries, other than Yellowhead. The Company is able to incur limited amounts of additional secured and unsecured debt under certain conditions as defined in the Note indenture. The Company is also subject to certain restrictions on asset sales, issuance of preferred stock, dividends and other restricted payments. However, there are no maintenance covenants with respect to the Company's financial performance.

The Company may redeem some or all of the Notes at any time, at redemption prices ranging from 102.188% to 100%, plus accrued and unpaid interest to the date of redemption. On a change of control, the Notes are redeemable at the option of the holder at a price of 101%.

(b) Lease liabilities

Lease liabilities includes the Company's outstanding lease liabilities under IFRS 16*.*

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

(c) Secured equipment loans

The equipment loans are secured by existing mining equipment at the Gibraltar Mine and commenced between June, 2018 and August of 2019 with monthly repayment terms ranging between 48 and 60 months and with interest rates ranging between 5.2% to 6.4%.

(d) Lease related obligations

Lease related obligations relate to a lease arising under a sale leaseback transaction on certain items of equipment at the Gibraltar mine. The lease commenced in June, 2019 and has a term of 54 months. At the end of the lease term, the Company has an option to renew the term, an option to purchase the equipment at fair market value or option to return the equipment.  The lease contains a fixed price early buy-out option exercisable at the end of 48 months.

(e) Debt continuity

The following schedule shows the continuity of total debt for the first nine months of 2020:

Total debt as at December 31, 2019 373,485
Lease additions 7,168
Lease liabilities and equipment loans repayments (9,707 )
Unrealized foreign exchange loss 8,943
Amortization of deferred financing charges 1,996
Total debt as at September 30, 2020 381,885

12. DEFERRED REVENUE

September 30,<br>2020 December 31,<br>2019
Current portion of deferred revenue 5,276 4,558
Long-term portion of deferred revenue 47,420 39,443
Total deferred revenue 52,696 43,991

Silver stream purchase and sale agreement

On March 3, 2017, the Company entered into a silver stream purchase and sale agreement with Osisko Gold Royalties Ltd. ("Osisko"), whereby the Company received an upfront cash deposit payment of US$33 million for the sale of an equivalent amount of its 75% share of Gibraltar payable silver production until 5.9 million ounces of silver have been delivered to Osisko. After that threshold has been met, 35% of an equivalent amount of Taseko's share of all future payable silver production from Gibraltar will be delivered to Osisko. The Company receives cash payments of US$2.75 per ounce for all silver deliveries made under the agreement.

On April 24, 2020, Taseko entered into an amendment to its silver stream with Osisko and received $8,510 in exchange for reducing the delivery price of silver from US$2.75 per ounce to nil. The amendment is accounted for as a contract modification under IFRS 15 Revenue from Contracts with Customers. The funds received are available for general working capital purposes.

The Company recorded the deposits from Osisko as deferred revenue and recognizes amounts in revenue as silver is delivered. The amortization of deferred revenue is calculated on a per unit basis using the estimated total number of silver ounces expected to be delivered to Osisko over the life of the Gibraltar Mine. The current portion of deferred revenue is an estimate based on deliveries anticipated over the next twelve months.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

The following table summarizes changes in the Osisko deferred revenue:

Balance at December 31, 2019 43,991
Finance expense (Note 6) 3,881
Amortization of deferred revenue (3,686 )
Deferred revenue deposit (amendment to silver stream) 8,510
Balance at September 30, 2020 52,696
Less: current portion 5,276
Deferred Revenue - long term portion 47,420

13. OTHER FINANCIAL LIABILITIES

September 30,<br>2020 December 31,<br>2019
Long-term:
Deferred share units (Note 14b) 3,293 1,483
3,293 1,483

14. EQUITY

(a) Share capital

The Company's authorized share capital consists of an unlimited number of common shares with no par value.

(thousands of shares) Common shares
Common shares outstanding at January 1, 2020 246,194
Exercise of share options 1,084
Common shares outstanding at September 30, 2020 247,278
TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)
---

(b) Share-based compensation

Options<br>(thousands) Average price
Outstanding at December 31, 2019 10,756 1.12
Granted 1,285 0.69
Exercised (1,084 ) 0.58
Cancelled/forfeited (26 ) 0.76
Expired (1,949 ) 1.02
Outstanding at September 30, 2020 8,982 1.15
Exercisable at September 30, 2020 6,730 1.29

During the nine month period ended September 30, 2020, the Company granted 1,285,000 (2019 - 4,611,500) share options to directors, executives and employees, exercisable at an average exercise price of $0.69 per common share (2019 - $0.75 per common share) over a five year period. The total fair value of options granted was $475 (2019 - $1,891) based on a weighted average grant-date fair value of $0.37 (2019 - $0.41) per option.

The fair value of options was measured at the grant date using the Black-Scholes formula.  Expected volatility is estimated by considering historic average share price volatility.  The inputs used in the Black-Scholes formula are as follows:

Nine months ended
September 30, 2020
Expected term (years) 4.8
Forfeiture rate 0%
Volatility 64%
Dividend yield 0%
Risk-free interest rate 1.4%
Weighted-average fair value per option $0.37

The Company has other share-based compensation plans in the form of Deferred Share Units ("DSUs") and Performance Share Units ("PSUs").

DSUs<br>(thousands) PSUs<br>(thousands)
Outstanding at December 31, 2019 2,354 1,675
Granted 572 825
Settled (591 ) (400 )
Outstanding at September 30, 2020 2,335 2,100

During the nine month period ended September 30, 2020, 572,000 DSUs were issued to directors (2019 - 682,000) and 825,000 PSUs to senior executives (2019 - 875,000). The fair value of DSUs and PSUs granted was $899 (2019 - $1,696), with a weighted average fair value at the grant date of $0.72 per unit for the DSUs (2019 - $0.78 per unit) and $0.59 per unit for the PSUs (2019 - $1.33 per unit).

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

Share-based compensation expense (recovery) is comprised as follows:

Three months ended<br>September 30, Nine months ended<br>September 30,
2020 2019 2020 2019
Share options - amortization 144 321 645 1,481
Performance share units - amortization 294 254 883 761
Change in fair value of deferred share units 2,063 (392 ) 2,540 172
2,501 183 4,068 2,414

15. COMMITMENTS AND CONTINGENCIES

(a) Commitments

The Company is a party to certain contracts relating to service and supply agreements. Future minimum payments under these agreements as at September 30, 2020 are presented in the following table:

Remainder of 2020 -
2021 5,402
2022 900
2023 -
2024 -
2025 and thereafter -
Total commitments 6,302

As at September 30, 2020, the Company had outstanding capital commitments of $1,936 (At December 31, 2019: $nil).

(b) Contingencies

The Company has guaranteed 100% of certain capital lease and equipment loans entered into by the Gibraltar joint venture in which it holds a 75% interest. As a result, the Company has guaranteed the joint venture partner's 25% share of this debt which amounted to $15,928 as at September 30, 2020.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

16. SUPPLEMENTARY CASH FLOW INFORMATION

Three months ended<br>September 30, Nine months ended<br>September 30,
2020 2019 2020 2019
Change in working capital items
Accounts receivable 1,847 318 (986 ) 9,222
Inventories (5,825 ) 2,680 (2,301 ) (5,538 )
Prepaids 630 149 (674 ) (1,022 )
Accounts payable and accrued liabilities 5,676 5,011 633 1,137
Advance payment on product sales (2,445 ) - - -
Interest payable (14 ) 53 (7 ) 16
Income tax payable - - (887 )
(131 ) 8,211 (3,335 ) 2,928
Non-cash investing and financing activities
Assets acquired under capital lease 2,334 5,811 4,091 6,350
ROU assets 1,219 116 3,077 9,562

17. RELATED PARTIES

Gibraltar Joint Venture

Under the terms of the joint venture operating agreement, the Gibraltar joint venture pays the Company a management fee for services rendered by the Company as operator of Gibraltar. Net management fee income for the three and nine month period ended September 30, 2020 was $299 and $900 (2019: $301 and $884) respectively.

In addition, the Company pays certain expenses on behalf of the Gibraltar joint venture and invoices the joint venture for these expenses. For the three and nine month period ended September 30, 2020, net reimbursable compensation expenses and third party costs of $29 and $253 (2019: $16 and $55) respectively, were charged to the joint venture.

18. FAIR VALUE MEASUREMENTS

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value, by reference to the reliability of the inputs used to estimate the fair values.

Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The fair values of the senior secured notes are $322,981 and the carrying value is $328,457 at September 30, 2020. The fair value of all other financial assets and liabilities approximates their carrying value.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

The Company has certain financial assets and liabilities that are measured at fair value on a recurring basis and uses the fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value, with Level 1 inputs having the highest priority.

Level 1 Level 2 Level 3 Total
September 30, 2020
Financial assets designated as FVPL
Derivative asset copper call options - 116 - 116
Derivative asset fuel call options - 128 - 128
- 244 - 244
Financial assets designated as FVOCI
Marketable securities 3,445 - - 3,445
Investment in subscription receipts - - 2,400 2,400
Reclamation deposits 2,924 - - 2,924
6,369 - 2,400 8,769
December 31, 2019
Financial assets designated as FVOCI
Marketable securities 730 - - 730
Investment in subscription receipts - - 2,400 2,400
Reclamation deposits 3,083 - - 3,083
3,813 - 2,400 6,213

There have been no transfers between fair value levels during the reporting period. The carrying value of cash and equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value as at September 30, 2020.

The fair value of the senior secured notes, a Level 1 instrument, is determined based upon publicly available information. The fair value of the lease liabilities and secured equipment loans, Level 2 instruments, are determined through discounting future cash flows at an interest rate of 5.5% based on the relevant loans effective interest rate.

The fair values of Level 2 instruments are based on broker quotes. Similar contracts are traded in an active market and the broker quotes reflect the actual transactions in similar instruments.

The Company's metal concentrate sales contracts are subject to provisional pricing with the selling price adjusted at the end of the quotational period. At each reporting date, the Company's settlement receivable on these contracts are marked-to-market based on a quoted forward price for which there exists an active commodity market. At September 30, 2020 the Company had settlement receivables of $10,495.

The subscription receipts, a Level 3 instrument, are valued based on a management estimate. As the subscription receipts are an investment in a private exploration and development company, there are no observable market data inputs.

Commodity Price Risk

The Company is exposed to the risk of fluctuations in prevailing market commodity prices on the metals it produces.  The Company enters into copper put option contracts to reduce the risk of short-term copper price volatility. The amount and duration of the hedge position is based on an assessment of business-specific risk elements combined with the copper pricing outlook. Copper put option contracts are typically extended adding incremental quarters at established put strike prices to provide the necessary price protection.

TASEKO MINES LIMITED<br><br> <br>Notes to Condensed Consolidated Interim Financial Statements<br><br> <br>(Cdn$ in thousands - Unaudited)

Provisional pricing mechanisms embedded within the Company's sales arrangements have the character of a commodity derivative and are carried at fair value as part of accounts receivable.

The table below summarizes the impact on revenue and receivables for changes in commodity prices on the provisionally invoiced sales volumes.

As at September 30,
2020
Copper increase/decrease by US$0.31/lb.^1^ 7,754

^1^The analysis is based on the assumption that the period end copper price increases 10% with all other variables held constant. At September  30, 2020, 18.5 million pounds of copper in concentrate were exposed to copper price movements. The closing exchange rate at September 30, 2020 of CAD/USD 1.3339 was used in the analysis.

The sensitivities in the above table have been determined with foreign currency exchange rates held constant. The relationship between commodity prices and foreign currencies is complex and movements in foreign exchange can impact commodity prices.  The sensitivities should therefore be used with care.

19. SUBSEQUENT EVENTS

On October 20, 2020, Gibraltar entered in a $9 million credit facility with a Canadian commercial bank for the purpose of providing letters of credit (LC) to key suppliers of the Gibraltar Mine to assist with ongoing trade finance and working capital needs.  Any LCs issued under the facility will be guaranteed by Export Development Canada under its Account Performance Security Guarantee program.

In October 2020, the Company purchased 15 million pounds of copper put options at a strike price of US$2.80 per pound covering the first quarter of 2021, at a total cost of $907.

Taseko Mines Limited: Exhibit 99.2 - Filed by newsfilecorp.com
TASEKO MINES LIMITED
Management's Discussion and Analysis

This management discussion and analysis ("MD&A") is intended to help the reader understand Taseko Mines Limited ("Taseko", "we", "our" or the "Company"), our operations, financial performance, and current and future business environment. This MD&A is intended to supplement and complement the consolidated financial statements and notes thereto, prepared in accordance with IAS 34 of International Financial Reporting Standards ("IFRS") for the three and nine months ended September 30, 2020 (the "Financial Statements"). You are encouraged to review the Financial Statements in conjunction with your review of this MD&A and the Company's other public filings, including our annual audited consolidated financial statements and annual MD&A for the year ended December 31, 2019, which are available on the Canadian Securities Administrators' website at www.sedar.com and on the EDGAR section of the United States Securities and Exchange Commission's ("SEC") website at www.sec.gov.

This MD&A is prepared as of October 26, 2020. All dollar figures stated herein are expressed in Canadian dollars, unless otherwise specified.

Cautionary Statement on Forward-Looking Information

This discussion includes certain statements that may be deemed "forward-looking statements". All statements in this discussion, other than statements of historical facts, that address future production, reserve potential, exploration drilling, exploitation activities, and events or developments that the Company expects are forward-looking statements. Although we believe 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. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, global economic events arising from the coronavirus (COVID-19) pandemic outbreak, oil price wars and related oil market disruptions, exploitation and exploration successes, continued availability of capital and financing and general economic, market or business conditions. 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. All of the forward-looking statements made in this MD&A are qualified by these cautionary statements. We disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except to the extent required by applicable law. Further information concerning risks and uncertainties associated with these forward-looking statements and our business may be found in the Company's other public filings with the SEC and Canadian provincial securities regulatory authorities.

TASEKO MINES LIMITED
Management's Discussion and Analysis
CONTENTS
--- ---
OVERVIEW 3
HIGHLIGHTS 3
REVIEW OF OPERATIONS 5
GIBRALTAR OUTLOOK 6
REVIEW OF PROJECTS 7
MARKET REVIEW 9
FINANCIAL PERFORMANCE 10
FINANCIAL CONDITION REVIEW 15
SUMMARY OF QUARTERLY RESULTS 18
CRITICAL ACCOUNTING POLICIES AND ESTIMATES 19
INTERNAL AND DISCLOSURE CONTROLS OVER FINANCIAL REPORTING 19
RELATED PARTY TRANSACTIONS 20
NON-GAAP PERFORMANCE MEASURES 21
TASEKO MINES LIMITED
---
Management's Discussion and Analysis

OVERVIEW

Taseko Mines Limited ("Taseko" or "Company") is a mining company that seeks to create long-term shareholder value by acquiring, developing, and operating large tonnage mineral deposits which, under conservative forward metal price assumptions, are capable of supporting a mine for ten years or longer. The Company's sole operating asset is the 75% owned Gibraltar Mine, which is located in central British Columbia and is one of the largest copper mines in North America. Taseko also owns the Florence Copper Project, which is advancing towards production, as well as the Yellowhead copper, New Prosperity gold-copper, Aley niobium and Harmony gold projects.

HIGHLIGHTS

Operating Data (Gibraltar - 100% basis) Three months ended<br>September 30, Nine months ended<br>September 30,
2020 2019 Change 2020 2019 Change
Tons mined (millions) 23.3 24.7 (1.4 ) 72.3 74.7 (2.4 )
Tons milled (millions) 7.5 7.5 - 22.6 22.1 0.5
Production (million pounds Cu) 28.9 33.0 (4.1 ) 98.1 92.5 5.6
Sales (million pounds Cu) 28.6 33.5 (4.9 ) 99.0 89.1 9.9
Financial Data Three months ended<br>September 30, Nine months ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- ---
(CDN$ in thousands, except for per share amounts) 2020 2019 Change 2020 2019 Change
Revenues 87,780 82,436 5,344 255,869 239,231 16,638
Earnings from mining operations before depletion  and amortization* 35,705 12,317 23,388 91,964 46,692 45,272
Adjusted EBITDA^*^ 31,545 7,906 23,639 87,751 32,811 54,940
Cash flows provided by operations 31,021 15,150 15,871 85,771 33,414 52,357
Adjusted net loss^*^ (5,754 ) (20,561 ) 14,807 (19,066 ) (52,451 ) 33,385
Per share - basic ("adjusted EPS")^*^ (0.02 ) (0.08 ) 0.06 (0.08 ) (0.22 ) 0.14
Net income (loss) (GAAP) 987 (24,508 ) 25,495 (29,218 ) (43,451 ) 14,233
Per share - basic ("EPS") - (0.10 ) 0.10 (0.12 ) (0.18 ) 0.06

*Non-GAAP performance measure. See page 21 of this MD&A.

TASEKO MINES LIMITED
Management's Discussion and Analysis

HIGHLIGHTS - CONTINUED

Third Quarter Review

  • Earnings from mining operations before depletion and amortization* was $35.7 million, and Adjusted EBITDA* was $31.5 million;
  • Cash flow from operations was $31.0 million and the Company had an ending cash balance at September 30, 2020 of $72.7 million;
  • The Gibraltar Mine produced 28.9 million pounds of copper in the third quarter. Copper recoveries were 85.0% and copper head grades were 0.23%;
  • In March, management implemented a revised mine plan and budget for Gibraltar which reduced site spending over the last six months.  Although total site spending in the current quarter increased from the previous quarter due to higher mining rates, they were still 19% lower than the same quarter in the prior year;
  • Gibraltar sold 28.6 million pounds of copper in the quarter (100% basis) which resulted in $86.8 million of revenue for Taseko.  Average LME copper prices were US$2.96 per pound in the quarter and revenue also included positive provisional price adjustments of $4.4 million;
  • Net income (GAAP) for the third quarter was $1.0 million ($nil per share).  Adjusted net loss* was $5.8 million ($0.02 loss per share);
  • Gibraltar extended its five-year copper concentrate offtake contract, for roughly 50% of its production, for an additional year  which is expected to result in a 30% reduction in treatment & refining costs in 2021, reflecting the continued tight physical copper concentrate market conditions and the strategic demand for Gibraltar's high quality concentrates; and
  • The Arizona Department of Environmental Quality ("ADEQ") issued the draft Aquifer Protection Permit for the Florence Copper Project on August 6, 2020, which was followed by a public hearing and a public comment period which ended on October 12, 2020.

Outlook

  • Annual production guidance for 2020 remains unchanged at 130 million pounds (+/-5%); and
  • Preparations to begin mining the Gibraltar pit in 2021 commenced in the third quarter. This new mining sequence will reduce capital costs and provide operating efficiencies and improve operating costs.

*Non-GAAP performance measure. See page 21 of this MD&A.

TASEKO MINES LIMITED
Management's Discussion and Analysis

REVIEW OF OPERATIONS

Gibraltar Mine (75% Owned)

Operating data (100% basis) Q3 2020 Q2 2020 Q1 2020 Q4 2019 Q3 2019
Tons mined (millions) 23.3 20.5 28.5 25.8 24.7
Tons milled (millions) 7.5 7.7 7.5 7.8 7.5
Strip ratio 1.5 1.9 2.7 2.1 3.0
Site operating cost per ton milled (CDN)* 9.57 $ 7.66 $ 9.52 $ 10.46 $ 10.83
Copper concentrate
Head grade (%) 0.228 0.281 0.259 0.253 0.249
Copper recovery (%) 85.0 85.2 83.4 84.5 87.7
Production (million pounds Cu) 28.9 36.8 32.4 33.4 33.0
Sales (million pounds Cu) 28.6 39.3 31.1 33.3 33.5
Inventory (million pounds Cu) 3.6 3.8 6.4 5.0 5.0
Molybdenum concentrate
Production (thousand pounds Mo) 668 639 412 728 620
Sales (thousand pounds Mo) 693 656 403 791 518
Per unit data ( per pound produced)*
Site operating costs* 1.85 $ 1.15 $ 1.64 $ 1.85 $ 1.88
By-product credits* (0.14 ) (0.11 ) (0.11 ) (0.16 ) (0.16 )
Site operating costs, net of by-product credits* 1.71 $ 1.04 $ 1.53 $ 1.69 $ 1.72
Off-property costs 0.29 0.30 0.29 0.32 0.33
Total operating costs (C1)* 2.00 $ 1.34 $ 1.82 $ 2.01 $ 2.05

All values are in US Dollars.

*Non-GAAP performance measure. See page 21 of this MD&A.

TASEKO MINES LIMITED
Management's Discussion and Analysis

OPERATIONS ANALYSIS

Third Quarter Results

To-date, there have been no interruptions to the Company's operations, logistics and supply chains as a result of the COVID-19 pandemic.  Heightened health and safety protocols continue to be implemented and monitored for effectiveness.  In light of the overall economic volatility experienced earlier this year due to COVID-19, management implemented a revised mining plan in March that reduced costs over the last six months while still maintaining long-term mine plan requirements.

Copper production in the third quarter was 28.9 million pounds.  Copper grades in the final benches of the Granite pit were lower than expected. Mining in the Granite pit was completed in early October.

Total site spending (including capitalized stripping) increased by 10% over the previous quarter as the mining rate increased in accordance with the revised operating plan, but remained 19% lower than the third quarter of 2019.  Gibraltar has benefited from continued lower input costs, including diesel fuel which remained 25% lower than 2019 average prices in the quarter.  Shorter haul distances in the Pollyanna pit also contributed to lower spending.  The strip ratio for the third quarter was 1.5 to 1 and was lower due to less waste rock remaining in the Granite pit.

Molybdenum production was 668 thousand pounds in the third quarter, an increase from the prior quarter due to higher molybdenum grade, which also increased recovery.  Molybdenum prices were lower in the third quarter and averaged US$7.71 per pound compared to US$8.37 per pound in the prior quarter and US$11.83 per pound in Q3 2019.  By-product credits per pound of copper produced* was US$0.14 in the third quarter, an increase of US$0.03 over the prior quarter.

Off-property costs per pound produced* were US$0.29 for the third quarter of 2020 and consist of concentrate treatment, refining and transportation costs. These costs are in line with recent quarters relative to pounds of copper sold.

Total operating costs per pound produced (C1)* increased to US$2.00 from US$1.34 in the prior quarter, which was primarily due to lower copper production, a stronger Canadian dollar exchange rate, and a lower allocation of costs to capitalized stripping in the current quarter.

*Non-GAAP performance measure. See page 21 of this MD&A.

GIBRALTAR OUTLOOK

Annual production guidance for 2020 remains at 130 million pounds +/-5%.

With the Granite pit now complete, mining has transitioned to the Pollyanna pit which will be the main ore source in 2021. With a strengthening copper price, mining rates have been increased to normal levels.  Gibraltar pit mining will commence in the first part of 2021 with ore release occurring in the second half of the year.  Ore from the Gibraltar pit is expected to require less energy to grind which will provide substantial productivity and cost improvements when processed.

Copper prices have recovered swiftly due to recovery in Chinese demand coupled with continued supply disruptions, most notably in South America. Many governments are now focusing on increased infrastructure investment to stimulate growth following the pandemic and the need for metals such as copper should result in increased near term demand.  The medium to long-term fundamentals for copper remain strong and most industry analysts are projecting ongoing supply constraints and deficits in the years ahead after the economic recovery, which should bring higher copper prices. Molybdenum prices have also started to recover since August, as demand has improved in key steel-making regions.

TASEKO MINES LIMITED
Management's Discussion and Analysis

REVIEW OF PROJECTS

Taseko's strategy has been to grow the Company from the operating cash flow and credit quality of the Gibraltar Mine to assemble and develop a pipeline of complimentary projects.  We continue to believe this will generate long-term returns for shareholders. Our development projects are focused primarily on copper and are located in stable mining jurisdictions in British Columbia and Arizona.  Our current focus is on the near-term development of the Florence Copper Project.

Florence Copper Project

Management is pleased with the results of its Production Test Facility ("PTF") which has provided valuable data to validate the Company's modelled assumptions and operating parameters. This data is being used to refine operating plans for the commercial operation.  Detailed engineering for the commercial facility is ongoing with the objective that it will be substantially completed ahead of the receipt of final permits and a final construction decision.

Steady state operation of the PTF was achieved in 2019 and the focus turned to testing different wellfield operating strategies, including adjusting pumping rates, solution strength, flow direction, and the use of packers in recovery and injection wells to isolate different zones of the ore body. The operating team has used physical and operating control mechanisms to adjust solution chemistry and flow rates and has successfully achieved targeted copper concentration in solution. Pregnant leach solution ("PLS") grade in the centre recovery well (most representative of the performance of the commercial wellfield) achieved targeted levels and the SX/EW plant was producing at an annualized rate of one million pounds of copper cathode per year prior to switching to the rinsing phase of testing in late June 2020.  Data collected during this final rinsing phase will further inform commercial operations.

Two permits are required to commence construction of the commercial scale wellfield at Florence Copper, which is expected to produce 85 million pounds of copper cathode annually for 20 years.  These are the Aquifer Protection Permit ("APP") from the Arizona Department of Environmental Quality ("ADEQ") and the Underground Injection Control ("UIC") Permit from the U.S. Environmental Protection Agency ("EPA").

On August 6, 2020, the draft APP was issued by the ADEQ and a public comment period was initiated.  As part of the public comment period, a public hearing was held by the ADEQ on September 9. During this hearing, the Florence Copper Project received overwhelming support from local community members, local business owners, elected state officials and city councillors, a state senator and representatives from the technical services sector. The public comment period ended on October 12 and the ADEQ is reviewing comments received before issuing the final permit.

The EPA is also nearing completion of its technical review for the UIC permit and no significant issues have been identified.  While progress is being made, the COVID-19 situation in Arizona has had an impact on the EPA process and this has extended the timeline by a few months, but management still expects the project will be fully permitted in early 2021.

The Company continued to advance discussions with interested parties regarding the potential sale of a minority interest in the Florence Copper Project, and the proceeds of any such sale could fund a significant portion of the capital required to develop the commercial operation. Discussions with potential lenders and other finance providers are ongoing. The Company targets having a committed financing package in place prior to receipt of the permits.

Total net expenditures at the Florence Copper Project during the first nine months of 2020 were $13.3 million including operation of the PTF and other project development costs.

TASEKO MINES LIMITED
Management's Discussion and Analysis

Yellowhead Copper Project

In January 2020, the Company announced the results of its technical studies on Yellowhead Mining Inc. ("Yellowhead") which resulted in a 22% increase in recoverable copper reserves and significantly improved project economics. The Company filed a new NI 43-101 technical report dated January 16, 2020 (the "Technical Report") on SEDAR. Yellowhead holds a 100% interest in a copper-gold-silver development project located in south-central British Columbia.

The Technical Report outlines a new development plan for the project, which includes an 817 million tonne reserve and a 25-year mine life with a pre-tax NPV of $1.3 billion at an 8% discount rate using a US$3.10 per pound copper price.  This represents a $500 million increase over the 2014 Feasibility Study completed by the previous owner. Capital costs of the project are estimated at $1.3 billion over a 2-year construction period.  Over the first 5 years of operation, the copper equivalent grade will average 0.35% producing an average of 200 million pounds of copper per year at an average C1 cost, net of by-product credit, of US$1.67 per pound of copper. The Yellowhead Copper Project contains valuable precious metal by-products with 440,000 ounces of gold and 19 million ounces of silver with a life of mine value of over $1 billion at current prices.

The Company is focusing its current efforts on advancing the environmental assessment and some additional engineering work in conjunction with ongoing engagement with local communities including First Nations.  A focus group has been formed between the Company and high-level regulators in the appropriate Provincial Ministries in order to expedite the advancement of the environmental assessment and the permitting of the project. Management also commenced joint venture partnering discussions in 2020 with a number of strategic industry groups that are interested in potentially investing in the Yellowhead project in combination with acquiring the significant copper offtake rights.

In May 2020, the Company announced it has entered into an agreement with an Indigenous Nation regarding Taseko's intentions to commence the regulatory approval process of the Yellowhead Copper Project. The agreement represents Taseko's commitment to recognize and respect the Nation's inherent right to govern its lands, and the importance of assessing the Yellowhead Copper Project in accordance with its values, laws, and community aspirations to make an informed decision on the project.

New Prosperity Gold-Copper Project

On December 5, 2019, the Company announced that the Tŝilhqot'in Nation as represented by Tŝilhqot'in National Government and Taseko have entered into a dialogue, facilitated by the Province of British Columbia, to try to obtain a long-term solution to the conflict regarding Taseko's proposed gold-copper mine currently known as New Prosperity, acknowledging Taseko's commercial interests and the opposition of the Tŝilhqot'in Nation to the Project. While the details of this process are confidential, in order to facilitate a dialogue, the parties have agreed to a standstill on certain outstanding litigation and regulatory matters which relate to Taseko's tenures and the area in the vicinity of Teztan Biny (Fish Lake).

Aley Niobium Project

Environmental monitoring and product marketing initiatives on the Aley Niobium project continue. The pilot plant program commenced in the second quarter of 2019 has successfully completed the niobium flotation process portion of the test, raising confidence in the design and providing feed to begin the converter portion of the process. Completion of the converter portion of the pilot plant which is underway, will provide additional process data to support the design of the commercial process facilities and provide final product samples for marketing purposes.

TASEKO MINES LIMITED
Management's Discussion and Analysis

MARKET REVIEW

Prices (USD per pound for Commodities)

(Source Data: Bank of Canada, Platts Metals, and London Metals Exchange)

While global demand for copper, which is closely tied to overall global GDP growth, has been negatively impacted by the COVID-19 pandemic, there has been a notable buffering impact from decreased supply. Many producing mines, particularly in Peru and Chile, have been temporarily shut down or curtailed and upcoming development projects have been delayed due to increasing cases of COVID-19 in these countries and at these operations.  Current copper prices are approximately 44% higher than the recent low in March, as Chinese demand recovers amidst this supply constraint.  Furthermore, expansion of overseas copper smelting capacity in the last decade has underpinned the physical demand of copper concentrate. Despite this short-term volatility and the complex and dynamic economic environment caused by COVID-19, management continues to believe that the copper market is robust and will benefit from tight mine supply going forward coupled with the overall growth in demand for copper.

Molybdenum prices have decreased over the first nine months of 2020 due the combination of a COVID-19 induced global economic slowdown and a decrease in molybdenum usage which has a particularly high dependence on demand from the oil and gas and transportation sectors.  The average molybdenum price was US$7.71 per pound in the third quarter of 2020, which was lower than the US$8.37 per pound average price in the second quarter of 2020.  The Company's sales agreements specify molybdenum pricing based on the published Platts Metals reports.

Approximately 80% of Gibraltar Mine's costs are Canadian dollar denominated and therefore, fluctuations in the Canadian/US dollar exchange rate can have a significant effect on the Company's operating results and unit production costs, which are reported in US dollars. The Canadian dollar strengthened by approximately 3% by the end of the third quarter of 2020 compared to June 30, 2020, however the Canadian dollar weakened by 4% over the first nine months of 2020.

During the year, Taseko published its first Environmental, Social, and Governance report, which includes an examination of the Company's sustainable performance, with specific details for 2017, 2018 and 2019.  The report is available on the Company's website at www.tasekomines.com/esg.

TASEKO MINES LIMITED
Management's Discussion and Analysis

FINANCIAL PERFORMANCE

Earnings

Three months ended<br>September 30, Nine months ended<br>September 30,
(CDN$ in thousands) 2020 2019 Change 2020 2019 Change
Net income (loss) 987 (24,508 ) 25,495 (29,218 ) (43,451 ) 14,233
Unrealized foreign exchange (gain) loss (7,512 ) 3,569 (11,081 ) 9,250 (9,378 ) 18,628
Unrealized loss on copper put and fuel call options 1,056 518 538 1,236 518 718
Estimated tax effect of adjustments (285 ) (140 ) (145 ) (334 ) (140 ) (194 )
Adjusted net loss ^*^ (5,754 ) (20,561 ) 14,807 (19,066 ) (52,451 ) 33,385

*Non-GAAP performance measure. See page 21 of this MD&A.

The Company's net income was $1.0 million ($nil per share) for the three months ended September 30, 2020, compared to a net loss of $24.5 million ($0.10 per share) for the same period in 2019.  The increased income in the current period was primarily due to increased revenue due to the higher copper prices in the third quarter, lower operating costs due to changes in the mine plan implemented in March, lower depreciation due to a decrease in ore tons from the Granite pit, and an unrealized gain on US dollar denominated debt in 2020 due to recovery in the Canadian dollar over the quarter.

Earnings from mining operations before depletion and amortization* was $35.7 million for the three months ended September 30, 2020, compared to $12.3 million for the same period in 2019. During the third quarter of 2020, earnings was positively impacted by the higher average copper price coupled with provisional price adjustments of $4.4 million.  Further contributing to the increase in earnings were lower mining costs due to the lower strip ratio and mining rate, greater mining costs being capitalized due to waste stripping being undertaken in Pollyanna, and fuel and other input cost savings.

The Company's net loss was $29.2 million ($0.12 per share) for the nine months ended September 30, 2020, compared to a net loss of $43.5 million ($0.18 per share) for the same period in 2019.  The decreased loss in the current nine month period was primarily due to recovery in earnings from mining operations over the last two quarters after revisions in the mine plan were made in response to COVID-19 and a gain on copper put options, partially offset by unrealized foreign exchange losses on the Company's US dollar denominated debt in 2020.

Earnings from mining operations before depletion and amortization* was $92.0 million for the nine months ended September 30, 2020, compared to $46.7 million for the same period in 2019. The increase in earnings from mining operations before depletion and amortization in 2020 resulted from increased sales revenues due to higher copper production in 2020, lower mining rates due revisions made to the mine plan and the lower strip ratio from mining the last phases of the Granite pit, greater mining costs being capitalized due to waste stripping undertaken in Pollyanna pit, and fuel and other input cost savings.

Included in net income (loss) are a number of items that management believes require adjustment in order to better measure the underlying performance of the business. Unrealized gains or losses have been adjusted in determining adjusted net income as well as their estimated tax effect.  The unrealized foreign exchange gain or loss is substantially driven by the translation of the Company's US dollar denominated senior secured notes of US$250 million due in 2022.  No adjustments are made to adjusted net income for positive or negative provisional price adjustments in the quarter as these adjustments normalize or reverse throughout the year.

TASEKO MINES LIMITED
Management's Discussion and Analysis

Revenues

Three months ended<br>September 30, Nine months ended<br>September 30,
(Cdn$ in thousands) 2020 2019 Change 2020 2019 Change
Copper contained in concentrate 82,347 84,424 (2,077 ) 254,061 235,737 18,324
Molybdenum concentrate 5,223 5,959 (736 ) 14,680 23,407 (8,727 )
Silver 599 1,063 (464 ) 2,563 3,156 (593 )
Price adjustments on settlement receivables 5,106 (2,265 ) 7,371 2,635 (3,670 ) 6,305
Total gross revenue 93,275 89,181 4,094 273,939 258,630 15,309
Less: treatment and refining costs (5,495 ) (6,745 ) 1,250 (18,070 ) (19,399 ) 1,329
Revenue 87,780 82,436 5,344 255,869 239,231 16,638
(thousands of pounds, unless otherwise noted)
Sales of copper in concentrate^*^ 20,693 24,212 (3,519 ) 71,606 64,382 7,224
Average realized copper price (USD per pound) 3.15 2.56 0.59 2.63 2.70 (0.07 )
Average LME copper price (USD per pound) 2.96 2.63 0.33 2.65 2.74 (0.09 )
Average exchange rate (USD/CAD) 1.33 1.32 0.01 1.35 1.33 0.02

* This amount includes a net smelter payable deduction of approximately 3.5% to derive net payable pounds of copper sold.

Copper revenues for the three months ended September 30, 2020 decreased by $2.1 million, compared to the same period in 2019, primarily due to decreases in the volume of payable copper sold, partially offset by the higher prevailing LME copper prices by US$0.33 per pound in the current quarter. The Company also recognized positive price adjustments of $4.4 million, for provisionally priced copper concentrate due to increasing copper price trends following shipments, of which $0.6 million was unrealized and related to Q3 shipments to be priced following the quarter end. These revenue adjustments, as well as shipment timing within the quarter, resulted in a further US$0.19 per pound increase to the average realized copper price for the quarter.

Copper revenues for the nine months ended September 30, 2020 increased by $18.3 million, compared to the same period in 2019, primarily due to increases in the volume of payable copper sold by 7.2 million pounds (75% basis), partially offset by the lower prevailing LME copper prices by US$0.09 per pound year to date. During the nine months ended September 30, 2020, the Company also recognized positive net price adjustments of $1.0 million for provisionally priced copper concentrate.

The decrease in molybdenum revenue for the three month period of $0.7 million compared to the prior year quarter was due to lower average molybdenum prices which averaged US$7.71 per pound compared to US$11.83 per pound for the same prior period, This was partially offset by higher molybdenum sales volume by 131 thousand pounds (75% basis) in the current quarter. The decrease in molybdenum revenue for the nine month period of $8.7 million was due to lower molybdenum sales volumes by 184 thousand pounds (75% basis) and lower average molybdenum prices of US$8.57 per pound, compared to US$11.93 per pound for the same prior period.

During the three and nine months ended September 30, 2020, positive price adjustments of $0.7 million and $1.6 million, respectively, were recorded for provisionally priced molybdenum concentrate.

TASEKO MINES LIMITED
Management's Discussion and Analysis

Cost of sales

Three months ended<br>September 30, Nine months ended<br>September 30,
(CDN in thousands) 2020 2019 Change 2020 2019 Change
Site operating costs 53,549 61,268 (7,719 ) 151,128 183,392 (32,264 )
Transportation costs 4,127 4,889 (762 ) 14,480 12,807 1,673
Changes in inventories of finished goods (1,415 ) 1,272 (2,687 ) 3,026 (6,763 ) 9,789
Changes in inventories of ore stockpiles (4,186 ) 2,690 (6,876 ) (4,729 ) 3,103 (7,832 )
Production costs 52,075 70,119 (18,044 ) 163,905 192,539 (28,634 )
Depletion and amortization 23,894 28,054 (4,160 ) 76,554 78,376 (1,822 )
Cost of sales 75,969 98,173 (22,204 ) 240,459 270,915 (30,456 )
Site operating costs per ton milled* 9.57 $ 10.83 $ (1.26 ) $ 8.91 $ 11.08 $ (2.17 )

All values are in US Dollars.

*Non-GAAP performance measure. See page 21 of this MD&A.

Site operating costs for the three and nine months ended September 30, 2020 decreased by $7.7 million and $32.3 million, respectively, compared to the same prior periods primarily due to lower mining rates resulting from the lower strip ratio and greater mining costs being capitalized in 2020 compared to 2019. For the three and nine months ended September 30, 2020, capitalized waste stripping costs undertaken to open up the Pollyanna pit were $3.8 million and $25.1 million, respectively, compared to $8.6 million and $18.6 million for the same periods in 2019.  Fuel and other input cost savings also reduced site costs in the three months ended September 30, 2020.

Cost of sales is also impacted by changes in copper concentrate inventories and ore stockpiles. Inventory of copper in concentrate at the end of the third quarter of 2020 decreased by 0.2 million pounds compared to the end of the second quarter, and has decreased by 1.4 million pounds since December 31, 2019.  There was also an increase in the ore stockpiles from the second quarter of 1.8 million tons and 1.5 million tons since December 31, 2019.  Despite the decrease in copper pounds, the carrying value of finished goods inventory increased for the third quarter given the increase in costs per pound.

Depletion and amortization for the three and nine months ended September 30, 2020 decreased by $4.2  million and $1.8 million, respectively, over the same periods in 2019 due to decreased ore tons being mined from the Granite pit in the current periods and the greater allocation of depreciation to the higher ore stockpile inventory levels, partially offset by the impact of increased ore tons mined from the Pollyanna pit.

TASEKO MINES LIMITED
Management's Discussion and Analysis

Other operating (income) expenses

Three months ended<br>September 30, Nine months ended<br>September 30,
(Cdn$ in thousands) 2020 2019 Change 2020 2019 Change
General and administrative 2,894 2,311 583 9,692 10,284 (592 )
Share-based compensation expense 2,378 155 2,223 3,859 2,268 1,591
Project evaluation expenditures 978 1,711 (733 ) 1,288 2,746 (1,458 )
Realized (gain) loss on derivative instruments 222 781 (559 ) (4,926 ) 1,632 (6,558 )
Unrealized loss on derivative instruments 1,056 518 538 1,236 518 718
Other income, net (336 ) (473 ) 137 (1,143 ) (1,381 ) 238
7,192 5,003 2,189 10,006 16,067 (6,061 )

General and administrative costs for the three and nine months ended September 30, 2020 changed from the prior year periods due primarily to timing of certain consulting services.

Share-based compensation expense increased for the three and nine months ended September 30, 2020, primarily due to the revaluation of the liability for deferred share units resulting from an increase in the Company's share price during the period.  Share-based compensation expense is comprised of amortization of share options and performance share units and the expense on deferred share units. More information is set out in Note 14 of the September 30, 2020 unaudited condensed consolidated interim financial statements.

During the three and nine months ended September 30, 2020, the Company realized a loss of $0.2 million and a gain of $4.9 million, respectively, primarily from copper put options that settled during the periods, compared to a realized loss of $0.8 million and $1.6 million in the same prior periods. The unrealized loss of $1.1 million and $1.2 million, in the three and nine months ended September 30, 2020 relates to the fair value adjustments on the copper put and fuel call options.

Finance expenses and income

Three months ended<br>September 30, Nine months ended<br>September 30,
(Cdn$ in thousands) 2020 2019 Change 2020 2019 Change
Interest expense 9,422 8,867 555 28,141 25,679 2,462
Finance expense - deferred revenue 1,643 1,039 604 3,881 3,116 765
Accretion of PER 138 519 (381 ) 413 1,420 (1,007 )
Finance income (4 ) (482 ) 478 (202 ) (1,089 ) 887
11,199 9,943 1,256 32,233 29,126 3,107

Interest expense for the three months ended September 30, 2020 was consistent with the prior quarter.  Interest expense increased compared to 2019 due to the weakened Canadian dollar in 2020 and its negative impact on US dollar denominated interest payments as well as the impact of several financings that closed in 2019 for which interest would not have accrued for the comparative period.

Finance expense on deferred revenue adjustments represents the implicit financing component of the upfront deposit from the silver sales streaming arrangement with Osisko Gold Royalties Ltd. ("Osisko").

TASEKO MINES LIMITED
Management's Discussion and Analysis

Income tax

Three months ended<br>September 30, Nine months ended<br>September 30,
(Cdn$ in thousands) 2020 2019 Change 2020 2019 Change
Current income tax expense 635 44 591 1,279 452 827
Deferred income tax recovery (1,215 ) (9,897 ) 8,682 (7,651 ) (25,246 ) 17,595
Income tax recovery (580 ) (9,853 ) 9,273 (6,372 ) (24,794 ) 18,422
Effective tax rate (142.5)% 28.6% (171.1)% 17.9% 36.3% (18.4%)
Canadian statutory rate 27% 27% - 27% 27% -
B.C. Mineral tax rate 9.5% 9.5% - 9.5% 9.5% -

The overall income tax recovery for the three and nine months ended September 30, 2020 was due to deferred income tax recovery recognized on losses for accounting purposes.

As foreign exchange revaluations on the senior secured notes are not recognized for tax purposes until realized, and in the case of capital losses, when they are applied, the effective tax rate may be significantly higher or lower than the statutory rates, as is the case for the three months ended September 30, 2020, relative to net profit in the quarter.

Current income taxes represents an estimate of B.C. mineral taxes payable for the third quarter.

TASEKO MINES LIMITED
Management's Discussion and Analysis

FINANCIAL CONDITION REVIEW

Balance sheet review

As at September 30, As at December 31, ****
(Cdn$ in thousands) 2020 2019 Change
Cash and cash equivalents 72,678 53,198 19,480
Other current assets 70,425 60,654 9,771
Property, plant and equipment 741,531 758,006 (16,475 )
Other assets 12,158 12,138 20
Total assets 896,792 883,996 12,796
Current liabilities 63,442 50,833 12,609
Debt:
Senior secured notes 328,457 317,728 10,729
Leases and secured equipment loans 53,428 55,757 (2,329 )
Deferred revenue 47,420 39,433 7,987
Other liabilities 116,611 118,559 (1,948 )
Total liabilities 609,358 582,310 27,048
Equity 287,434 301,686 (14,252 )
Net debt (debt minus cash and equivalents) 309,207 320,287 (11,080 )
Total common shares outstanding (millions) 247.3 246.2 1.1

The Company's asset base is comprised principally of property, plant and equipment, reflecting the capital intensive nature of the mining business. Other current assets primarily include accounts receivable, inventories (concentrate inventories, ore stockpiles, and supplies), prepaid expenses, and marketable securities.  Concentrate inventories, accounts receivable and cash balances fluctuate in relation to transportation and cash settlement schedules.

Net debt has decreased by $11.1 million in the nine months ended September 30, 2020, due primarily to the increased cash by $19.5 million and ongoing principal and lease repayments partially offset from the impact that the weaker Canadian dollar had on the Company's US dollar denominated debt.

Deferred revenue relates to the advance payments received in March 2017 and April 2020 from Osisko for the sale of Taseko's share of future silver production from Gibraltar. In April 2020, Taseko concluded an amendment to its silver stream with Osisko and received $8.5 million in exchange for reducing the delivery price of silver from US$2.75 per ounce to nil.

Other liabilities decreased by $1.9 million mainly due to the decrease in deferred tax liabilities by $7.7 million, which was partially offset by the increase of the provision for environmental rehabilitation ("PER") by $3.9 million due to decreases in bond yields since the end of 2019.

As at October 26, 2020, there were 247,291,886 common shares and 8,942,033 stock options outstanding. More information on these instruments and the terms of their exercise is set out in Note 14 of the September 30, 2020 unaudited condensed consolidated interim financial statements.

Liquidity, cash flow and capital resources

Cash flow provided by operations during the three and nine months ended September 30, 2020 was $31.0 million and $85.8 million, respectively, compared to $15.2 million and $33.4 million for the same periods in 2019 and increased due to higher revenues and lower operating costs for the quarter and nine months ended September 30, 2020. In April 2020, Taseko also concluded an amendment to its silver stream with Osisko and received $8.5 million in funds available for general working capital purposes.

TASEKO MINES LIMITED
Management's Discussion and Analysis

Cash used for net investing activities during the three and nine months ended September 30, 2020 was $18.0 million and $38.8 million, respectively, compared to $18.4 million and $39.2 million for the same periods in 2019. Investing cash flows in the three months ended September 30, 2020 includes $3.2 million of expenditures at the Florence Project, $3.8 million for capitalized stripping costs and $6.9 million for other capital expenditures at Gibraltar.  Investing cash flows in the nine months ended September 30, 2020 includes $11.4 million of expenditures at the Florence Project, $25.1 million for capitalized stripping costs and $9.8 million for other capital expenditures at Gibraltar.  In the nine months ended September 30, 2020, the Company received net proceeds of $7.3 million from the sale of marketable securities of a publicly traded company and $6.1 million from copper put options.

Net cash used for financing activities in the three and nine months ended September 30, 2020 includes principal payments for equipment loans and leases. At September 30, 2020, the Company had cash and equivalents of $72.7 million (December 31, 2019 - $53.2 million). Although interest and principal repayments for leases and equipment loans amortize over their term, there are no principal payments required on the senior secured notes until the maturity date in June 2022. The next US$10.9 million semi-annual interest payment on the senior secured notes is due on December 15, 2020.

On October 20, 2020, Gibraltar entered in a $9 million credit facility with a Canadian commercial bank for the purpose of providing letters of credit (LC) to key suppliers of the Gibraltar Mine to assist with ongoing trade finance and working capital needs. Any LCs issued under the facility will be guaranteed by Export Development Canada under its Account Performance Security Guarantee program.

Liquidity outlook

The Company has a pipeline of development stage projects, including the Florence Copper Project, and additional funding will be required to advance these projects to production.  The Florence Copper Project has an estimated capital cost (based on the Company's 2017 NI 43-101 technical report) of approximately US$204 million (plus reclamation bonding) and the Company expects to fund a portion of these costs with debt financing. The US$250 million senior secured notes (due in June 2022) allow for up to US$100 million of first lien secured debt to be issued as well as up to US$50 million of debt for equipment financing, all subject to the terms of the note indenture.  To address project funding requirements for Florence or other projects, the Company may also raise capital through equity financings or asset sales, including royalties, sales of project interests, or joint ventures.  The Company may also redeem or repurchase senior secured notes on the market. The Company evaluates these alternatives based on a number of factors including, the prevailing market prices of its common shares and senior secured notes, metal prices, liquidity requirements, covenant restrictions and other factors, in order to determine the optimal mix of capital resources to address capital requirements, minimize the Company's cost of capital, and maximize shareholder value.

Future changes in copper and molybdenum market prices could also impact the timing and amount of cash available for future investment in development projects, debt obligations, and other uses of capital. To mitigate commodity price risks in the short-term, copper put options are entered into for a substantial portion of Taseko's share of Gibraltar copper production and the Company has a long track record of doing so (see section below "Hedging Strategy").

Hedging strategy

The Company's hedging strategy is to secure a minimum price for a significant portion of copper production using put options that are either purchased outright or funded by the sale of call options that are significantly out of the money. The amount and duration of the hedge position is based on an assessment of business-specific risk elements combined with the copper pricing outlook. Copper price and quantity exposure are reviewed at least quarterly to ensure that adequate revenue protection is in place. Hedge positions are typically extended adding incremental quarters at established put strike prices to provide the necessary price protection.  The Company's hedging strategy is designed to mitigate short-term declines in copper price.

TASEKO MINES LIMITED
Management's Discussion and Analysis

Considerations on the cost of the hedging program include an assessment of Gibraltar's estimated production costs, anticipated copper prices and the Company's capital requirements during the relevant period.  In January and May 2020, the Company spent $0.7 million to purchase copper put options that matured between January and June 2020. In July 2020, the Company spent $1.0 million to purchase copper put options that mature between October and December 2020. During the nine months ended September 30, 2020, the Company received proceeds from copper put options of $6.1 million.

In October 2020, the Company purchased 15 million pounds of copper put options at a strike price of US$2.80 per pound covering the first quarter of 2021, at a total cost of $0.9 million.

From time to time, the Company will look at potential hedging opportunities to mitigate the risk of rising input costs, including foreign exchange and fuel prices where such a strategy is cost effective.  During the first nine months of 2020, and in line with its copper put strategy, the Company purchased fuel call options to provide a price ceiling for its share of diesel fuel consumed at the Gibraltar Mine site while allowing it to benefit from further decreases in fuel prices tied to the weak oil market. The cost of the calls, which covered the period April to December 2020 and the first quarter of 2021, were $0.9 million or approximately $0.04 per litre.

The following table shows the commodity contracts that were outstanding as at the date of this MD&A.

Notional amount Strike price Term to maturity Original cost
As at October 26, 2020
Copper put options 12 million lbs US$2.60 per lb November to December 2020 $0.7 million
Copper put options 15 million lbs US$2.80 per lb January to March 2021 $0.9 million
Fuel call options 11 million ltrs US$0.34 per ltr October 2020 to March 2021 $0.5 million

Commitments and contingencies

Commitments

TASEKO MINES LIMITED
Management's Discussion and Analysis
Payments due ****
--- --- --- --- --- --- --- ---
(Cdn$ in thousands) Remainder of 2020 2021 2022 2023 2024 Thereafter Total
Debt:
Senior secured notes - - 333,475 - - - 333,475
Interest 14,590 29,179 14,590 - - - 58,359
Equipment loans:
Principal 1,843 7,633 6,650 4,760 1,375 - 22,261
Interest 300 939 519 199 18 - 1,975
Lease liabilities:
Principal 2,302 7,592 6,254 1,733 1,268 2,176 21,325
Interest 267 928 498 266 180 122 2,261
Lease related obligation:
Rental payment 657 2,627 2,627 5,636 - - 11,547
PER ^1^ - - - - - 70,300 70,300
Other expenditures:
Transportation related services ^2^ - 5,402 900 - - - 6,302
Other 1,936 - - - - - 1,936

^1^ The provision for environmental rehabilitation amounts presented in the table represents the present value of estimated costs of legal and constructive obligations required to retire an asset, including decommissioning and other site restoration activities, primarily for the Gibraltar    Mine and the Florence Copper Project. The Company has provided a surety bond of $37,500 for its 75% share of Gibraltar's reclamation security.  For the Florence Copper Project, the Company has provided to the federal and state regulator surety bonds totaling $13.4 million for reclamation security.

^2^ Transportation related services commitments include ocean freight and port handling services, which are both cancellable upon certain operating circumstances.

The Company has guaranteed 100% of certain capital lease and equipment loans entered into by Gibraltar in which it holds a 75% interest. As a result, the Company has guaranteed the joint venture partner's 25% share of this debt which amounted to $15.9 million as at September 30, 2020.

SUMMARY OF QUARTERLY RESULTS

2020 2019 2018
(Cdn in thousands, except per share amounts) Q2 Q1 Q4 Q3 Q2 Q1 Q4
Revenues 106,005 62,084 89,932 82,436 86,521 70,274 111,121
Net income (loss) 18,745 (48,950 ) (9,931 ) (24,508 ) (11,012 ) (7,931 ) (19,720 )
Basic EPS 0.08 (0.20 ) (0.04 ) (0.10 ) (0.04 ) (0.03 ) (0.09 )
Adjusted net income (loss) * ) 8,335 (21,647 ) (16,159 ) (20,561 ) (17,471 ) (14,419 ) (1,310 )
Adjusted basic EPS * ) 0.03 (0.09 ) (0.07 ) (0.08 ) (0.07 ) (0.06 ) (0.01 )
Adjusted EBITDA * 50,860 5,346 18,246 7,906 14,660 10,245 26,489
(US per pound, except where indicated)
Realized copper price * 2.70 2.06 2.82 2.56 2.69 2.91 2.72
Total operating costs * 1.34 1.82 2.01 2.05 2.01 2.21 2.11
Copper sales (million pounds) 29.5 23.3 25.0 25.1 24.2 17.5 32.0

All values are in US Dollars.

TASEKO MINES LIMITED
Management's Discussion and Analysis

*Non-GAAP performance measure. See page 21 of this MD&A.

Financial results for the last eight quarters reflect: volatile copper and molybdenum prices and foreign exchange rates that impact realized sale prices; and variability in the quarterly sales volumes due to copper grades and timing of shipments which impacts revenue recognition.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The Company's significant accounting policies are presented in Note 2.4 of the 2019 annual consolidated financial statements. The preparation of the financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

In the process of applying the Company's accounting policies, significant areas where judgment is required include the determination of a joint arrangement, determining the timing of transfer of control of inventory for revenue recognition, provisions for environmental rehabilitation, reserve and resource estimation, functional currency, determination of the accounting treatment of the advance payment under the silver purchase and sale agreement reported as deferred revenue, determination of business or asset acquisition treatment, and recovery of other deferred tax assets.

Significant areas of estimation include reserve and resource estimation; asset valuations and the measurement of impairment charges or reversals; valuation of inventories; plant and equipment lives; tax provisions; provisions for environmental rehabilitation; valuation of financial instruments and derivatives; capitalized stripping costs and share-based compensation. Key estimates and assumptions made by management with respect to these areas have been disclosed in the notes to these consolidated financial statements as appropriate.

The accuracy of reserve and resource estimates is a function of the quantity and quality of available data and the assumptions made and judgment used in the engineering and geological interpretation, and may be subject to revision based on various factors.  Changes in reserve and resource estimates may impact the carrying value of property, plant and equipment; the calculation of depreciation expense; the capitalization of stripping costs incurred during production; and the timing of cash flows related to the provision for environmental rehabilitation.

Changes in forecast prices of commodities, exchange rates, production costs and recovery rates may change the economic status of reserves and resources. Forecast prices of commodities, exchange rates, production costs and recovery rates, and discount rates assumptions, either individually or collectively, may impact the carrying value of derivative financial instruments, inventories, property, plant and equipment, and intangibles, as well as the measurement of impairment charges or reversals.

There were no changes in accounting policies during the three and nine months ended September 30, 2020.

INTERNAL AND DISCLOSURE CONTROLS OVER FINANCIAL REPORTING

The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting and disclosure controls and procedures.

The Company's internal control system over financial reporting is designed to provide reasonable assurance to management and the Board of Directors regarding the preparation and fair presentation of published financial statements.  Internal control over financial reporting includes those policies and procedures that:

TASEKO MINES LIMITED
Management's Discussion and Analysis

(1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(2) 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

(3) 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.

The Company's internal control system over disclosure controls and procedures is designed to provide reasonable assurance that material information relating to the Company is made known to management and disclosed to others and information required to be disclosed by the Company in its annual filings, interim filings or other reports filed or submitted by us under securities legislation is recorded, processed, summarized and reported within the time periods specified in the securities legislation.

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined effective can provide only reasonable assurance with respect to financial reporting and disclosure.

There have been no changes in our internal controls over financial reporting and disclosure controls and procedures during the period ended September 30, 2020 that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting and disclosure.

RELATED PARTY TRANSACTIONS

Key management personnel

Key management personnel include the members of the Board of Directors and executive officers of the Company.

The Company contributes to a post-employment defined contribution pension plan on the behalf of certain key management personnel. This retirement compensation arrangement ("RCA Trust") was established to provide benefits to certain executive officers on or after retirement in recognition of their long service. Upon retirement, the participant is entitled to the distribution of the accumulated value of the contributions under the RCA Trust.  Obligations for contributions to the defined contribution pension plan are recognized as compensation expense in the periods during which services are rendered by the executive officers.

Certain executive officers are entitled to termination and change in control benefits. In the event of termination without cause, other than a change in control, these executive officers are entitled to an amount ranging from 9-months' to 18-months' salary.  In the event of a change in control, if a termination without cause or a resignation occurs within 12 months following the change of control, these executive officers are entitled to receive, among other things, an amount ranging from 24-months' to 32-months' salary and accrued bonus, and all stock options held by these individuals will fully vest.

Executive officers and directors also participate in the Company's share-based option program (refer to Note 14 of the unaudited condensed consolidated interim financial statements).

Compensation for key management personnel (including all members of the Board of Directors and executive officers) is as follows:

TASEKO MINES LIMITED
Management's Discussion and Analysis
Three months ended September 30, Nine months ended<br>September 30,
--- --- --- --- ---
(Cdn$ in thousands) 2020 2019 2020 2019
Salaries and benefits 1,003 1,018 5,656 5,727
Post-employment benefits 258 417 774 1,196
Share-based compensation expense 2,448 112 3,778 2,054
3,709 1,547 10,208 8,977

Other related parties

Gibraltar Joint Venture

Under the terms of the joint venture operating agreement, Gibraltar pays the Company a management fee for services rendered by the Company as operator of the Gibraltar Mine. In addition, the Company pays certain expenses on behalf of the Gibraltar and invoices Gibraltar for these expenses.

For the three month period ended September 30, 2020, net management income for $299 (Q3 2019: $301) and net reimbursable compensation expenses and third party costs of $29 (Q3 2019: $16) were charged to the joint venture partner. For the nine month period ended September 30, 2020, net management income for $900 (Q3 2019: $884) and net reimbursable compensation expenses and third party costs of $253 (Q3 2019: $55) were charged to the joint venture partner.

NON-GAAP PERFORMANCE MEASURES

This document includes certain non-GAAP performance measures that do not have a standardized meaning prescribed by IFRS. These measures may differ from those used by, and may not be comparable to such measures as reported by, other issuers. The Company believes that these measures are commonly used by certain investors, in conjunction with conventional IFRS measures, to enhance their understanding of the Company's performance. These measures have been derived from the Company's financial statements and applied on a consistent basis. The following tables below provide a reconciliation of these non-GAAP measures to the most directly comparable IFRS measure.

Total operating costs and site operating costs, net of by-product credits

Total costs of sales include all costs absorbed into inventory, as well as transportation costs and insurance recoverable. Site operating costs are calculated by removing net changes in inventory, depletion and amortization, insurance recoverable, and transportation costs from cost of sales. Site operating costs, net of by-product credits is calculated by subtracting by-product credits from the site operating costs. Site operating costs, net of by-product credits per pound are calculated by dividing the aggregate of the applicable costs by copper pounds produced. Total operating costs per pound is the sum of site operating costs, net of by-product credits and off-property costs divided by the copper pounds produced. By-product credits are calculated based on actual sales of molybdenum (net of treatment costs) and silver during the period divided by the total pounds of copper produced during the period. These measures are calculated on a consistent basis for the periods presented.

TASEKO MINES LIMITED
Management's Discussion and Analysis
Three months ended September 30, Nine months ended <br>September 30,
--- --- --- --- --- --- --- --- ---
(Cdn$ in thousands, unless otherwise indicated) - 75% basis 2020 2019 2020 2019
Cost of sales 75,969 98,173 240,459 270,915
Less:
Depletion and amortization (23,894 ) (28,054 ) (76,554 ) (78,376 )
Net change in inventories of finished goods 1,415 (1,272 ) (3,026 ) 6,763
Net change in inventories of ore stockpiles 4,186 (2,690 ) 4,729 (3,103 )
Transportation costs (4,127 ) (4,889 ) (14,480 ) (12,807 )
Site operating costs 53,549 61,268 151,128 183,392
Less by-product credits:
Molybdenum, net of treatment costs (4,109 ) (4,957 ) (11,592 ) (20,020 )
Silver, excluding amortization of deferred revenue (54 ) (308 ) (436 ) (588 )
Site operating costs, net of by-product credits 49,386 56,003 139,100 162,784
Total copper produced (thousand pounds) 21,658 24,720 73,552 69,381
Total costs per pound produced 2.28 2.27 1.89 2.35
Average exchange rate for the period (CAD/USD) 1.33 1.32 1.35 1.33
Site operating costs, net of by-product credits (US$ per pound) 1.71 1.72 1.40 1.77
Site operating costs, net of by-product credits 49,386 56,003 139,100 162,784
Add off-property costs: **** **** **** ****
Treatment and refining costs 4,254 5,792 18,070 15,898
Transportation costs 4,127 4,889 14,480 12,807
Total operating costs 57,767 66,684 171,650 191,489
Total operating costs (C1) (US$ per pound) 2.00 2.05 1.72 2.08

Adjusted net income (loss)

Adjusted net income (loss) remove the effect of the following transactions from net income as reported under IFRS:

  • Unrealized foreign currency gains/losses; and
  • Unrealized gain/loss on copper put and fuel call options.

Management believes these transactions do not reflect the underlying operating performance of our core mining business and are not necessarily indicative of future operating results. Furthermore, unrealized gains/losses on derivative instruments, changes in the fair value of financial instruments, and unrealized foreign currency gains/losses are not necessarily reflective of the underlying operating results for the reporting periods presented.

TASEKO MINES LIMITED
Management's Discussion and Analysis
Three months ended September 30, Nine months ended<br>September 30,
--- --- --- --- --- --- --- --- ---
($ in thousands, except per share amounts) 2020 2019 2020 2019
Net income (loss) 987 (24,508 ) (29,218 ) (43,451 )
Unrealized foreign exchange (gain) loss (7,512 ) 3,569 9,250 (9,378 )
Unrealized loss on copper put and fuel call options 1,056 518 1,236 518
Estimated tax effect of adjustments (285 ) (140 ) (334 ) (140 )
Adjusted net loss (5,754 ) (20,561 ) (19,066 ) (52,451 )
Adjusted EPS (0.02 ) (0.08 ) (0.08 ) (0.22 )

Adjusted EBITDA

Adjusted EBITDA is presented as a supplemental measure of the Company's performance and ability to service debt. Adjusted EBITDA is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the industry, many of which present Adjusted EBITDA when reporting their results.  Issuers of "high yield" securities also present Adjusted EBITDA because investors, analysts and rating agencies consider it useful in measuring the ability of those issuers to meet debt service obligations.

Adjusted EBITDA represents net income before interest, income taxes, and depreciation and also eliminates the impact of a number of items that are not considered indicative of ongoing operating performance. Certain items of expense are added and certain items of income are deducted from net income that are not likely to recur or are not indicative of the Company's underlying operating results for the reporting periods presented or for future operating performance and consist of:

  • Unrealized foreign exchange gains/losses,
  • Unrealized gain/loss on copper put and fuel call options, and
  • Amortization of share-based compensation expense.
Three months ended <br>September 30, Nine months ended <br>September 30,
($ in thousands) 2020 2019 2020 2019
Net income (loss) 987 (24,508 ) (29,218 ) (43,451 )
Add: **** **** **** ****
Depletion and amortization 23,894 28,054 76,554 78,376
Finance expense 11,203 10,425 32,435 30,215
Finance income (4 ) (482 ) (202 ) (1,089 )
Income tax recovery (580 ) (9,853 ) (6,372 ) (24,794 )
Unrealized foreign exchange (gain) loss (7,512 ) 3,569 9,250 (9,378 )
Unrealized loss on copper put and fuel call options 1,056 518 1,236 518
Amortization of share-based compensation expense 2,501 183 4,068 2,414
Adjusted EBITDA 31,545 7,906 87,751 32,811
TASEKO MINES LIMITED
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Management's Discussion and Analysis

Earnings from mining operations before depletion and amortization

Earnings from mining operations before depletion and amortization is earnings from mining operations with depletion and amortization added back. The Company discloses this measure, which has been derived from our financial statements and applied on a consistent basis, to provide assistance in understanding the results of the Company's operations and financial position and it is meant to provide further information about the financial results to investors.

Three months ended<br> September 30, Nine months ended<br>September 30,
(Cdn$ in thousands) 2020 2019 2020 2019
Earnings (loss) from mining operations 11,811 (15,737 ) 15,410 (31,684 )
Add:
Depletion and amortization 23,894 28,054 76,554 78,376
Earnings from mining operations before depletion and amortization 35,705 12,317 91,964 46,692

Site operating costs per ton milled

Three months ended<br> September 30, Nine months ended<br>September 30,
(Cdn in thousands, except per ton milled amounts) 2020 2019 2020 2019
Site operating costs (included in cost of sales) 53,549 61,268 151,128 183,392
Tons milled (thousands) (75% basis) 5,595 5,660 16,965 16,550
Site operating costs per ton milled 9.57 $ 10.83 $ 8.91 $ 11.08

All values are in US Dollars.